Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Feb. 21, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2022 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
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 | 24 Aspen Park Blvd | |
Entity Address, City or Town | East Syracuse | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 13057 | |
City Area Code | (866) | |
Local Phone Number | 900-0992 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | BBIG | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 248,987,660 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 99,216,863 | $ 86,700,982 |
Restricted cash - short term | 100,000,000 | |
Short-term investments | 145,000 | 178,000 |
Accounts receivable, net | 6,270,929 | 257,394 |
Inventory, net | 365,002 | |
Prepaid expenses and other current assets | 3,612,761 | 7,043,685 |
Loans held-for-investment—related parties - current portion | 15,740,000 | 3,950,000 |
Current assets of discontinued operations | 5,248,600 | |
Total current assets | 124,985,553 | 203,743,664 |
Restricted cash long-term | 80,000,000 | |
Property and equipment, net | 760,992 | 368,981 |
Right of use assets, net | 629,521 | 168,914 |
Loan held-for-investment | 750,000 | 250,000 |
Loan held-for-investment - related parties | 8,451,250 | 16,500,000 |
Intangible assets, net | 74,940,932 | 40,525,453 |
Goodwill | 138,166,483 | 121,580,144 |
Investment in Mind Tank, LLC | 3,093,926 | |
Investments | 1,000,000 | 1,000,000 |
Film and television productions | 424,096 | |
Other assets | 3,140,836 | |
Due from related party | 15,416,136 | 15,997,803 |
Due from Cryptyde (related party) | 6,750,130 | |
Non-current assets of discontinued operations | 5,007,770 | |
Total assets | 458,509,854 | 405,142,729 |
Current liabilities: | ||
Accounts payable | 10,314,122 | 6,105,963 |
Accrued expenses and other current liabilities | 4,476,083 | 12,230,879 |
Current portion of operating lease liabilities | 203,022 | 100,733 |
Current portion of convertible notes payable, net of debt issuance costs of $4,066,590 and $68,911,823, respectively | 29,046,245 | 44,238,177 |
Current portion of warrant liability to be settled by cash | 33,886,612 | |
Current portion of notes payable | 15,530 | |
Current portion of notes payable - related parties | 112,835 | 112,835 |
Current liabilities of discontinued operations | 7,285,429 | |
Total current liabilities | 78,038,919 | 70,089,546 |
Operating lease liabilities, net of current portion | 437,369 | 70,514 |
Convertible notes payable - related parties, net of current portion | 2,500,000 | 2,500,000 |
Notes payable -related parties, net of current portion | 108,923 | 93,393 |
Convertible notes payable, net of current portion, net of debt issuance costs of $30,224,392 and $0, respectively. | 49,652,774 | |
Derivative liability | 94,300,999 | 198,519,395 |
Deferred tax liability | 61,645 | 108,420 |
Deferred acquisition purchase price | 11,080,000 | |
Non-current liabilities of discontinued operations | 74,419 | |
Total liabilities | 236,180,629 | 271,455,687 |
Commitments and contingencies (Note 14) | ||
Stockholders’ equity | ||
Common stock, $0.001 par value, 250,000,000 shares authorized; 233,140,993 and 150,118,024 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively | 233,141 | 150,118 |
Additional paid-in capital | 1,181,292,871 | 850,096,635 |
Accumulated deficit | (963,776,852) | (736,821,840) |
Total stockholders’ equity attributable to Vinco Ventures, Inc. | 217,749,161 | 113,424,913 |
Noncontrolling interest | 4,580,065 | 20,262,129 |
Total stockholders’ equity | 222,329,225 | 133,687,042 |
Total liabilities and stockholders’ equity | $ 458,509,854 | $ 405,142,729 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 233,140,993 | 150,118,024 |
Common stock, shares outstanding | 233,140,993 | 150,118,024 |
Convertible Notes Payable [Member] | ||
Debt Securities, Held-to-Maturity, Allowance for Credit Loss [Line Items] | ||
Debt issuance costs, net, current | $ 4,066,590 | $ 68,911,823 |
Debt issuance costs, net, noncurrent | $ 30,224,392 | $ 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenues | ||||
Total revenue, net | $ 10,365,300 | $ 685,117 | $ 18,142,566 | $ 1,492,627 |
Cost of revenues | ||||
Total costs of revenue | 10,946,367 | 316,900 | 18,723,030 | 687,123 |
Gross profit (deficit) | (581,066) | 368,217 | (580,464) | 805,504 |
Operating expenses: | ||||
Selling, general and administrative | 30,739,339 | 5,410,233 | 55,588,027 | 16,692,058 |
Impairment expense | 453,449 | 453,449 | ||
Total operating expenses | 31,192,788 | 5,410,233 | 56,041,476 | 16,692,058 |
Operating loss | (31,773,855) | (5,042,016) | (56,621,939) | (15,886,554) |
Other income (expense): | ||||
Interest income (expense) | (16,107,800) | (2,650,306) | (38,634,780) | (15,377,596) |
Loss on issuance of warrants | (133,699,181) | (243,681,478) | (208,855,715) | |
Loss on inventory write down | (365,001) | (365,001) | ||
Loss on investments | (1,641,521) | (1,641,521) | ||
Change in fair value of warrant liability | 173,059,037 | (37,154,989) | 86,110,179 | (773,447) |
Change in fair value of contingent purchase price related to Adrizer, LLC acquisition | 12,170,000 | 12,170,000 | ||
Other income (loss) | 66,010 | (353,645) | 215,604 | (423,645) |
Total other income (expense) | 167,180,725 | (173,858,121) | (185,826,997) | (225,430,403) |
Income (loss) before income taxes | 135,406,870 | (178,900,137) | (242,448,937) | (241,316,957) |
Income tax expense | ||||
Net income (loss) | 135,406,870 | (178,900,137) | (242,448,937) | (241,316,957) |
Net (loss) income attributable to noncontrolling interests | (12,532,866) | 22,543 | (18,690,055) | 50,577 |
Net income (loss) attributable to Vinco Ventures, Inc. from continuing operations | 147,939,736 | (178,922,680) | (223,758,881) | (241,367,534) |
Net loss from discontinued operations | (2,011,571) | (4,746,066) | (3,260,912) | (4,770,766) |
Net income (loss) attributable to Vinco Ventures, Inc. | $ 145,928,165 | $ (183,668,746) | $ (227,019,793) | $ (246,138,300) |
Net income (loss) per share- Basic | ||||
Net income (loss) per share- Continuing operations | $ 0.62 | $ (9.39) | $ (1.22) | $ (8.78) |
Net income (loss) per share- Noncontrolling interests | (0.06) | 0 | (0.09) | 0 |
Net loss per share – Vinco Ventures, Inc. | 0.68 | (9.39) | (1.13) | (8.78) |
Net loss per share- Discontinued operations | (0.01) | (0.25) | (0.02) | (0.17) |
Net loss per share | 0.67 | (9.64) | (1.14) | (8.95) |
Net income (loss) per share – Diluted | ||||
Net income (loss) per share - Continuing operations | 0.56 | (9.39) | (1.22) | (8.78) |
Net income (loss) per share - Noncontrolling interests | (0.06) | 0 | (0.09) | 0 |
Net loss per share – Vinco Ventures, Inc. | 0.61 | (9.39) | (1.13) | (8.78) |
Net loss per share - Discontinued operations | (0.01) | (0.25) | (0.02) | (0.17) |
Net loss per share | $ 0.60 | $ (9.64) | $ (1.14) | $ (8.95) |
Weighted Average Number of Common Shares Outstanding – Basic | 217,127,978 | 19,055,006 | 198,777,747 | 27,489,580 |
Weighted Average Number of Common Shares Outstanding – Diluted | 245,799,190 | 19,055,006 | 198,777,747 | 27,489,580 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Changes in Stockholders' Equity (Unaudited) - 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, 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 | ||||
Sale of common stock – investors | $ 1,500 | 3,253,500 | 3,255,000 | |||
Sale of common stock - investors, shares | 1,500,000 | |||||
Issuance of common stock - note holders | $ 304 | 422,368 | 422,672 | |||
Issuance of common stock - note holders, shares | 303,483 | |||||
Issuance of common stock - consultants | $ 1,394 | 2,034,941 | 2,036,335 | |||
Issuance of common stock - consultants, shares | 1,394,272 | |||||
Issuance of common stock – employees | $ 2,861 | 3,289,329 | 3,292,190 | |||
Issuance of common stock - employees, shares | 2,861,227 | |||||
Issuance of common stock upon exercise of warrants | $ 31,743 | 87,753,676 | 87,785,419 | |||
Issuane of common stock upon exercise of warrants, shares | 31,742,986 | |||||
Offering costs -exercise of warrants | (7,379,064) | (7,379,064) | ||||
Issuance of common stock for acquisition | $ 750 | 1,251,750 | 1,252,500 | |||
Issuance of common stock for acquisition, shares | 750,000 | |||||
Share-based compensation | 5,053,704 | 5,053,704 | ||||
Conversion under notes payable | $ 6,139 | 12,242,368 | 12,248,507 | |||
Conversions under notes payable, shares | 6,139,252 | |||||
Exercise of warrant liabilities | 89,654,047 | 89,654,047 | ||||
Shares reserved for future issuance of common stock as consideration for the Emmersive asset acquisition | 7,400,000 | 7,400,000 | ||||
Conversion of preferred stock to common | $ (765) | $ 765 | ||||
Conversion of preferred stock to common, shares | (764,618) | 764,619 | ||||
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 | 59,927,242 | |||||
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 - note holders, shares | 451,272 | |||||
Issuance of common stock - consultants | $ 451 | (451) | ||||
Issuance of common stock – employees | $ 1,598 | (1,598) | ||||
Issuance of common stock - employees, shares | 1,598,355 | |||||
Issuance of common stock upon exercise of warrants | $ 30,862 | 86,063,953 | 86,094,815 | |||
Issuane of common stock upon exercise of warrants, shares | 30,862,188 | |||||
Share-based compensation | 1,393,268 | 1,393,268 | ||||
Conversion under notes payable | $ 565 | 1,153,922 | 1,154,487 | |||
Conversions under notes payable, shares | 564,827 | |||||
Exercise of warrant liabilities | 89,394,620 | 89,394,620 | ||||
Shares reserved for future issuance of common stock as consideration for the Emmersive asset acquisition | 7,400,000 | 7,400,000 | ||||
Conversion of preferred stock to common | $ (765) | $ 765 | ||||
Conversion of preferred stock to common, shares | (764,618) | 764,619 | ||||
Net (loss) income | (183,668,746) | 22,543 | (183,646,203) | |||
Warrants exercised, net of offering costs | (7,379,064) | (7,379,064) | ||||
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 | 59,927,242 | |||||
Beginning balance, value at Dec. 31, 2021 | $ 150,118 | 850,096,635 | (736,821,840) | 20,262,129 | 133,687,042 | |
Beginning balance, shares at Dec. 31, 2021 | 150,118,024 | |||||
Issuance of common stock - note holders | $ 1,000 | 2,189,000 | 2,190,000 | |||
Issuance of common stock - consultants | $ 40 | 102,523 | 102,563 | |||
Issuane of common stock upon exercise of warrants, shares | 1,000,000 | |||||
Share-based compensation | 2,081,764 | 2,081,764 | ||||
Conversions under notes payable, shares | 40,000 | |||||
Exercise of warrant liabilities | 227,949,858 | 227,949,858 | ||||
Net (loss) income | (227,019,793) | (18,690,055) | (245,709,849) | |||
Warrants exercised, net of offering costs | $ 81,983 | 100,954,855 | 101,036,838 | |||
Offering costs upon issuance of warrants, shares | 81,982,969 | |||||
Write off of investments | 927,875 | 927,875 | ||||
Investment in Magnifi U | (301,256) | (301,256) | ||||
Common stock issued by Cryptyde, Inc. | 12,001,000 | 12,001,000 | ||||
Spin-off of Cryptyde, Inc. | (11,936,218) | 299,608 | (11,636,610) | |||
Ending balance, value at Jun. 30, 2022 | $ 233,141 | 1,181,292,871 | (963,776,852) | 4,580,064 | 222,329,225 | |
Ending balance, shares at Jun. 30, 2022 | 233,140,993 | |||||
Beginning balance, value at Mar. 31, 2022 | $ 188,053 | 1,053,407,146 | (1,109,769,797) | 15,145,821 | (41,028,777) | |
Beginning balance, shares at Mar. 31, 2022 | 188,052,593 | |||||
Issuance of common stock - note holders | 10,000 | 10,000 | ||||
Issuance of common stock - note holders, shares | 40,000 | |||||
Issuance of common stock - consultants | 102,563 | 102,563 | ||||
Share-based compensation | (102,563) | 1,040,882 | 938,319 | |||
Exercise of warrant liabilities | 127,920,814 | 127,920,814 | ||||
Net (loss) income | 145,928,164 | (12,532,865) | 133,395,298 | |||
Warrants exercised, net of offering costs | $ 45,088 | (45,088) | ||||
Offering costs upon issuance of warrants, shares | 45,048,400 | |||||
Write off of investments | 927,875 | 927,875 | ||||
Investment in Magnifi U | (301,256) | (301,256) | ||||
Common stock issued by Cryptyde, Inc. | 12,001,000 | 12,001,000 | ||||
Spin-off of Cryptyde, Inc. | (11,936,218) | 299,608 | (11,636,610) | |||
Ending balance, value at Jun. 30, 2022 | $ 233,141 | $ 1,181,292,871 | $ (963,776,852) | $ 4,580,064 | $ 222,329,225 | |
Ending balance, shares at Jun. 30, 2022 | 233,140,993 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash Flow from Operating Activities | ||
Net loss attributable to Vinco Ventures, Inc. | $ (223,758,881) | $ (241,367,534) |
Net (loss) income attributable to noncontrolling interest | (18,690,055) | 50,577 |
Net income (loss) | (242,448,937) | (241,316,957) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Discontinued operations | (3,260,912) | (4,770,766) |
Amortization of financing costs | 36,873,397 | 15,597,936 |
Share-based compensation | 2,184,327 | 10,003,767 |
Depreciation and amortization | 4,974,199 | 1,081,623 |
Amortization of right of use asset | 35,604 | 48,327 |
Change in fair value of short-term investment | 33,000 | 122,400 |
Loss on disposal of discontinued operations | 4,130,580 | |
Gain on debt extinguishment | (852,352) | |
Loss on issuance of warrants | 243,681,478 | 208,855,715 |
Change in fair value of warrant liability | (86,110,179) | 773,447 |
Inventory write-off | (365,001) | |
Write off of investments and Impairment Expense | 2,100,045 | |
Equity method investment - Income share of Mind Tank LLC | (293,926) | |
Change in fair value of deferred acquisition | (12,170,000) | |
Changes in assets and liabilities: | ||
Accounts receivable | (674,375) | (1,596,881) |
Inventory | (1,234,422) | 169,793 |
Prepaid expenses and other assets | 993,247 | (378,831) |
Accounts payable | (3,366,760) | (819,943) |
Related party, net | (862,501) | (17,050) |
Accrued expenses and other liabilities | (12,053,808) | (775,082) |
Operating lease liabilities | (35,303) | (47,714) |
Net Cash Used in Operating Activities | (72,000,827) | (9,791,988) |
Cash Flows from Investing Activities | ||
Issuance of loans held-for-investment-related parties | (6,290,000) | |
Repayments of loans held-for-investment-related parties | 1,048,750 | |
Issuance of loans held-for-investment | (500,000) | |
Purchases of property and equipment | (544,653) | (88,633) |
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) | |
Consolidation of Magnifi U (VIE) | 1,752,935 | |
Acquisition of business, net of cash acquired | (34,850,577) | |
Net Cash Used in Investing Activities | (39,383,544) | (14,559,069) |
Cash Flows from Financing Activities | ||
Net repayments under line of credit | (379,333) | |
Net (repayments) borrowings under convertible notes payable | 19,720,000 | |
Net (repayments) borrowings under notes payable | (165,530) | (2,072,475) |
Net (repayments) borrowings under notes payable - related parties | 37,833 | (1,951,012) |
Fees paid for financing costs | (120,261) | |
Net proceeds from exercise of warrants | 101,036,839 | 80,406,355 |
Net proceeds from issuance of common stock | 3,255,000 | |
Common stock issued by Cryptyde, Inc. | 12,001,000 | |
Cash paid with Cryptyde, Inc. spinoff | (9,921,084) | |
Net Cash Provided by Financing Activities | 102,989,059 | 98,858,274 |
Net Increase (Decrease) in Cash and Cash Equivalents and Restricted Cash | (8,395,313) | 74,507,217 |
Cash and Cash Equivalents and Restricted Cash - Beginning of Period | 1 | 249,356 |
Cash and Cash Equivalents and Restricted Cash - End of Period | 179,216,863 | 74,756,573 |
Cash paid during the year for: | ||
Interest | 414,297 | 858,388 |
Income taxes | (14,738) | |
Noncash investing and financing activity: | ||
Issuance of warrants to note holders | 243,681,478 | 208,855,715 |
Deferred acquisition purchase price | 11,080,000 | |
Shares issued to note holders | 2,190,000 | 422,672 |
Conversions under notes payable | 12,248,507 | |
Shares reserved for EVNT, LLC | 7,400,000 | |
Asset acquisition of Love is Blurred, LLC - Repayment of held-for-investment-related parties | 1,048,750 | |
Consolidation of Magnifi U (VIE), net of cash | (2,054,191) | |
Acquisition of business, net of cash acquired | $ 64,272,070 |
Basis of Presentation and Natur
Basis of Presentation and Nature of Operations | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Nature of Operations | Note 1 — Basis of Presentation and Nature of Operations Unaudited Interim Condensed Consolidated Financial Information The unaudited 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 and consolidated variable interest entities. 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, 2022 and the results of operations, changes in stockholders’ equity, and cash flows for the periods presented. The interim results are not necessarily indicative of the operating results to be expected for the fiscal year ending December 31, 2022 or for any other interim period or for any other future year. The unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 (the “Annual Report”). 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, 2021, and updated, as necessary, in this Quarterly Report. Description of the Business Vinco Ventures is focused on digital media, advertising and content technologies. As of June 30, 2022, Vinco Ventures wholly-owned subsidiaries included: AdRizer, Vinco Ventures Shared Services LLC, Honey Badger, EVNT Platform LLC DBA Emmersive Entertainment (“EVNT”), Love is Blurred LLC and Edison Nation Holdings, LLC. 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. Vinco Ventures owns a 50 % voting membership interest and a 25 % economic interest after return of unreturned capital contributions in ZVV, which are consolidated as Variable Interest Entities (“VIE”) with noncontrolling interests. ZVV owns 80 % of the outstanding equity interests in Lomotif and Lomotif owns 100 % of Lomotif, Inc. Vinco Ventures also has an outstanding loan with Magnifi U Inc which is consolidated as a VIE with a noncontrolling interest. Going Concern and Liquidity These condensed consolidated financial statements have been prepared assuming that we will continue as a going concern. This basis of accounting contemplates the recovery of our assets and the satisfaction of our liabilities in the normal course of business. The Company has incurred and continues to incur losses from operations as well as negative cash flows from operations. For the six months ended June 30, 2022, the Company had a net loss of $ 242,448,937 , negative cash flows from operations of $ 72,471,541 and an accumulated deficit of $ 963,776,852 . On June 30, 2022, the Company postponed its special stockholder meeting from July 1, 2022 to July 26, 2022 which was subsequently postponed again to August 23, 2022 and then postponed indefinitely. This meeting was to be held to approve various proposals including amending the Company’s Amended and Restated Articles of Incorporation to increase the number of its authorized shares of common stock from 250,000,000 to 750,000,000 . The postponement of the meeting triggered an alternative exercise notice clause in the Company’s November and December 2021 warrants, as amended, which allows the holder to put the warrants back to the Company in exchange for cash payments of $ 0.65 and $ 0.36 per warrant for the November and December 2021 warrants, respectively (Note 12 – Warrant Liability). The Holder exercised this provision in July 2022 resulting in a cash payment of $ 33,886,612 and cancelation of 82,260,699 warrants. Additionally, per the terms of the amended July 2021 convertible note the Company made a cash payment of $ 33,000,000 115,500 65,000,000 55,000,000 These payments along with our cash flows from operations have reduced our cash balance from $ 179,216,863 at June 30, 2022 to approximately $ 10,000,000 5,500,000 at January 31, 2023. At June 30, 2022 we have approximately $ 14.7 million in accounts payable and accrued expenses, and during the first six months of 2022, we utilized approximately $ 1 million in cash per month. Furthermore, due to the postponement of special stockholder meeting, the Company’s ability to raise additional cash through issuance of common shares is limited. These conditions raise substantial doubt about the Company’s ability to continue as a going concern and meet its obligations through twelve months following the date the condensed consolidated financial statements are issued. Management’s plans include evaluating different strategies to obtain required funding for future operations, develop and implement cost reduction initiatives, and pursue revenue generating programs with strategic partners. As these plans have not yet been implemented, management has concluded that substantial doubt about the Company’s ability to continue as a going concern has not been alleviated. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and reclassification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
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 subsidiaries, majority owned subsidiaries and consolidated variable interest entities. All intercompany balances and transactions have been eliminated. Use of Estimates Preparation of financial statements in conformity with 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. Significant Accounting Policies Significant accounting policies are disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. There have been no changes in such policies or the application of such policies during the six months ended June 30, 2022. As a result of the acquisition of Adrizer, the Company added a new revenue stream, Digital Media Advertising and Licensing, to its Revenue Recognition policy. Additionally, as a result of the Company’s interest in Love is Blurred, the Company has recorded Film and Television Production assets in accordance with Topic 926. As a result of these changes in the first six months of 2022, new Investments have been recognized. The details for each of these topics are as follows: Revenue Recognition The Company considers all revenues as arising from contracts with customers. Revenue is recognized based on the five-step process outlined in the Accounting Standards Codification (“ASC”) 606 as disclosed in the Company’s Annual Report on Form 10-K. Additional clarification on the Company’s Digital Media Advertising and Licensing revenue recognition policy is provided below. Digital Media Advertising and Licensing The Company’s digital media advertising revenues are generated primarily from the posting of original digital content through third-party online platforms which are then delivered to users of the online platform across the customer’s digital advertising platform and becomes monetizable to the Company, which the Company concludes is its performance obligation. The Company recognizes revenue when control of the services are transferred to customers and the transaction price is determined by the third-party online platform. Revenue from the digital media platform is primarily recognized based on impressions delivered to customers. An “impression” is delivered when an advertisement appears on pages viewed by users. For impressions-based digital advertising, revenues are recognized as impressions are delivered over the term of the arrangement, while revenue from non-impressions-based digital advertising is recognized over the period that the advertisements are displayed. Such amounts are recognized net of agency commissions and provisions for estimated sales incentives, including rebates, rate adjustments or discounts. Licensing revenues are derived from the sale of a licensee’s products that incorporates the Company’s intellectual property. Royalty revenues are recognized during the quarter in which the Company receives a report from the licensee detailing the shipment of products that incorporate the Company’s intellectual property, which receipt is in the quarter following the licensee’s sale of such products to its customers. Royalties are calculated as a percentage of the revenues received by the Company’s licensees on sales of products incorporating the Company’s intellectual property. Identification of a Customer and Gross Versus Net Revenue Recognition In the normal course of business, the Company acts as or uses an intermediary or agent in executing transactions with third parties. When the intermediary or agent is determined to be the Company’s customer, the Company records revenue based on the amount it expects to receive from the agent or intermediary. In other circumstances, the determination of whether revenue should be reported on a gross or net basis is based on an assessment of whether the Company is acting as the principal or an agent in the transaction. If the Company is acting as a principal in a transaction, the Company reports revenue on a gross basis. If the Company is acting as an agent in a transaction, the Company reports revenue on a net basis. The determination of whether the Company is acting as a principal or an agent in a transaction involves judgment and is based on an evaluation of the terms of the arrangement. The Company serves as the principal in transactions in which it controls the goods or services prior to being transferred to the ultimate customer. For AdRizer, FASB ASC 606 requires an entity to determine whether it is a principal (recognizes revenue at the gross amount) or an agent (recognizes revenue at the net amount) for each promised good or service. Based on the FASB guidance, the Company has determined that AdRizer is the principal for each promised good or service, thus, revenue is recognized at the gross amount of the transactions. Revenue from traffic sales and traffic management services are generally recognized at the end of each month when the performance obligation is satisfied. Film and Television Productions The Company accounts for the film and television productions in accordance with Topic 926, Entertainment – Films Investments Investments in equity securities (excluding equity method investments) with readily determinable fair values are accounted for at fair value. For investments in equity securities without readily determinable fair values, the Company elects the measurement alternative permitted under GAAP to measure these investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. Investments in which the Company has the ability to exercise significant influence but does not control and is not the primary beneficiary are equity method investments. Significant influence typically exists if the Company has a 20% to 50% ownership interest in a venture unless persuasive evidence to the contrary exists. Under this method of accounting, the Company records its proportionate share of the net earnings or losses of equity method investees and a corresponding increase or decrease to the investment balances. Cash payments to equity method investees such as additional investments, loans and advances and expenses incurred on behalf of investees as well as payments from equity method investees such as dividends, distributions and repayments of loans and advances are recorded as adjustments to investment balances. The Company applies the cumulative earnings approach for determining the cash flow presentation of cash distributions received from equity method investees. Distributions received are included in the consolidated statements of cash flows as operating activities, unless the cumulative distributions exceed the Company’s portion of the cumulative equity in the net earnings of the equity method investment, in which case the excess distributions are deemed to be returns of the investment and are classified as investing activities in the consolidated statements of cash flows. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 6 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions and Divestitures | Note 3 — Acquisitions and Divestitures Acquisitions AdRizer, LLC On February 11, 2022, the Company acquired all of the outstanding equity interests of AdRizer and cancelled all outstanding performance units under AdRizer’s phantom equity plan (“Performance Units”) pursuant to that certain Unit Purchase Agreement among the Company, AdRizer, the members of AdRizer and the holders of Performance Units of AdRizer (collectively, the “Seller Members”), and Innovative Assets LLC, in its capacity as the sellers’ representative (the “Unit Purchase Agreement”), resulting in AdRizer becoming a wholly-owned subsidiary of the Company. The purchase price paid and payable consists of (i) $ 38 10 10 50 5.00 8.00 23,250,000 If a Company change of control transaction occurs on or prior to January 1, 2024, the issuance of the Purchase Price Equity may be accelerated to allow each Seller Member to participate in such transaction on the same terms as other common stockholders of the Company (the “Acceleration”), provided that, to the extent that the consideration to be paid to the common stockholders of the Company in such transaction does not consist entirely of cash or free-trading securities listed on a national stock exchange, (i) each Seller Member may elect the Acceleration except with respect to Purchase Price Equity issuable in respect of the Performance Units, and (b) if any Seller Member has not elected the Acceleration, to the extent permitted and with respect to the Performance Units, the Company shall (i) pay each such applicable Seller Member a cash amount equal to 50 Upon the closing of the acquisition, AdRizer entered into a new employment agreement with its chief executive officer, Kenneth Bond. Certain Seller Members including those who are employees, officers, directors or managers of AdRizer and their affiliates also agreed to be bound by three-year post-closing non-competition and non-solicitation restrictive covenants pursuant to the Unit Purchase Agreement. The Company has accounted for the AdRizer acquisition as a business combination under the acquisition method of accounting. The Company has classified the Purchase Price Equity as a deferred acquisition liability. The purchase price allocation presented below is preliminary given the recent closing of the AdRizer acquisition. We are in the process of evaluating additional information necessary to finalize the valuation of assets acquired and liabilities assumed as of the acquisition date including, but not limited to, post-closing adjustments to the working capital acquired and identification and valuation of developed technology and intangible assets acquired which include customer relationships and trade name, and the fair value of AdRizer’s investment in Mind Tank, LLC, of which we own 50% as a result of our ownership of AdRizer. The fair value in AdRizer, and AdRizer’s investment in Mind Tank, used several methodologies to arrive at the current estimate. To value assets, fixed assets were reported at NBV which approximates fair value. The fair value of the intangible assets employed the following methodologies: customer relationships (Distributor method); developed technology (Multi- period Excess Earnings Method); trade name (Relief-from-Royalty); and the existing workforce was also valued (Replacement Cost method) but is included in Goodwill for reporting purposes. The estimated useful life of the various intangibles was based on the cash flow estimated for the particular asset. Qualitative factors regarding the valuation included expected synergies between businesses and integration of the technology. The following purchase price allocation is preliminary and details management’s estimate and allocation of the purchase price and fair value of the asset acquired and liabilities assumed at the time of closing. Summary of Business Combination Acquired Assets and Liabilities Purchase Price AdRizer Cash paid $ 37,936,323 Fair value of deferred acquisition price 23,250,000 Purchase consideration $ 61,186,323 AdRizer Cash and cash equivalents $ 3,085,747 Accounts receivable 5,564,539 Other current assets 847,273 Property and equipment 191,654 Investment in Mind Tank, LLC 2,800,000 Customer relationships 8,800,000 Developed technology 28,000,000 Trade Name 2,200,000 Goodwill 17,039,788 Total assets acquired 68,529,001 Accounts payable and accrued expenses 7,342,678 Total liabilities assumed 7,342,678 $ 61,186,323 Statement of Cash Flow reconciliation: Schedule of Cash Flow Reconciliation Purchase consideration $ 61,186,323 Fair value of deferred acquisition price (23,250,000 ) Cash and cash equivalents, acquired (3,085,747 ) Net cash paid $ 34,850,576 During the six months ended June 30, 2022, the Company made a provisional estimate and adjustment for amortization of the preliminary intangible assets including customer list, developed technology, and trade name. The Company has estimated a seven 1,752,000 The Company recognized $ 8,216,000 6,750,000 The activity of AdRizer is included in the Company’s consolidated financial statements from the acquisition date to June 30, 2022. The amounts of revenue and earnings of AdRizer from the acquisition date of February 11, 2022 to June 30, 2022 are as follows: Schedule of Business Combination Revenue and Earnings Revenue 17,940,338 Net income $ (1,533,041 ) The following represents the pro forma consolidated statement of operations as if AdRizer had been included in the consolidated results of operations of the Company for the six-month period ended June 30, 2022 and 2021. The pro forma financial information is for illustrative purposes only, does not include the pro forma adjustments that would be required under Regulation S-X for pro forma financial information, is not necessarily indicative of the financial position or results of operations that would have been realized if the acquisition had been completed on the dates indicated, does not reflect synergies that might have been achieved, nor is it indicative of future operating results or financial position. The pro forma information is based upon currently available information and does not reflect any additional depreciation or amortization that would have been charged assuming fair value adjustments to developed technology and other intangible assets, together with the consequential tax effects, which have not yet been finalized. For the Three Months For the Six Months 2022 2021 2022 2021 Revenues, net $ 6,607,748 $ 10,361,492 $ 21,340,746 $ 22,128,846 Net loss attributable to Vinco Ventures, Inc. $ 145,816,018 $ (178,799,924 ) $ (227,149,675 ) $ (241,174,878 ) PZAJ Holdings, LLC On May 12, 2022, the Company entered into an agreement with PZAJ Holdings, LLC (“PZAJ”) to Convert Promissory Note to Capital Contributions (“5/12/2022 Conversion Agreement”). Under the 5/12/2022 Conversion Agreement, the Company was to be admitted as a PZAJ Member with 51 Because condition(s) precedent to the Company’s admission to PZAJ as a member and to the May 12, 2022 Agreement to Convert Promissory Note to Capital Contributions failed to occur, the Company did not record a membership interest in PZAJ. The notes receivable due from PZAJ will continue to be reported by the Company. Because the intent is to be admitted as a member in exchange for the cancellation of the notes receivable, the Company will not establish a reserve against the loans that are included in the conversion agreement as the fair value of the membership interest approximates the fair value of the loans receivable. During the six months ended June 30, 2022, the Company held loans for investment with PZAJ, which totaled $ 5,740,000 2 one-year repayment term and are repaid through 50% of net revenues 840,000 6 two-year repayment term The notes are principally funding film or TV production assets, all of which are still in production. As of June 30, 2022, $ 950,000 Asset Acquisitions Love is Blurred, LLC On June 21, 2022, ZASH and the Company entered into a Love is Blurred LLC Membership Interest Assignment Agreement (“LIB Membership Interest Agreement”). Pursuant to the LIB Membership Interest Agreement, ZASH sold 100 % of its membership interest in Love Is Blurred (“LIB”) to the Company to purchase 100 % Membership Interests in LIB LLC from ZASH. The purchase price for the LIB asset was $ 531,279 1,048,750 201,250 1,250,000 531,279 , and a loss on the Love is Blurred LLC acquisition of $ 718,721 was recognized . The LIB LLC assets consist principally of a single film production asset. Because the LIB LLC is not a business, the acquisition has been accounted for as an asset. Emmersive Entertainment Asset Contribution On April 17, 2021, Vinco and EVNT entered into (and closed on) a certain Asset Contribution Agreement (“Asset Contribution Agreement”) with Emmersive Entertainment, Inc. (“Emmersive”), 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 preferred membership units (“Preferred Units”) in the Company to Emmersive and/or its shareholders (“Preferred Members”) pursuant to a First Amended and Restated Operating Agreement for the Company dated as of April 17, 2021(“Amended Operating Agreement”). Certain put rights are associated with Preferred Units, which if exercised by the Preferred Members, obligates Vinco to purchase the Preferred Units in exchange for 1,000,000 shares of Vinco Venture’s common stock (“Put Rights”). In addition, the Preferred Members have the opportunity to earn up to 4,000,000 Conditional Preferred Units if certain conditions are satisfied for each of the four earn out targets (“Earn-Out Targets”). 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 $ 2,100,000 5,300,000 1,000,000 The following table summarizes the aggregate purchase price consideration paid for the acquisition of the asset: Summary of the Aggregate Purchase Price Consideration Paid April 17, 2021 Fair value of shares reserved for future issuance and earn out shares $ 7,400,000 Fair value of assumed notes payable 151,987 Total $ 7,551,987 On February 25, 2022, Emmersive, certain former shareholders of Emmersive (collectively, the “Emmersive Parties”), the Company and EVNT entered into a Termination and Release Agreement, terminating certain transaction documents dated April 17, 2021, in connection with which the Emmersive Parties and our subsidiary Cryptyde, Inc (“Cryptyde”) also entered into a Milestone Agreement for the earnout shares to be earned and any remaining consideration to be paid by Cryptyde with an effective date of both the agreements upon the spin- off of Cryptyde being declared effective by the SEC (the “Effective Date”). Upon the Effective Date, the agreements released the Company of the obligation to deliver the additional 4,000,000 In addition, with the sale of Cryptyde, there was a change in how the Company planned to utilize the EVNT platform from its acquisition. Management made the determination that it was no longer interested in continuing to operate and profit from E-NFT. The developed technology intangible asset for the EVNT platform of $ 6,607,989 Divestitures CBAV1, LLC Divestiture 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 April 21, 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 803,320 Loss on discontinued operations $ 5,112,100 Spin-Off of Cryptyde, Inc On November 8, 2021, Cryptyde initially filed, and on January 25, 2022, March 18, 2022 and May 13, 2022 amended, a Form 10 registration statement with the SEC (the “Form 10”) in connection with our planned spin-off of 100 On May 16, 2022, the Form 10 was declared effective. The Record Date for the spin-off was May 18, 2022. Effective June 29, 2022, Cryptyde separated from the Company and the distribution of its common stock was completed. Upon completion of the spin-off, Cryptyde became an independent, publicly traded company (NasdaqCM: TYDE). The distribution was made in the amount of one share of Cryptyde common stock for every ten shares of our common stock owned by our stockholders at the close of business on the Record Date. Also, in connection with the spinoff, we entered into definitive agreements with Cryptyde that, among other things, set forth the terms and conditions of the separation and distribution. The agreements set forth the principles and actions taken or to be taken in connection with the separation and the distribution and provide a framework for our relationship with Cryptyde from and after the separation and the distribution. The agreements include a Separation and Distribution Agreement and a Tax Matters Agreement. On January 26, 2022, Cryptyde entered into a Securities Purchase Agreement with an accredited investor for the issuance of a (i) 1,500,000 shares of Cryptyde Common Stock, and (ii) a warrant to purchase up to 1,500,000 shares of Cryptyde Common Stock with an exercise price of $8.00 per share of Cryptyde Common Stock. In addition, Cryptyde issued a warrant to the placement agent to purchase up to 240,000 shares of Cryptyde Common Stock with an initial exercise price of $8.00 per share of Cryptyde Common Stock. The transaction closed on May 20, 2022. On June 29, 2022, Vinco Ventures, Inc. distributed 100% of the shares of Cryptyde’s common stock held by Vinco to holders of shares of Vinco common stock, subject to certain conditions The results of our Cryptyde businesses have been reflected as discontinued operations in the current year period through the date of the spinoff and in the prior year period. Details of assets and liabilities related to the spin-off of Cryptyde are as follows: Schedule of Divestitures Balance Sheets June 29, 2022 December 31, 2021 Assets Current assets: Cash $ 9,921,084 $ 911,194 Accounts receivable, net 1,092,406 867,027 Inventory 2,075,089 110,664 Prepaid expenses and other current assets 3,247,154 3,359,716 Total current assets 16,335,733 5,248,600 Loan receivable, related party 3,950,053 4,000,000 Loan Interest Receivable, related party 133,187 - Fixed assets, net 1,193,133 1,007,770 Total Assets $ 21,612,105 $ 10,256,371 Liabilities and Stockholders’ Equity Current liabilities: Current liabilities $ 3,178,590 $ 7,285,429 Total Current Liabilities 3,178,590 7,285,429 Other liabilities: Due company (former parent), net $ 6,750,130 $ 27,644 Other liabilities 46,775 46,775 Net assets of spin-off / discontinued operations: Net assets of spin-off / discontinued operations $ 11,636,610 $ 2,896,522 The following cash flow supplementary information summarizes the distribution: June 29, 2022 Cash distributed $ 9,921,084 Other assets distributed 11,691,022 Liabilities distributed (9,975,495 ) Net assets distributed $ 11,636,610 Details of earnings (loss) from discontinued operations included in our condensed consolidated statements of operations are as follows: Schedule of Divestitures Income Statement 2022 2021 2022 2021 For the Three Months For the Six Months 2022 2021 2022 2021 Revenues, net $ 7,345,960 $ 2,006,694 $ 11,103,512 $ 3,764,346 Cost of revenues 6,309,956 1,404,289 9,466,949 2,687,447 Gross Profit 1,036,004 602,405 1,636,563 1,076,899 Operating expenses: Selling, general and administrative 3,100,767 531,419 5,050,186 910,474 Operating Income (2,064,763 ) 70,986 (3,413,623 ) 166,425 Other (Expense) Income Interest income (expense) 49,792 (65,175 ) 149,311 (32,818 ) Other income (loss) 3,400 28,703 3,400 54,407 Total other (Expense) Income 53,192 (36,472 ) 152,711 21,589 (Loss) Income Before Income Taxes (2,011,571 ) 34,514 (3,260,912 ) 188,014 Income tax expense - - - - Net (Loss) Income $ (2,011,571 ) $ 34,514 $ (3,260,912 ) $ 188,014 For the six months ended June 29, 2022, the Cryptyde Businesses recognized $ 303,746 83,603 During the time Cryptyde was under management of the Company, cash advances were made to Cryptyde for management fees, working capital, and financing needs, as well as other operating expenses that were paid for on behalf of Cryptyde. As of June 30, 2022, net amounts due from Cryptyde total $ 6,750,130 Write-off of Best Party Concepts, LLC and Global Clean Solutions, LLC The Company wrote-off its investment in Best Party Concepts, LLC and Global Clean Solutions, LLC in the period ending June 30, 2022 due to insignificant activity and a decision to not pursue business in the foreseeable future. The write-off attributed to Best Party Concepts equaled $ 314,319 608,482 |
Variable Interest Entities
Variable Interest Entities | 6 Months Ended |
Jun. 30, 2022 | |
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 VIEs. The Company evaluates the consolidation of these entities as required pursuant to ASC Topic 810 relating to the consolidation of VIEs. 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 a portion of the economics of these VIEs. The Company is the primary beneficiary of the VIE entities. The assets of the VIEs can be used to settle obligations of the consolidated entities. Conversely, liabilities recognized as a result of consolidating these VIEs do not represent additional claims on the Company’s general assets. The following table presents the carrying values of the assets and liabilities of entities that are VIEs and consolidated by the Company as of June 30, 2022 and December 31, 2021: Schedule of Assets and Liabilities of Variable Interest Entities June 30, 2022 December 31, 2021 Assets Current assets: Cash and cash equivalents $ 3,136,823 $ 1,856,017 Prepaid expenses and other current assets 1,903,505 2,388,893 Due from related party, current - 15,997,803 Loan held-for-investment, related parties, current 10,000,000 - Total current assets 15,040,329 20,242,713 Due from related party, non-current 15,125,585 - Loan Interest Receivable, non-current 516,738 - Loan held-for-investment 750,000 3,100,000 Loan held-for-investment, related parties - 11,500,000 Investment in Subsidiary 110,509,500 - Total other assets 126,901,823 14,600,000 Property and equipment, net 400,472 147,519 Intangible assets, net 26,145,877 28,150,048 Goodwill 116,188,021 116,188,021 Cost Method Investments 1,000,000 1,000,000 Right of use assets, net 60,000 - Total assets $ 285,736,521 $ 180,328,301 Liabilities and stockholders’ equity Current liabilities: Accounts payable $ 1,179,833 $ 686,674 Accrued expenses and other current liabilities 2,076,173 1,672,492 Operating Lease Liabilities 58,419 - Total current liabilities 3,314,425 2,359,166 Intercompany 60,887,412 - Notes payable 4,500,000 2,650,000 Due to related party - 315,666 Total liabilities $ 68,701,837 $ 5,324,832 The following table presents the operations of entities that are VIEs and consolidated by the Company as of June 30, 2022 and 2021: Schedule of Operations of Variable Interest Entities 2022 2021 2022 2021 For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 Revenues, net $ - $ 92,945 $ - $ 307,339 Cost of revenues - 9,530 - 93,685 Gross Profit - 83,415 - 213,654 Operating Expenses: Selling, general and administrative 22,135,840 4,320 33,107,809 104,741 Operating (loss) income (22,135,840 ) 79,095 (33,107,809 ) 108,913 Other (Expense) Income: Interest (expense) income (10,903 ) (34,010 ) (13,115 ) (7,760 ) Other income 263,395 - 351,964 - Total Other (Expense) Income (252,492 ) 34,010 (338,849 ) 7,760 Loss before income taxes (21,883,348 ) 45,085 (32,768,960 ) 101,153 Income tax expense - - - - Net (Loss) Income $ (21,883,348 ) $ 45,085 $ (32,768,960 ) $ 101,153 As of June 30, 2022, the Company had no unconsolidated VIEs. The Company has consolidated Magnifi U, ZVV, and Lomotif for which the Company has determined it holds a variable interest. ZVV currently owns an 80 100 Magnifi U Inc. On May 19, 2021, the Audit Committee (i) approved the Company entering into a secured loan to Magnifi U for up to $ 2.75 750,000 694,168 1,444,168 On October 12, 2021, ZVV Media loaned $ 1,500,000 3 October 12, 2023 8 2,411,140 5,000,000 15 On December 30, 2021 the Vinco Ventures, Inc. Board of Directors unanimously approved Vinco Ventures, Inc. to hire all then-current employees of Magnifi U, as part of the strategic investment in the platform. As of June 30, 2022, Lisa King had one member of her extended family working at Magnifi U with an annual salary in excess of $ 100,000 100,000 As a result of the Board of Directors approval to hire all then-current employees of Magnifi U, and subsequent onboarding of Magnifi U employees in January 2022, the Company reconsidered the relationship as prescribed in ASC 810-10-35-4. The Company concluded consolidation was appropriate. ZVV Media Partners, LLC and Lomotif Private Limited On January 19, 2021, Vinco Ventures, ZASH and ZVV entered into a Contribution Agreement pursuant to which each of Vinco Ventures and ZASH contributed to ZVV certain media and entertainment assets in order for ZVV to engage in the development and production of consumer facing content and related activities. On or around February 23, 2021, ZASH entered into a Securities Purchase Agreement (the “Lomotif SPA”) with Lomotif and certain shareholders of Lomotif (the “Lomotif Selling Shareholders”) to acquire a controlling interest in Lomotif. On July 19, 2021, ZASH, Lomotif, the Lomotif Selling Shareholders and ZVV entered into a Deed of Variation and Supplement 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. On July 22, 2021, ZASH and Vinco Ventures entered into a Second Amended and Restated Limited Liability Company Agreement of ZVV, pursuant to which (i) ZASH and Vinco Ventures each acquired a 50% voting membership interest in ZVV; and (ii) ZASH acquired a 75% economic interest in ZVV after return of unreturned capital contributions and Vinco Ventures acquired a 25% economic interest in ZVV after return of unreturned capital contributions. On July 25, 2021, ZVV completed the acquisition of an 80 109,765,000 |
Short-Term Investments
Short-Term Investments | 6 Months Ended |
Jun. 30, 2022 | |
Short-term Investments | |
Short-Term Investments | Note 5 — Short-Term Investments Investments in equity securities with readily determinable fair values are carried at fair value, and changes in unrealized gains or losses are reported in current period earnings. As of June 30, 2022 and December 31, 2021, short-term investments consisted of the following: Schedule of Short-Term Investments June 30, 2022 December 31, 2021 Jupiter Wellness,Inc. (JUPW) $ 1,040,000 $ 1,040,000 Unrealized losses (895,000 ) (862,000 ) Total short-term investments $ 145,000 $ 178,000 |
Property and Equipment, net
Property and Equipment, net | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Note 6 — Property and Equipment, net As of June 30, 2022 and December 31, 2021, property and equipment consisted of the following: Schedule of Property and Equipment June 30, 2022 December 31, 2021 Software $ 147,792 $ 147,792 Furniture and fixtures 188,559 280,926 Computers 118,351 7,003 Leasehold improvements 432,363 800,746 Equipment 248,743 5,358,997 Construction in progress 184,543 - Property, plant and equipment,gross 1,320,352 6,595,465 Less: accumulated depreciation (559,360 ) (5,218,714 ) Total property and equipment, net $ 760,992 $ 368,981 Depreciation expense for the six months ended June 30, 2022 and 2021 was $ 115,712 65,623 65,984 32,811 1,193,133 1,007,770 |
Loans Held for Investment
Loans Held for Investment | 6 Months Ended |
Jun. 30, 2022 | |
Loans Held For Investment | |
Loans Held for Investment | Note 7 — Loans Held for Investment As of June 30, 2022 and December 31, 2021, loans held-for-investment consisted of the following: Summary of Loans Held for Investment June 30, 2022 December 31, 2021 Loans held-for-investment: Carlin Haynes, LLC (i) $ 750,000 $ 250,000 Total loans held-for-investment $ 750,000 $ 250,000 (i) On August 5, 2021, the Company loaned $ 250,000 500,000 6% August 5, 2023 1,000,000 As of June 30, 2022, and December 31, 2021, loans held-for-investment – related parties consisted of the following: Summary of Related Parties Loans Held for Investment June 30, 2022 December 31, 2021 Loans held-for-investment – related parties: PZAJ Holdings, LLC (ii) $ 5,740,000 $ 3,950,000 ZASH Global Media and Entertainment Corporation (iii) 18,451,250 15,000,000 Total Loans Held-For-Investment – Related Parties $ 24,191,250 $ 18,950,000 (ii) PZAJ is an entertainment content development company engaged in the acquisition, financing, development, production, and distribution of films and television projects. The loans each bear an interest rate of 2 (iii) ZASH Global Media and Entertainment Corporation is a media and entertainment company involved in the development of consumer facing content. As of June 30, 2022, the Company has loaned $ 19,500,250 18,451,250 The interest rates on the notes are 3% or 6% per annum. The loans are due in 2023 with $ 10,000,000 8,451,250 In the event that ZASH issues and sells preferred equity securities to one or more investors in an arm’s length transaction or series of related transactions with the principal purpose of raising capital that results in aggregate gross proceeds to ZASH of at least $ 1,000,000 On December 30, 2021 the Vinco Ventures, Inc. Board of Directors unanimously approved Vinco Ventures, Inc hiring of then-current employees of ZASH. The founding members of ZASH were not hired by Vinco. |
Investments
Investments | 6 Months Ended |
Jun. 30, 2022 | |
Investments, All Other Investments [Abstract] | |
Investments | Note 8 — Investments As of June 30, 2022. And December 31, 2021, our non-current investments consisted of the following: Schedule of Noncurrent Investments June 30, 2022 December 31, 2021 Hyperreal Digital, Inc. $ 1,000,000 $ 1,000,000 Total Investments $ 1,000,000 $ 1,000,000 This investment does not have a readily determinable fair value and therefore it is measured at cost less impairment. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 9 — 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 a 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 following fair value of financial assets and liabilities and the input level used to determine the fair value as of June 30, 2022 and December 31, 2021 is presented below: Schedule of Fair Value of Financial Assets and Liabilities Fair Value Measurements as of June 30, 2022 Level 1 Level 2 Level 3 Assets: Short-term investments $ 145,000 $ - $ 1,000,000 Liabilities: Derivative liability - - 94,300,999 Purchase consideration - - 11,080,000 Total $ 145,000 $ - $ 106,380,999 Fair Value Measurements as of December 31, 2021 Level 1 Level 2 Level 3 Assets: Short-term investments $ 178,000 $ - $ 1,000,000 Liabilities: Warrant Liability - - 198,566,170 Total $ 178,000 $ - $ 199,566,170 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, 2022 and 2021, respectively: Schedule of Reconciliation of Liabilities Measured at Fair Value Warrant Liability Purchase Consideration Balance, January 1, 2022 $ 198,566,170 $ - Issuance of warrants and contingent shares 243,681,478 23,250,000 Change in fair value of warrants and contingent shares (86,110,179 ) (12,170,000 ) Exercise of warrants (227,949,858 ) - Balance, June 30, 2022 $ 128,187,611 $ 11,080,000 Warrant Liability Balance, January 1, 2021 $ - Issuance of warrants 228,575,715 Change in fair value of warrants 773,447 Exercise of warrants (89,654,047 ) Balance, June 30, 2021 $ 139,695,115 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Note 10 — Intangible Assets and Goodwill As of June 30, 2022, intangible assets consisted of the following: Schedule of Intangible Assets Estimated Remaining Weighted Average Gross Net Useful Useful Carrying Accumulated Carrying Life Life Amount Amortization Amount Finite lived intangible assets: Customer relationships 7 15 6.2 $ 9,470,000 $ 590,271 $ 8,879,729 Developed technology 7 10 5.5 years 65,551,987 7,390,427 58,161,560 Membership network 7 3.2 1,740,000 952,857 787,143 Digital media platform 7 5.4 1,552,500 360,402 1,192,098 Influencer network 5 4.5 2,756,000 275,600 2,480,400 Total finite lived intangible assets 81,070,487 9,569,557 71,500,930 Indefinite lived intangible assets: Trademarks and tradenames Indefinite 3,440,000 - 3,440,000 Total indefinite lived intangible assets 3,440,000 - 3,440,000 Total intangible assets $ 84,510,487 $ 9,569,557 $ 74,940,930 As of December 31, 2021, intangible assets consisted of the following: Estimated Remaining Weighted Average Gross Net Useful Useful Carrying Accumulated Carrying Life Life Amount Amortization Amount Finite lived intangible assets: Customer relationships 15 11.7 $ 670,000 $ 148,889 $ 521,111 Developed technology 7 10 7.0 37,251,987 3,458,065 33,793,922 Membership network 7 3.7 1,740,000 828,571 911,429 Digital media platform 7 5.9 1,552,500 249,509 1,302,991 Influencer network 5 5.0 2,756,000 - 2,756,000 Total finite lived intangible assets 43,970,487 4,685,034 39,285,453 Indefinite lived intangible assets: Trademarks and tradenames Indefinite 1,240,000 - 1,240,000 Total indefinite lived intangible assets 1,240,000 - 1,240,000 Total intangible assets $ 45,210,487 $ 4,685,034 $ 40,525,453 Amortization expense for the six months ended June 30, 2022 and 2021 was $ 4,784,521 1,016,000 3,268,451 603,270 The estimated future amortization of intangibles subject to amortization as of June 30, 2022 was as follows: Schedule of Intangible Assets Future Amortization Expenses Amount 2022 (excludes amortization through June 30, 2022) $ 5,044,043 2023 10,088,090 2024 10,038,090 2025 9,776,661 2026 9,353,804 Thereafter 27,200,243 Total $ 71,500,930 The changes in the carrying amount of goodwill for the six months ended June 30, 2022, consisted of the following: Schedule of Goodwill Amount Balance, January 1, 2021 $ 5,983,852 Impairment (591,729 ) Acquisition of Lomotif Private Limited 116,188,021 December 31, 2021 121,580,144 Impairment (453,449 ) Acquisition of AdRizer 17,039,788 Balance, June 30, 2022 $ 138,166,483 The Company recorded an impairment charge of $ 453,449 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Note 11 — Debt As of June 30, 2022 and December 31, 2021, debt consisted of the following: Schedule of Long-term Debt June 30, 2022 December 31, 2021 Notes payable $ - $ 27,644 Notes payable – related parties 221,758 235,107 Convertible notes payable 112,990,000 113,000,000 Convertible notes payable of Lomotif Private Limited - 150,000 Convertible notes payable of Lomotif Private Limited – related parties 2,500,000 2,500,000 Debt issuance costs (34,290,981 ) (68,925,172 ) Total Debt $ 81,420,777 $ 46,987,579 Convertible Notes Payable – Related Parties ZASH – February and March 2021 On February 23, 2021, Lomotif Private Limited obtained a loan in the amount of $ 1,500,000 February 22, 2028 2 . Under the terms of the agreement, the loan is convertible at a 20% discount to a $150 million valuation of Lomotif Private Limited 1,000,000 March 28, 2028 2 Under the terms of the loan agreement, the loan is convertible at a 20% discount to a $150 million valuation of Lomotif Private Limited. Convertible Notes Payable Hudson Bay Financing – July 2021 On July 22, 2021 Vinco Ventures consummated a private placement offering (the “July 2021 Offering”) whereby pursuant to the Securities Purchase Agreement (the “July 2021 Purchase Agreement”) entered into by the Company on July 22, 2021 with Hudson Bay Master Fund Ltd as investor the Company issued a Senior Secured Convertible Note in the amount of $ 120,000,000 100,000,000 5 100,000,000 120,000,000 20,000,000 9,300,000 90,700,000 The July 2021 Note, as amended carries interest at 6.0 July 22, 2022 4.00 18 Palladium Capital Group, LLC. acted as placement agent for the July 2021 Offering. The placement agent received $ 9,000,000 1,000,000 8,000,000 8 4,000,000 4,000,000 Pursuant to the July 2021 Purchase Agreement, the investor received the July 2021 Warrant. The July 2021 Warrant contained an exercise price of $ 2.655 32,697,548 7,000,000 1,750,000 On March 9, 2022, the Company, Cryptyde and the noteholder of the July 2021 Note entered into an Amendment Agreement (the “Amendment Agreement”) whereby the parties agreed to, among other things: (i) amend certain provisions of the July 2021 Note to (a) convert $ 10,000 0.01 100,000,000 80,000,000 33,000,000 1,000,000 2.18 The scheduled maturities of the debt for the next five years as of June 30, 2022, are as follows: Schedule of Maturities of Long-term Debt Amount 2022 $ 33,112,835 2023 82,612,272 2024 - 2025 - 2026 - Long-term debt, Gross 115,725,107 Less:debt discount (34,304,330 ) Long-term debt $ 81,420,777 |
Warrant Liability
Warrant Liability | 6 Months Ended |
Jun. 30, 2022 | |
Warrant Liability | |
Warrant Liability | Note 12 — Warrant Liability For the six months ended June 30, 2022, the Company issued warrants to purchase shares of the Company’s common stock related to the Warrant Exercise Agreement dated December 20, 2021, with a warrant holder, in which the Company agreed to issue 225 3.265 98,324,692 101,081,926 61,430,123 83,012,781 6,641,022 3.265 five year 243,681,478 Under the May 2022 Warrant Exchange Agreement, dated May 12, 2022, the Company entered into an agreement with the holder of the Company’s July 2021 Notes warrants for the purchase of the Company’s common stock for $ 4.527 3.2653 77% 81% th 250,000,000 750,000,000 Furthermore, pursuant to the exchange agreement, on or prior to the second business day following the Shareholder Approval Date, the Company shall deliver to the holder an additional number of shares of Common Stock equal to 7% of the sum of each of the November 2021 Warrants and December 2021 Warrants exchanged by the holder during this period. In addition, the exchange agreement allows the holder for up to 60 days after the Shareholder Approval Date for (i) each November 2021 Warrant may be exchanged for 42% of a November 2021 Exchanged Warrant Share, and (ii) each December 2021 Warrants may from time to time be exchanged for 42% of a December 2021 Exchanged Warrant Share. Pursuant to the Warrant Exercise Agreement dated May 12, 2022, no shares issued or issuable with respect to the Outstanding Warrants shall in the aggregate exceed 37,591,713 On May 19, 2022, the holder exchanged 500,000 November 2021 Warrants for 385,000 shares of the Company’s common stock, 12,000,000 September 2021 Warrants for 6,000,000 shares and 18,090,123 December 2021 Warrants for 14,653,000 shares of the Company’s common stock. On May 12, 2022, the holder exchanged 27,840,000 December 2021 Warrants for 22,550,400 shares of the Company’s common stock. The Company did not receive any proceeds from the cashless exercises. On July 5, 2022, the Holder submitted Alternate Exercise Notices to the Company with respect to (i) 14,500,000 67,760,699 33,886,612 82,260,699 Schedule of Warrant Liability For the 3 months ended June 30, 2022 Series Exercise Price* Initial Grants As of April 1, 2022 Exercises Remaining June $ 3.3000 29,893,175 115,800 - 115,800 September A $ 9.0000 21,600,000 21,600,000 (15,000,000 ) 6,600,000 November $ 4.5270 16,200,000 16,200,000 (500,000 ) 15,700,000 December $ 3.2653 122,786,087 122,786,087 (45,930,123 ) 76,855,964 190,479,262 160,701,887 (61,430,123 ) 99,271,764 For the 6 months ended June 30, 2022 Series Exercise Price* Initial Grants As of Jan. 1, 2022 Exercises Remaining June $ 3.3000 29,893,175 20,386,206 (20,270,406 ) 115,800 July $ 2.6550 35,313,352 16,624,163 (16,624,163 ) - September A $ 9.0000 21,600,000 21,600,000 (15,000,000 ) 6,600,000 November $ 4.5270 16,200,000 16,200,000 (500,000 ) 15,700,000 December $ 3.2653 122,786,087 122,786,087 (45,930,123 ) 76,855,964 225,792,614 197,596,456 (98,324,692 ) 99,271,764 * - Based on Exercise Price as of the initial grant; the above disclosure discusses modifications under specific Warrant Exchange Agreements. The Company’s outstanding warrants set forth below were valued using the Monte-Carlo simulation pricing model to calculate the June 30, 2022 fair value of the warrants with the following assumptions: Schedule of Warrant Assumptions Dividend Yield Expected Volatility Risk-free Interest Rate Expected Life Hudson Bay Warrant; June 4, 2021 0.00 % 118.40 % 3.00 % 2.9 Hudson Bay Series A Warrant; September 1, 2021 0.00 % 118.40 % 3.00 % 2.7 Palladium Capital Group Series A Warrant; September 1, 2021 0.00 % 118.40 % 3.01 % 2.7 Hudson Bay Warrant; November 10, 2021 0.00 % 118.40 % 3.01 % 3.6 Palladium Capital Warrant; November 10, 2021 0.00 % 118.40 % 3.01 % 3.6 Hudson Bay Warrant; December 20, 2021 0.00 % 118.40 % 3.01 % 3.6 Palladium Capital Warrant; December 20, 2021 0.00 % 118.40 % 3.01 % 3.6 |
Related Party Transaction
Related Party Transaction | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transaction | Note 13 — Related Party Transaction Schedule of Related Party Transaction Due to/from Related Parties as of June 30, 2022 ZASH Global Media 15,387,276 Other 28,860 Balance, June 30, 2022 $ 15,416,136 As of June 30, 2022, the Company has provided ZASH with cash advances of $15,387,276 of funding ZASH Global Media. ZASH Global Media and Entertainment Corporation As of June 30, 2022, Lomotif owed ZASH $ 2,500,000 18,451,250 6.75 On June 29, 2022, the Company and ZVV entered into a Secured Promissory Note (the “Note”) in the original principal amount of $ 56,955,167 70,000,000 5% In connection with the Note, on the Issue Date, the Company and ZVV entered into that certain Security and Pledge Agreement (the “Security Agreement”). Pursuant to the Security Agreement and to provide security for ZVV’s repayment of all loans under the Note, ZVV granted, among other things, a second priority security interest and lien upon all of ZVV’s property to the Company. Magnifi U, Inc. On October 12, 2021, ZVV entered into a promissory note (the “Magnifi U Note”) with Magnifi U, pursuant to which ZVV loaned Magnifi U $ 1,500,000 . The Magnifi U Note bears interest at 3% annually and Magnifi U is obligated to pay the full amount of principal and interest in one balloon payment on October 12, 2023 . Our director, Vinco employee, and member of the board of managers of ZVV, Lisa King, is the founder of Magnifi U and serves as its chief executive officer. ZASH has an 8% ownership interest in Magnifi U resulting from its equity investment of $ 2,411,140 in Magnifi U, with an obligation to fund a total of $ 5,000,000 for a total of 15 % equity. As of June 30, 2022, Lisa King had one member of her extended family working at Magnifi U with an annual salary in excess of $ 100,000 100,000 PZAJ Holdings LLC As of June 30, 2022, Ted Farnsworth held the position of Initial Chairman of the Board of Managers at PZAJ Holdings, LLC. Brian Hart Prior to appointment as a member of Board of Directors of the Company, Mr. Hart previously provided consulting services to the Company earlier in 2022 pursuant to which he received $ 90,000 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 14— Commitments and Contingencies Operating Leases The Company has entered into non-cancellable operating leases for office, warehouse, and distribution facilities, with original lease periods expiring through 2024. 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 six months ended June 30, 2022 and 2021 was $ 365,066 and $ 59,277 , respectively. Rent expense is included in general and administrative expense on the consolidated statements of operations. As of June 30, 2022, the Company had operating lease liabilities of $ 640,391 and right of use assets for operating leases of $ 629,521 . Excluded from the measurement of operating lease liabilities and operating lease right-of-use assets were certain office, warehouse and distribution contracts that qualify for the short-term lease recognition exception. Supplemental balance sheet information related to leases are as follows: Schedule of Operating Lease Liabilities June 30, 2022 Operating leases - ROU assets $ 629,521 Operating lease liabilities (current) 203,022 Operating lease liabilities (noncurrent) 437,369 Total operating lease liabilities $ 640,391 Future minimum lease payments under operating leases as of June 30, 2022, are as follows: Schedule of Reconciliation of Future Undiscounted Cash Flows Operating Lease 2022 (Jul-Dec) $ 119,547 2023 201,121 2024 136,050 2025 120,453 2026 126,475 Thereafter 10,582 Undiscounted Cash Flows 714,228 Less: Implied Interest (73,837 ) Total operating lease liabilities $ 640,391 As of June 30, 2022, the weighted-average remaining lease term for operating leases is 33.46 months, or 2.79 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. |
Stockholders_ Equity
Stockholders’ Equity | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Stockholders’ Equity | Note 15 — Stockholders’ Equity Common Stock For the period ending June 30, 2022, the Company reported it was authorized to issue 250,000,000 shares of common stock. As of June 30, 2022 and December 31, 2021, there were 233,140,993 and 150,118,024 shares of common stock issued and outstanding, respectively. During the six months ended June 30, 2022, warrant shares of 98,324,692 101,081,926 61,430,123 On October 14, 2022, the Company filed an amendment to its Articles of Incorporation to reallocate its previously authorized 250 245 5 249 1 Preferred Stock The Company is authorized to issue 1,000,000 Stock-Based Compensation On September 4, 2021, the Company’s board of directors approved the Vinco Ventures, Inc. 2021 Equity Incentive Plan (the “2021 Plan”). The 2021 Plan provides for the issuance of up to 9,000,000 3,267,040 The following table summarizes stock option awards outstanding as of June 30, 2022: Schedule of Share-based Compensation, Stock Options, Activity Shares Weighted Remaining Aggregate Intrinsic Value Balance, December 31, 2021 80,000 $ 7.01 1.4 - Granted - $ - - - Forfeited 80,000 $ - - - Balance, June 30, 2022 - $ - - - Exercisable, June 30, 2022 - $ - - - As of June 30, 2022, there were no no Lomotif has a stock option plan for their employees. The 2021 Equity Incentive Plan is intended to help Lomotif to secure and retain qualified resources. The Plan has 465,827 Net Earnings or Loss per Share Basic net (loss) income per common share is computed by dividing net (loss) income 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, 2022 and 2021, the Company excluded the common stock equivalents summarized below, which entitle 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. The potential dilution from common stock equivalents is computed using the treasury stock method based on the average market value of our common stock during the period. For the period three months ending June 30, 2022, due to a reported net gain of $ 145,928,165 includes dilutive 227,019,793 excludes anti-dilutive Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share June 30, 2022 December 31, 2021 As of June 30, 2022 December 31, 2021 Shares reserved in exchange for the cancellation of certain non-voting membership interest in EVNT Platform, LLC - 4,000,000 Options - 80,000 Convertible shares under notes payable 28,671,213 28,274,454 Warrants 99,271,764 107,942,653 Total 127,942,977 140,297,107 |
Customer Concentrations
Customer Concentrations | 6 Months Ended |
Jun. 30, 2022 | |
Risks and Uncertainties [Abstract] | |
Customer Concentrations | Note 16 — Customer Concentrations For the six months ended June 30, 2022 and 2021 the following customers that represented more than 10% of total net revenues: Schedule of Revenue from Customers For the six months ended June 30, 2022 2021 Customer: Customer A - * 11 % Customer B 38 % - * Customer C 33 % - * Customer D 25 % - * ● Under 10% For the six months ended June 30, 2022 and 2021, the following geographical regions represented more than 10% of total net revenues: Schedule of Revenue by Geographical Areas For the Six Months ended 2022 2021 Region: North America 100 % 100 % |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 17 — Subsequent Events July 6, 2022 Alternative Exercise of Hudson Bay Warrants and Cash Payment and Postponement of Annual Meeting On June 30, 2022, the Company postponed its special stockholder meeting from July 1, 2022 to July 26, 2022 which was subsequently postponed again to August 23, 2022 and then postponed indefinitely. This meeting was to be held to approve various proposals including amending the Company’s Amended and Restated Articles of Incorporation to increase the number of its authorized shares of common stock from 250,000,000 750,000,000 0.65 0.36 33,886,612 82,260,699 33,000,000 On August 18, 2022, the Company entered into a Purchase Agreement, in which it agreed to repurchase $ 55,000,000 65,000,000 70,000,000 Restricted Cash, provided that $ 65,000,000 Business Changes On July 22, 2022, the Company entered into one of two anticipate software license agreements with its strategic partner, AI-Pros Inc. (“AI-Pros”). The license provides Vinco the right to use AI-Pros’ tools and technologies, which could allow Vinco to participate in a social media platform that it believes can significantly enhance its position in the digital advertising markets. The Company is in the process of terminating the software licensing agreements with AI-Pros. Litigation and Management Changes On August 5, 2022, Vinco Ventures, Inc. was subject to a Temporary Restraining Order (“TRO”) filed in the State of Nevada. The TRO outlined various management disputes between existing members of the Board of Directors and members of executive management. On September 28, 2022, the Company entered into a settlement agreement (the “Agreement”) with respect to the litigation entitled “Vinco Ventures, Inc. v. Theodore Farnsworth, Lisa King, Roderick Vanderbilt and Erik Noble” in the Eight Judicial District Court located in Clark County, Nevada. The Agreement set forth the following, among other things (a) Ross Miller is the interim sole CEO and shall run the Company under the oversight of the Company’s Board of Directors, with Lisa King and Rod Vanderbilt remaining as directors, (b) John Colucci, former Co-CEO and Phillip Jones, former CFO, both resigned effective immediately as officers and director (in the case of Colucci) of the Company, (c) Michael Distasio and Elliot Goldstein resigned effective immediately as Directors of the Company, (e) John Colucci received three month’s severance and Phillip Jones received four month’s severance, in addition to any accrued and unpaid payroll, (f) The Company shall pay six months’ worth of COBRA payments for Jones, (g) All directors are to be paid all director fees due to the date of severance, (h) Elliot Goldstein is to be paid $ 100,000 On October 26, 2022, the Company entered into an engagement agreement with Ankura Consulting Group for interim CFO services, with Brendan Bosack, one of its principals, named as Interim CFO of the Company. The agreement calls for services to be rendered at $ 900 30,000 Effective December 12, 2022, the Board of Directors of the Company unanimously approved the following: ● Ross Miller no longer as interim Chief Executive Officer of the Company, and Gabe Hunterton no longer as interim President of the Company ● Appointment of its Chairman, Rod Vanderbilt, as Executive Chairman as replacement for Mr. Miller and Mr. Hunterton From the date of court appointment, August 19, 2022 through December 12, 2022, executive compensation paid to Ross Miller, interim Chief Executive Officer totaled $ 210,000 135,000 163,525 Impairment Charges Subsequent to June 30, 2022, the Company determined that a triggering event had occurred due various management disputes between existing members of the Board of Directors and members of executive management and the receipt of an Alternative Exercise from Hudson Bay Note . Our consumer products business was led by Edison Nation. Edison Nation had a number of internally developed brands (“EN Brands”). These EN Brands included Cloud B, Pirasta, Uber Mom, Lily and Grey, Trillion Trees, and Barkley Lane. We impaired the related intangible assets in the third quarter, which included customer relationships, developed technology, membership network and trademarks of $ 3,747,349 4,938,674 In addition, with the spinoff of Cryptyde, there was a change in how the Company planned to utilize the EVNT platform from its acquisition. Management made the determination that it was no longer interested in continuing to operate and profit from E-NFT. The developed technology intangible asset for the EVNT platform of $ 6,607,989 Further we performed a quantitative impairment test for both the remaining goodwill and intangible assets of the remaining business, Lomotif and AdRizer and recorded an estimated impairment charge of $ 96,901,960 16,546,760 ZASH Global Media Equity Transaction On December 19, 2022, the Vinco Ventures, Inc. entered into a material definitive agreement to complete the purchase of the membership interests (“Membership Interests”) in ZVV Media Partners from ZASH Global Media. The purchase price shall be (a) 10 shares of Vinco Ventures, Inc.’s Series B Preferred Stock (which shall be convertible into 144 million common shares of ZVV Media Partners, for which issuance will be subject to Nasdaq rules) and for which a Certificate of Designation was to be filed in the State of Nevada before December 21, 2022 (and will be issued in the near future), was subject to approval of both ZVV Media Partners and ZASH Global Media and compliance with all Nasdaq and SEC compliance (“Purchase Equity”), and (b) the deemed satisfaction of all outstanding indebtedness and other obligations owing from ZASH Global Media to ZVV Media Partners or the ZVV Media Partners, including, without limitation, pursuant to (i) the Promissory Note issued by ZASH Global Media to ZVV Media Partners dated February 18, 2021 in the original principal amount of $ 5,000,000 , and (ii) the Secured Promissory Note issued by ZASH Global Media to Vinco Ventures, Inc. dated June 29, 2022 in the original principal amount of $ 56,955,168 . Vinco Ventures, Inc. shall issue the Purchase Equity to ZASH Global Media at the Closing (as defined herein) or such later time as agreed by the Parties in writing. Nasdaq On August 26, 2022, the Company filed a Current Report on Form 8-K in which it disclosed that it had received notification from Nasdaq that required the Company to submit to Nasdaq, on or before October 17, 2022, a Plan of Compliance with regard to the filing of its Quarterly Report on Form 10-Q for the period ended June 30, 2022. The Plan of Compliance was submitted as of October 17, 2022. This 10-Q and the subsequent third quarter 10-Q satisfy the Plan. As a result of a delinquency notice received with respect to the Company’s as yet filed 10-Q for the quarter ended June 30, 2022, the Company submitted a plan of compliance to file the second quarter 10-Q and the third quarter 10-Q no later than February 13, 2023. The Company submitted an update to this plan of compliance to Nasdaq confirming the above referenced timetable. The Company was unable to file the Form 10-Q for period ending September 30, 2022 by February 13, 2023. On November 17, 2022, the Company received a notice (the “November Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market, LLC (“Nasdaq”) advising the Company that it was not in compliance with Nasdaq’s continued listing requirements under the Nasdaq Listing Rule 5250(c)(1) (“Rule 5250”) as a result of the Company’s failure to file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2022 (“Form 10-Q”) with the United States SEC in a timely manner, which deadline was November 14, 2022. Rule 5250 requires listed companies to timely file all required periodic reports with the SEC. On December 1, 2022, the Company received a notice (“December Notice”) from the Listing Qualifications Department of Nasdaq advising the Company that it was not in compliance with Nasdaq’s continued listing requirements under the Nasdaq Listing Rule 5550(a)(2) (“Rule 5550”) as a result of requiring listed securities to maintain a minimum bid price of $1 per share. Based upon the closing bid price for the last 30 consecutive business days, the Company no longer meets this requirement. However, Rule 5550 also provides the Company a compliance period of 180 calendar days in which to regain compliance. If at any time during this 180 day period the closing bid price of the Company’s security is at least $1 for a minimum of ten consecutive business days, Nasdaq will provide written confirmation of compliance and this matter will be closed. On February 14, 2023, the Company received a Staff Determination letter (the “Letter”) from Nasdaq. The Letter states that on August 19 and November 17, 2022, Staff notified the Company that it did not comply with Nasdaq’s filing requirements set forth in Listing Rule 5250(c)(1) (the “Rule”) because it had not filed its Form 10-Q for the period ended June 30, 2022, and its Form 10-Q for the period ended September 30, 2022 (the “Delinquent Filings”). Staff granted the Company an exception until January 31, 2023, to regain compliance with the Rule. Subsequently, on January 26, 2023, the Company requested additional time to file the Delinquent Filings and Staff granted the Company an exception until February 13, 2023, to regain compliance with the Rule. Upon further review, Staff determined that the Company did not meet the terms of the exception because it had not filed the Delinquent Filings by February 13, 2023. The Company will appeal Staff’s determination to a Hearings Panel (the “Panel”), pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series. A hearing request will stay the suspension of the Company’s securities and the filing of the Form 25-NSE pending the Panel’s decision. The Company filed a hearing request and remitted the hearing filing fee prior to February 17, 2023. Equity Changes On October 14, 2022, the Company filed an amendment to its Articles of Incorporation to reallocate its previously authorized 250 245 5 249 1 Acquisition of National Enquirer On February 6, 2023, the Company entered into a joint venture with ICON Publishing, LLC to acquire in cash the National Enquirer (both U.S. and U.K. editions), the National Examiner, and Globe under an Asset Purchase Agreement from magazine publisher a360 Media, LLC. The transaction includes the acquisition of all print and digital assets and owned intellectual property of the National Enquirer, National Examiner and Globe. The closing of the acquisition is subject to certain consents and customary conditions to closing as described in the Asset Purchase Agreement. Securities Purchase Agreement On February 5, 2023, the Company has entered into a Securities Purchase Agreement for the purchase of a $ 1,500,000 10,000,000 0.001 10,000,000 10,000,000 1,500,000 0.7831 110 2 10 300,000 1.5 2,937,046 Each holder of outstanding share of Series A Preferred Stock will have the voting rights to vote together with the class of stockholders of Common Stock, as a single class, upon any matter submitted to the stockholders of Common Stock for a vote as of a record date established by the Board of Directors of the Company. For so long as any Series A shares remain issued and outstanding, the holders of each share shall have the right to vote, in an amount equal to one percent (1%) of the total voting power of then-outstanding shares of Common Stock of the Company entitled to vote in such class, calculated as provided herein. The Company closed t he transaction on February 10, 2023. Exchange Agreement On February 5, 2023, the Company entered into an Exchange Agreement with a Holder pursuant to which the Company and the Holder desire: (i) to exchange $ 250,000 26,000,000 105,000 10,800,000 145,000 15,200,000 The Company and the Holder agreed that Section 2 of the July Note is amended and restated to be non interest bearing except if there is an event of default at which time the interest rate shall be 18% 3,000,000 0.7831 On February 10, 2022, the Holder released $ 4,000,000 3 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Vinco Ventures, Inc. and its wholly-owned subsidiaries, majority owned subsidiaries and consolidated variable interest entities. All intercompany balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates Preparation of financial statements in conformity with 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. |
Significant Accounting Policies | Significant Accounting Policies Significant accounting policies are disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. There have been no changes in such policies or the application of such policies during the six months ended June 30, 2022. As a result of the acquisition of Adrizer, the Company added a new revenue stream, Digital Media Advertising and Licensing, to its Revenue Recognition policy. Additionally, as a result of the Company’s interest in Love is Blurred, the Company has recorded Film and Television Production assets in accordance with Topic 926. As a result of these changes in the first six months of 2022, new Investments have been recognized. The details for each of these topics are as follows: |
Revenue Recognition | Revenue Recognition The Company considers all revenues as arising from contracts with customers. Revenue is recognized based on the five-step process outlined in the Accounting Standards Codification (“ASC”) 606 as disclosed in the Company’s Annual Report on Form 10-K. Additional clarification on the Company’s Digital Media Advertising and Licensing revenue recognition policy is provided below. Digital Media Advertising and Licensing The Company’s digital media advertising revenues are generated primarily from the posting of original digital content through third-party online platforms which are then delivered to users of the online platform across the customer’s digital advertising platform and becomes monetizable to the Company, which the Company concludes is its performance obligation. The Company recognizes revenue when control of the services are transferred to customers and the transaction price is determined by the third-party online platform. Revenue from the digital media platform is primarily recognized based on impressions delivered to customers. An “impression” is delivered when an advertisement appears on pages viewed by users. For impressions-based digital advertising, revenues are recognized as impressions are delivered over the term of the arrangement, while revenue from non-impressions-based digital advertising is recognized over the period that the advertisements are displayed. Such amounts are recognized net of agency commissions and provisions for estimated sales incentives, including rebates, rate adjustments or discounts. Licensing revenues are derived from the sale of a licensee’s products that incorporates the Company’s intellectual property. Royalty revenues are recognized during the quarter in which the Company receives a report from the licensee detailing the shipment of products that incorporate the Company’s intellectual property, which receipt is in the quarter following the licensee’s sale of such products to its customers. Royalties are calculated as a percentage of the revenues received by the Company’s licensees on sales of products incorporating the Company’s intellectual property. Identification of a Customer and Gross Versus Net Revenue Recognition In the normal course of business, the Company acts as or uses an intermediary or agent in executing transactions with third parties. When the intermediary or agent is determined to be the Company’s customer, the Company records revenue based on the amount it expects to receive from the agent or intermediary. In other circumstances, the determination of whether revenue should be reported on a gross or net basis is based on an assessment of whether the Company is acting as the principal or an agent in the transaction. If the Company is acting as a principal in a transaction, the Company reports revenue on a gross basis. If the Company is acting as an agent in a transaction, the Company reports revenue on a net basis. The determination of whether the Company is acting as a principal or an agent in a transaction involves judgment and is based on an evaluation of the terms of the arrangement. The Company serves as the principal in transactions in which it controls the goods or services prior to being transferred to the ultimate customer. For AdRizer, FASB ASC 606 requires an entity to determine whether it is a principal (recognizes revenue at the gross amount) or an agent (recognizes revenue at the net amount) for each promised good or service. Based on the FASB guidance, the Company has determined that AdRizer is the principal for each promised good or service, thus, revenue is recognized at the gross amount of the transactions. Revenue from traffic sales and traffic management services are generally recognized at the end of each month when the performance obligation is satisfied. Film and Television Productions The Company accounts for the film and television productions in accordance with Topic 926, Entertainment – Films Investments Investments in equity securities (excluding equity method investments) with readily determinable fair values are accounted for at fair value. For investments in equity securities without readily determinable fair values, the Company elects the measurement alternative permitted under GAAP to measure these investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. Investments in which the Company has the ability to exercise significant influence but does not control and is not the primary beneficiary are equity method investments. Significant influence typically exists if the Company has a 20% to 50% ownership interest in a venture unless persuasive evidence to the contrary exists. Under this method of accounting, the Company records its proportionate share of the net earnings or losses of equity method investees and a corresponding increase or decrease to the investment balances. Cash payments to equity method investees such as additional investments, loans and advances and expenses incurred on behalf of investees as well as payments from equity method investees such as dividends, distributions and repayments of loans and advances are recorded as adjustments to investment balances. The Company applies the cumulative earnings approach for determining the cash flow presentation of cash distributions received from equity method investees. Distributions received are included in the consolidated statements of cash flows as operating activities, unless the cumulative distributions exceed the Company’s portion of the cumulative equity in the net earnings of the equity method investment, in which case the excess distributions are deemed to be returns of the investment and are classified as investing activities in the consolidated statements of cash flows. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable. |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Business Acquisition [Line Items] | |
Summary of Business Combination Acquired Assets and Liabilities Purchase Price | The following purchase price allocation is preliminary and details management’s estimate and allocation of the purchase price and fair value of the asset acquired and liabilities assumed at the time of closing. Summary of Business Combination Acquired Assets and Liabilities Purchase Price AdRizer Cash paid $ 37,936,323 Fair value of deferred acquisition price 23,250,000 Purchase consideration $ 61,186,323 AdRizer Cash and cash equivalents $ 3,085,747 Accounts receivable 5,564,539 Other current assets 847,273 Property and equipment 191,654 Investment in Mind Tank, LLC 2,800,000 Customer relationships 8,800,000 Developed technology 28,000,000 Trade Name 2,200,000 Goodwill 17,039,788 Total assets acquired 68,529,001 Accounts payable and accrued expenses 7,342,678 Total liabilities assumed 7,342,678 $ 61,186,323 |
Schedule of Cash Flow Reconciliation | Schedule of Cash Flow Reconciliation Purchase consideration $ 61,186,323 Fair value of deferred acquisition price (23,250,000 ) Cash and cash equivalents, acquired (3,085,747 ) Net cash paid $ 34,850,576 |
Schedule of Business Combination Revenue and Earnings | The activity of AdRizer is included in the Company’s consolidated financial statements from the acquisition date to June 30, 2022. The amounts of revenue and earnings of AdRizer from the acquisition date of February 11, 2022 to June 30, 2022 are as follows: Schedule of Business Combination Revenue and Earnings Revenue 17,940,338 Net income $ (1,533,041 ) For the Three Months For the Six Months 2022 2021 2022 2021 Revenues, net $ 6,607,748 $ 10,361,492 $ 21,340,746 $ 22,128,846 Net loss attributable to Vinco Ventures, Inc. $ 145,816,018 $ (178,799,924 ) $ (227,149,675 ) $ (241,174,878 ) |
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 April 21, 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 803,320 Loss on discontinued operations $ 5,112,100 |
Schedule of Divestitures Income Statement | Details of earnings (loss) from discontinued operations included in our condensed consolidated statements of operations are as follows: Schedule of Divestitures Income Statement 2022 2021 2022 2021 For the Three Months For the Six Months 2022 2021 2022 2021 Revenues, net $ 7,345,960 $ 2,006,694 $ 11,103,512 $ 3,764,346 Cost of revenues 6,309,956 1,404,289 9,466,949 2,687,447 Gross Profit 1,036,004 602,405 1,636,563 1,076,899 Operating expenses: Selling, general and administrative 3,100,767 531,419 5,050,186 910,474 Operating Income (2,064,763 ) 70,986 (3,413,623 ) 166,425 Other (Expense) Income Interest income (expense) 49,792 (65,175 ) 149,311 (32,818 ) Other income (loss) 3,400 28,703 3,400 54,407 Total other (Expense) Income 53,192 (36,472 ) 152,711 21,589 (Loss) Income Before Income Taxes (2,011,571 ) 34,514 (3,260,912 ) 188,014 Income tax expense - - - - Net (Loss) Income $ (2,011,571 ) $ 34,514 $ (3,260,912 ) $ 188,014 |
PZAJ Holdings LLC [Member] | |
Business Acquisition [Line Items] | |
Summary of the Aggregate Purchase Price Consideration Paid | The following table summarizes the aggregate purchase price consideration paid for the acquisition of the asset: Summary of the Aggregate Purchase Price Consideration Paid April 17, 2021 Fair value of shares reserved for future issuance and earn out shares $ 7,400,000 Fair value of assumed notes payable 151,987 Total $ 7,551,987 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Assets and Liabilities 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 as of June 30, 2022 and December 31, 2021: Schedule of Assets and Liabilities of Variable Interest Entities June 30, 2022 December 31, 2021 Assets Current assets: Cash and cash equivalents $ 3,136,823 $ 1,856,017 Prepaid expenses and other current assets 1,903,505 2,388,893 Due from related party, current - 15,997,803 Loan held-for-investment, related parties, current 10,000,000 - Total current assets 15,040,329 20,242,713 Due from related party, non-current 15,125,585 - Loan Interest Receivable, non-current 516,738 - Loan held-for-investment 750,000 3,100,000 Loan held-for-investment, related parties - 11,500,000 Investment in Subsidiary 110,509,500 - Total other assets 126,901,823 14,600,000 Property and equipment, net 400,472 147,519 Intangible assets, net 26,145,877 28,150,048 Goodwill 116,188,021 116,188,021 Cost Method Investments 1,000,000 1,000,000 Right of use assets, net 60,000 - Total assets $ 285,736,521 $ 180,328,301 Liabilities and stockholders’ equity Current liabilities: Accounts payable $ 1,179,833 $ 686,674 Accrued expenses and other current liabilities 2,076,173 1,672,492 Operating Lease Liabilities 58,419 - Total current liabilities 3,314,425 2,359,166 Intercompany 60,887,412 - Notes payable 4,500,000 2,650,000 Due to related party - 315,666 Total liabilities $ 68,701,837 $ 5,324,832 |
Schedule of Operations of Variable Interest Entities | The following table presents the operations of entities that are VIEs and consolidated by the Company as of June 30, 2022 and 2021: Schedule of Operations of Variable Interest Entities 2022 2021 2022 2021 For the Three Months Ended June 30, For the Six Months Ended June 30, 2022 2021 2022 2021 Revenues, net $ - $ 92,945 $ - $ 307,339 Cost of revenues - 9,530 - 93,685 Gross Profit - 83,415 - 213,654 Operating Expenses: Selling, general and administrative 22,135,840 4,320 33,107,809 104,741 Operating (loss) income (22,135,840 ) 79,095 (33,107,809 ) 108,913 Other (Expense) Income: Interest (expense) income (10,903 ) (34,010 ) (13,115 ) (7,760 ) Other income 263,395 - 351,964 - Total Other (Expense) Income (252,492 ) 34,010 (338,849 ) 7,760 Loss before income taxes (21,883,348 ) 45,085 (32,768,960 ) 101,153 Income tax expense - - - - Net (Loss) Income $ (21,883,348 ) $ 45,085 $ (32,768,960 ) $ 101,153 |
Short-Term Investments (Tables)
Short-Term Investments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Short-term Investments | |
Schedule of Short-Term Investments | Investments in equity securities with readily determinable fair values are carried at fair value, and changes in unrealized gains or losses are reported in current period earnings. As of June 30, 2022 and December 31, 2021, short-term investments consisted of the following: Schedule of Short-Term Investments June 30, 2022 December 31, 2021 Jupiter Wellness,Inc. (JUPW) $ 1,040,000 $ 1,040,000 Unrealized losses (895,000 ) (862,000 ) Total short-term investments $ 145,000 $ 178,000 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | As of June 30, 2022 and December 31, 2021, property and equipment consisted of the following: Schedule of Property and Equipment June 30, 2022 December 31, 2021 Software $ 147,792 $ 147,792 Furniture and fixtures 188,559 280,926 Computers 118,351 7,003 Leasehold improvements 432,363 800,746 Equipment 248,743 5,358,997 Construction in progress 184,543 - Property, plant and equipment,gross 1,320,352 6,595,465 Less: accumulated depreciation (559,360 ) (5,218,714 ) Total property and equipment, net $ 760,992 $ 368,981 |
Loans Held for Investment (Tabl
Loans Held for Investment (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Loans Held For Investment | |
Summary of Loans Held for Investment | As of June 30, 2022 and December 31, 2021, loans held-for-investment consisted of the following: Summary of Loans Held for Investment June 30, 2022 December 31, 2021 Loans held-for-investment: Carlin Haynes, LLC (i) $ 750,000 $ 250,000 Total loans held-for-investment $ 750,000 $ 250,000 (i) On August 5, 2021, the Company loaned $ 250,000 500,000 6% August 5, 2023 1,000,000 |
Summary of Related Parties Loans Held for Investment | As of June 30, 2022, and December 31, 2021, loans held-for-investment – related parties consisted of the following: Summary of Related Parties Loans Held for Investment June 30, 2022 December 31, 2021 Loans held-for-investment – related parties: PZAJ Holdings, LLC (ii) $ 5,740,000 $ 3,950,000 ZASH Global Media and Entertainment Corporation (iii) 18,451,250 15,000,000 Total Loans Held-For-Investment – Related Parties $ 24,191,250 $ 18,950,000 (ii) PZAJ is an entertainment content development company engaged in the acquisition, financing, development, production, and distribution of films and television projects. The loans each bear an interest rate of 2 (iii) ZASH Global Media and Entertainment Corporation is a media and entertainment company involved in the development of consumer facing content. As of June 30, 2022, the Company has loaned $ 19,500,250 18,451,250 The interest rates on the notes are 3% or 6% per annum. The loans are due in 2023 with $ 10,000,000 8,451,250 In the event that ZASH issues and sells preferred equity securities to one or more investors in an arm’s length transaction or series of related transactions with the principal purpose of raising capital that results in aggregate gross proceeds to ZASH of at least $ 1,000,000 On December 30, 2021 the Vinco Ventures, Inc. Board of Directors unanimously approved Vinco Ventures, Inc hiring of then-current employees of ZASH. The founding members of ZASH were not hired by Vinco. |
Investments (Tables)
Investments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Investments, All Other Investments [Abstract] | |
Schedule of Noncurrent Investments | As of June 30, 2022. And December 31, 2021, our non-current investments consisted of the following: Schedule of Noncurrent Investments June 30, 2022 December 31, 2021 Hyperreal Digital, Inc. $ 1,000,000 $ 1,000,000 Total Investments $ 1,000,000 $ 1,000,000 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Assets and Liabilities | The following fair value of financial assets and liabilities and the input level used to determine the fair value as of June 30, 2022 and December 31, 2021 is presented below: Schedule of Fair Value of Financial Assets and Liabilities Fair Value Measurements as of June 30, 2022 Level 1 Level 2 Level 3 Assets: Short-term investments $ 145,000 $ - $ 1,000,000 Liabilities: Derivative liability - - 94,300,999 Purchase consideration - - 11,080,000 Total $ 145,000 $ - $ 106,380,999 Fair Value Measurements as of December 31, 2021 Level 1 Level 2 Level 3 Assets: Short-term investments $ 178,000 $ - $ 1,000,000 Liabilities: Warrant Liability - - 198,566,170 Total $ 178,000 $ - $ 199,566,170 |
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, 2022 and 2021, respectively: Schedule of Reconciliation of Liabilities Measured at Fair Value Warrant Liability Purchase Consideration Balance, January 1, 2022 $ 198,566,170 $ - Issuance of warrants and contingent shares 243,681,478 23,250,000 Change in fair value of warrants and contingent shares (86,110,179 ) (12,170,000 ) Exercise of warrants (227,949,858 ) - Balance, June 30, 2022 $ 128,187,611 $ 11,080,000 Warrant Liability Balance, January 1, 2021 $ - Issuance of warrants 228,575,715 Change in fair value of warrants 773,447 Exercise of warrants (89,654,047 ) Balance, June 30, 2021 $ 139,695,115 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | As of June 30, 2022, intangible assets consisted of the following: Schedule of Intangible Assets Estimated Remaining Weighted Average Gross Net Useful Useful Carrying Accumulated Carrying Life Life Amount Amortization Amount Finite lived intangible assets: Customer relationships 7 15 6.2 $ 9,470,000 $ 590,271 $ 8,879,729 Developed technology 7 10 5.5 years 65,551,987 7,390,427 58,161,560 Membership network 7 3.2 1,740,000 952,857 787,143 Digital media platform 7 5.4 1,552,500 360,402 1,192,098 Influencer network 5 4.5 2,756,000 275,600 2,480,400 Total finite lived intangible assets 81,070,487 9,569,557 71,500,930 Indefinite lived intangible assets: Trademarks and tradenames Indefinite 3,440,000 - 3,440,000 Total indefinite lived intangible assets 3,440,000 - 3,440,000 Total intangible assets $ 84,510,487 $ 9,569,557 $ 74,940,930 As of December 31, 2021, intangible assets consisted of the following: Estimated Remaining Weighted Average Gross Net Useful Useful Carrying Accumulated Carrying Life Life Amount Amortization Amount Finite lived intangible assets: Customer relationships 15 11.7 $ 670,000 $ 148,889 $ 521,111 Developed technology 7 10 7.0 37,251,987 3,458,065 33,793,922 Membership network 7 3.7 1,740,000 828,571 911,429 Digital media platform 7 5.9 1,552,500 249,509 1,302,991 Influencer network 5 5.0 2,756,000 - 2,756,000 Total finite lived intangible assets 43,970,487 4,685,034 39,285,453 Indefinite lived intangible assets: Trademarks and tradenames Indefinite 1,240,000 - 1,240,000 Total indefinite lived intangible assets 1,240,000 - 1,240,000 Total intangible assets $ 45,210,487 $ 4,685,034 $ 40,525,453 |
Schedule of Intangible Assets Future Amortization Expenses | The estimated future amortization of intangibles subject to amortization as of June 30, 2022 was as follows: Schedule of Intangible Assets Future Amortization Expenses Amount 2022 (excludes amortization through June 30, 2022) $ 5,044,043 2023 10,088,090 2024 10,038,090 2025 9,776,661 2026 9,353,804 Thereafter 27,200,243 Total $ 71,500,930 |
Schedule of Goodwill | The changes in the carrying amount of goodwill for the six months ended June 30, 2022, consisted of the following: Schedule of Goodwill Amount Balance, January 1, 2021 $ 5,983,852 Impairment (591,729 ) Acquisition of Lomotif Private Limited 116,188,021 December 31, 2021 121,580,144 Impairment (453,449 ) Acquisition of AdRizer 17,039,788 Balance, June 30, 2022 $ 138,166,483 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | As of June 30, 2022 and December 31, 2021, debt consisted of the following: Schedule of Long-term Debt June 30, 2022 December 31, 2021 Notes payable $ - $ 27,644 Notes payable – related parties 221,758 235,107 Convertible notes payable 112,990,000 113,000,000 Convertible notes payable of Lomotif Private Limited - 150,000 Convertible notes payable of Lomotif Private Limited – related parties 2,500,000 2,500,000 Debt issuance costs (34,290,981 ) (68,925,172 ) Total Debt $ 81,420,777 $ 46,987,579 |
Schedule of Maturities of Long-term Debt | The scheduled maturities of the debt for the next five years as of June 30, 2022, are as follows: Schedule of Maturities of Long-term Debt Amount 2022 $ 33,112,835 2023 82,612,272 2024 - 2025 - 2026 - Long-term debt, Gross 115,725,107 Less:debt discount (34,304,330 ) Long-term debt $ 81,420,777 |
Warrant Liability (Tables)
Warrant Liability (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Warrant Liability | |
Schedule of Warrant Liability | Schedule of Warrant Liability For the 3 months ended June 30, 2022 Series Exercise Price* Initial Grants As of April 1, 2022 Exercises Remaining June $ 3.3000 29,893,175 115,800 - 115,800 September A $ 9.0000 21,600,000 21,600,000 (15,000,000 ) 6,600,000 November $ 4.5270 16,200,000 16,200,000 (500,000 ) 15,700,000 December $ 3.2653 122,786,087 122,786,087 (45,930,123 ) 76,855,964 190,479,262 160,701,887 (61,430,123 ) 99,271,764 For the 6 months ended June 30, 2022 Series Exercise Price* Initial Grants As of Jan. 1, 2022 Exercises Remaining June $ 3.3000 29,893,175 20,386,206 (20,270,406 ) 115,800 July $ 2.6550 35,313,352 16,624,163 (16,624,163 ) - September A $ 9.0000 21,600,000 21,600,000 (15,000,000 ) 6,600,000 November $ 4.5270 16,200,000 16,200,000 (500,000 ) 15,700,000 December $ 3.2653 122,786,087 122,786,087 (45,930,123 ) 76,855,964 225,792,614 197,596,456 (98,324,692 ) 99,271,764 |
Schedule of Warrant Assumptions | The Company’s outstanding warrants set forth below were valued using the Monte-Carlo simulation pricing model to calculate the June 30, 2022 fair value of the warrants with the following assumptions: Schedule of Warrant Assumptions Dividend Yield Expected Volatility Risk-free Interest Rate Expected Life Hudson Bay Warrant; June 4, 2021 0.00 % 118.40 % 3.00 % 2.9 Hudson Bay Series A Warrant; September 1, 2021 0.00 % 118.40 % 3.00 % 2.7 Palladium Capital Group Series A Warrant; September 1, 2021 0.00 % 118.40 % 3.01 % 2.7 Hudson Bay Warrant; November 10, 2021 0.00 % 118.40 % 3.01 % 3.6 Palladium Capital Warrant; November 10, 2021 0.00 % 118.40 % 3.01 % 3.6 Hudson Bay Warrant; December 20, 2021 0.00 % 118.40 % 3.01 % 3.6 Palladium Capital Warrant; December 20, 2021 0.00 % 118.40 % 3.01 % 3.6 |
Related Party Transaction (Tabl
Related Party Transaction (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transaction | Schedule of Related Party Transaction Due to/from Related Parties as of June 30, 2022 ZASH Global Media 15,387,276 Other 28,860 Balance, June 30, 2022 $ 15,416,136 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Operating Lease Liabilities | Supplemental balance sheet information related to leases are as follows: Schedule of Operating Lease Liabilities June 30, 2022 Operating leases - ROU assets $ 629,521 Operating lease liabilities (current) 203,022 Operating lease liabilities (noncurrent) 437,369 Total operating lease liabilities $ 640,391 |
Schedule of Reconciliation of Future Undiscounted Cash Flows | Future minimum lease payments under operating leases as of June 30, 2022, are as follows: Schedule of Reconciliation of Future Undiscounted Cash Flows Operating Lease 2022 (Jul-Dec) $ 119,547 2023 201,121 2024 136,050 2025 120,453 2026 126,475 Thereafter 10,582 Undiscounted Cash Flows 714,228 Less: Implied Interest (73,837 ) Total operating lease liabilities $ 640,391 |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes stock option awards outstanding as of June 30, 2022: Schedule of Share-based Compensation, Stock Options, Activity Shares Weighted Remaining Aggregate Intrinsic Value Balance, December 31, 2021 80,000 $ 7.01 1.4 - Granted - $ - - - Forfeited 80,000 $ - - - Balance, June 30, 2022 - $ - - - Exercisable, June 30, 2022 - $ - - - |
Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share | Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share June 30, 2022 December 31, 2021 As of June 30, 2022 December 31, 2021 Shares reserved in exchange for the cancellation of certain non-voting membership interest in EVNT Platform, LLC - 4,000,000 Options - 80,000 Convertible shares under notes payable 28,671,213 28,274,454 Warrants 99,271,764 107,942,653 Total 127,942,977 140,297,107 |
Customer Concentrations (Tables
Customer Concentrations (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Risks and Uncertainties [Abstract] | |
Schedule of Revenue by Geographical Areas | Schedule of Revenue from Customers For the six months ended June 30, 2022 2021 Customer: Customer A - * 11 % Customer B 38 % - * Customer C 33 % - * Customer D 25 % - * ● Under 10% For the six months ended June 30, 2022 and 2021, the following geographical regions represented more than 10% of total net revenues: Schedule of Revenue by Geographical Areas For the Six Months ended 2022 2021 Region: North America 100 % 100 % |
Schedule of Revenue by Geographical Areas | For the six months ended June 30, 2022 and 2021, the following geographical regions represented more than 10% of total net revenues: Schedule of Revenue by Geographical Areas For the Six Months ended 2022 2021 Region: North America 100 % 100 % |
Basis of Presentation and Nat_2
Basis of Presentation and Nature of Operations (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||||||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jan. 31, 2023 | Dec. 31, 2022 | Oct. 14, 2022 | Aug. 18, 2022 | Jul. 19, 2022 | Jun. 29, 2022 | May 12, 2022 | Dec. 31, 2021 | Nov. 30, 2021 | Feb. 18, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Income (Loss) from Continuing Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | $ (135,406,870) | $ 178,900,137 | $ 242,448,937 | $ 241,316,957 | ||||||||||
Net Cash Provided by (Used in) Operating Activities | 72,000,827 | $ 9,791,988 | ||||||||||||
Retained Earnings (Accumulated Deficit) | $ 963,776,852 | $ 963,776,852 | $ 736,821,840 | |||||||||||
Common Stock, Shares Authorized | 250,000,000 | 250,000,000 | 245,000,000 | 250,000,000 | 250,000,000 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.36 | $ 0.65 | ||||||||||||
Stock Redeemed or Called During Period, Value | $ 33,886,612 | |||||||||||||
Stock Redeemed or Called During Period, Shares | 82,260,699 | |||||||||||||
Convertible Debt | $ 33,000,000 | |||||||||||||
Interest Payable, Current | $ 115,500 | |||||||||||||
Notes Payable | $ 65,000,000 | $ 27,644 | ||||||||||||
Debt Instrument, Face Amount | $ 55,000,000 | $ 56,955,168 | $ 5,000,000 | |||||||||||
Cash | 179,216,863 | 179,216,863 | ||||||||||||
Accounts Payable and Accrued Liabilities | 14,700,000 | 14,700,000 | ||||||||||||
Cash Equivalents, at Carrying Value | $ 1,000,000 | $ 1,000,000 | ||||||||||||
Subsequent Event [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Common Stock, Shares Authorized | 250,000,000 | |||||||||||||
Restricted Cash | $ 10,000,000 | |||||||||||||
Unrestricted cash | $ 5,500,000 | |||||||||||||
Maximum [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Common Stock, Shares Authorized | 750,000,000 | 750,000,000 | 750,000,000 | |||||||||||
ZVV Media Partners LLC [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 50% | 50% | ||||||||||||
Unreturm capital contributions interest percentage | 25% | 25% | ||||||||||||
Lomotif Private Limited [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 80% | 80% | ||||||||||||
Lomotif Inc [Member] | ||||||||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100% | 100% |
Summary of Business Combination
Summary of Business Combination Acquired Assets and Liabilities Purchase Price (Details) - USD ($) | 6 Months Ended | |||
Jun. 30, 2022 | Feb. 25, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | ||||
Developed technology | $ 6,607,989 | |||
Goodwill | $ 138,166,483 | $ 121,580,144 | $ 5,983,852 | |
Ad Rizer LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash paid | 37,936,323 | |||
Fair value of deferred acquisition price | 23,250,000 | |||
Purchase consideration | 61,186,323 | |||
Cash and cash equivalents | 3,085,747 | |||
Accounts receivable | 5,564,539 | |||
Other current assets | 847,273 | |||
Property and equipment | 191,654 | |||
Investment in Mind Tank, LLC | 2,800,000 | |||
Customer relationships | 8,800,000 | |||
Developed technology | 28,000,000 | |||
Trade Name | 2,200,000 | |||
Goodwill | 17,039,788 | |||
Total assets acquired | 68,529,001 | |||
Accounts payable and accrued expenses | 7,342,678 | |||
Total liabilities assumed | 7,342,678 | |||
Business Combination, Consideration Transferred | $ 61,186,323 |
Schedule of Cash Flow Reconcili
Schedule of Cash Flow Reconciliation (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Business Acquisition [Line Items] | ||
Net cash paid | $ 34,850,577 | |
Ad Rizer LLC [Member] | ||
Business Acquisition [Line Items] | ||
Purchase consideration | 61,186,323 | |
Fair value of deferred acquisition price | (23,250,000) | |
Cash and cash equivalents, acquired | (3,085,747) | |
Net cash paid | $ 34,850,576 |
Schedule of Business Combinatio
Schedule of Business Combination Revenue and Earnings (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Business Acquisition [Line Items] | ||||
Revenue | $ 10,365,300 | $ 685,117 | $ 18,142,566 | $ 1,492,627 |
Net income | $ 145,928,165 | $ (183,668,746) | (227,019,793) | $ (246,138,300) |
Adrizer [Member] | ||||
Business Acquisition [Line Items] | ||||
Revenue | 17,940,338 | |||
Net income | $ (1,533,041) |
Summary of the Aggregate Purcha
Summary of the Aggregate Purchase Price Consideration Paid (Details) | Apr. 17, 2021 USD ($) |
Business Combination and Asset Acquisition [Abstract] | |
Fair value of shares reserved for future issuance and earn out shares | $ 7,400,000 |
Fair value of assumed notes payable | 151,987 |
Total | $ 7,551,987 |
Schedule of Loss on Income Oper
Schedule of Loss on Income Operations of Discontinued Operations (Details) - BTL [Member] | Jun. 30, 2021 USD ($) |
Defined Benefit Plan Disclosure [Line Items] | |
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 | 803,320 |
Loss on discontinued operations | $ 5,112,100 |
Schedule of Divestitures Income
Schedule of Divestitures Income Statement (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2022 | Jun. 29, 2022 | Jun. 30, 2021 | Jun. 29, 2021 | Jun. 30, 2022 | Jun. 29, 2022 | Jun. 30, 2021 | Jun. 29, 2021 | |
Revenues, net | $ 10,365,300 | $ 685,117 | $ 18,142,566 | $ 1,492,627 | ||||
Cost of revenues | 10,946,367 | 316,900 | 18,723,030 | 687,123 | ||||
Gross profit (deficit) | (581,066) | 368,217 | (580,464) | 805,504 | ||||
Operating expenses: | ||||||||
Selling, general and administrative | 30,739,339 | 5,410,233 | 55,588,027 | 16,692,058 | ||||
Total operating expenses | 31,192,788 | 5,410,233 | 56,041,476 | 16,692,058 | ||||
Other (Expense) Income | ||||||||
Interest income (expense) | (16,107,800) | (2,650,306) | (38,634,780) | (15,377,596) | ||||
Other income (loss) | 66,010 | (353,645) | 215,604 | (423,645) | ||||
Total other income (expense) | 167,180,725 | (173,858,121) | (185,826,997) | (225,430,403) | ||||
(Loss) Income Before Income Taxes | 135,406,870 | (178,900,137) | (242,448,937) | (241,316,957) | ||||
Income tax expense | ||||||||
Net income (loss) attributable to Vinco Ventures, Inc. | $ 145,928,165 | $ (183,668,746) | $ (227,019,793) | $ (246,138,300) | ||||
Cryptyde CW Machine And Ferguson Container [Member] | ||||||||
Revenues, net | $ 7,345,960 | $ 2,006,694 | $ 11,103,512 | $ 3,764,346 | ||||
Cost of revenues | 6,309,956 | 1,404,289 | 9,466,949 | 2,687,447 | ||||
Gross profit (deficit) | 1,036,004 | 602,405 | 1,636,563 | 1,076,899 | ||||
Operating expenses: | ||||||||
Selling, general and administrative | 3,100,767 | 531,419 | 5,050,186 | 910,474 | ||||
Total operating expenses | (2,064,763) | 70,986 | (3,413,623) | 166,425 | ||||
Other (Expense) Income | ||||||||
Interest income (expense) | 49,792 | (65,175) | 149,311 | (32,818) | ||||
Other income (loss) | 3,400 | 28,703 | 3,400 | 54,407 | ||||
Total other income (expense) | 53,192 | (36,472) | 152,711 | 21,589 | ||||
(Loss) Income Before Income Taxes | (2,011,571) | 34,514 | (3,260,912) | 188,014 | ||||
Income tax expense | ||||||||
Net income (loss) attributable to Vinco Ventures, Inc. | $ (2,011,571) | $ 34,514 | $ (3,260,912) | $ 188,014 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||||||||||||||||||
Apr. 15, 2023 | Dec. 19, 2022 | Oct. 14, 2022 | Jul. 07, 2022 | Jun. 29, 2022 | Jun. 21, 2022 | Apr. 15, 2022 | Feb. 25, 2022 | Feb. 11, 2022 | Jan. 26, 2022 | Oct. 19, 2021 | Apr. 17, 2021 | Apr. 17, 2021 | Mar. 12, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 29, 2022 | Jun. 30, 2021 | Aug. 18, 2022 | May 12, 2022 | Dec. 31, 2021 | Nov. 08, 2021 | Feb. 18, 2021 | |
Cash distributed | $ 179,216,863 | $ 179,216,863 | ||||||||||||||||||||||
Estimated useful life | 7 years | |||||||||||||||||||||||
Amortization expenses | $ 1,752,000 | |||||||||||||||||||||||
Consideration of cash payment | 8,216,000 | |||||||||||||||||||||||
Revenues, net | 6,607,748 | $ 10,361,492 | 21,340,746 | $ 22,128,846 | ||||||||||||||||||||
Net loss attributable to Vinco Ventures, Inc. | 145,816,018 | (178,799,924) | (227,149,675) | (241,174,878) | ||||||||||||||||||||
Debt Instrument, Face Amount | $ 56,955,168 | $ 56,955,168 | $ 55,000,000 | $ 5,000,000 | ||||||||||||||||||||
Developed technology intangible asset | $ 6,607,989 | |||||||||||||||||||||||
Description for distributed common stock shares | Vinco Ventures, Inc. distributed 100% of the shares of Cryptyde’s common stock held by Vinco to holders of shares of Vinco common stock, subject to certain conditions | |||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Accounts receivable, net | 6,270,929 | 6,270,929 | $ 257,394 | |||||||||||||||||||||
Inventory | 365,002 | |||||||||||||||||||||||
Prepaid expenses and other current assets | 3,612,761 | 3,612,761 | 7,043,685 | |||||||||||||||||||||
Total current assets | 124,985,553 | 124,985,553 | 203,743,664 | |||||||||||||||||||||
Fixed assets, net | 760,992 | 760,992 | 368,981 | |||||||||||||||||||||
Total assets | 458,509,854 | 458,509,854 | 405,142,729 | |||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Current liabilities | 78,038,919 | 78,038,919 | 70,089,546 | |||||||||||||||||||||
Total current liabilities | 78,038,919 | 78,038,919 | 70,089,546 | |||||||||||||||||||||
Net assets of spin-off / discontinued operations: | ||||||||||||||||||||||||
Total stockholders’ equity attributable to Vinco Ventures, Inc. | 217,749,161 | 217,749,161 | 113,424,913 | |||||||||||||||||||||
Other assets distributed | 3,140,836 | 3,140,836 | ||||||||||||||||||||||
Liabilities distributed | (236,180,629) | (236,180,629) | (271,455,687) | |||||||||||||||||||||
Net assets distributed | 217,749,161 | 217,749,161 | 113,424,913 | |||||||||||||||||||||
Depreciation expense | 65,984 | $ 32,811 | 115,712 | $ 65,623 | ||||||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||||||||
Stock Issued During Period, Shares | 10 | |||||||||||||||||||||||
CBAV One LLC [Member] | ||||||||||||||||||||||||
Businesses recognized capital expenditures | $ 3,000,000 | |||||||||||||||||||||||
Cash payment | $ 2,650,000 | |||||||||||||||||||||||
CBAV One LLC [Member] | April 15, 2022 [Member] | ||||||||||||||||||||||||
Royalty payments | $ 150,000 | |||||||||||||||||||||||
CBAV One LLC [Member] | April 15, 2023 [Member] | Forecast [Member] | ||||||||||||||||||||||||
Royalty payments | $ 200,000 | |||||||||||||||||||||||
Cryptyde CW Machine And Ferguson Container [Member] | ||||||||||||||||||||||||
Cash distributed | $ 9,921,084 | 9,921,084 | 911,194 | |||||||||||||||||||||
Businesses recognized capital expenditures | 303,746 | |||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Accounts receivable, net | 1,092,406 | 1,092,406 | 867,027 | |||||||||||||||||||||
Inventory | 2,075,089 | 2,075,089 | 110,664 | |||||||||||||||||||||
Prepaid expenses and other current assets | 3,247,154 | 3,247,154 | 3,359,716 | |||||||||||||||||||||
Total current assets | 16,335,733 | 16,335,733 | 5,248,600 | |||||||||||||||||||||
Loan receivable, related party | 3,950,053 | 3,950,053 | 4,000,000 | |||||||||||||||||||||
Loan Interest Receivable, related party | 133,187 | 133,187 | ||||||||||||||||||||||
Fixed assets, net | 1,193,133 | 1,193,133 | 1,007,770 | |||||||||||||||||||||
Total assets | 21,612,105 | 21,612,105 | 10,256,371 | |||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Current liabilities | 3,178,590 | 3,178,590 | 7,285,429 | |||||||||||||||||||||
Total current liabilities | 3,178,590 | 3,178,590 | 7,285,429 | |||||||||||||||||||||
Other liabilities: | ||||||||||||||||||||||||
Due company (former parent), net | 6,750,130 | 6,750,130 | 27,644 | |||||||||||||||||||||
Other liabilities | 46,775 | 46,775 | 46,775 | |||||||||||||||||||||
Net assets of spin-off / discontinued operations: | ||||||||||||||||||||||||
Total stockholders’ equity attributable to Vinco Ventures, Inc. | 11,636,610 | 11,636,610 | 2,896,522 | |||||||||||||||||||||
Other assets distributed | 11,691,022 | 11,691,022 | ||||||||||||||||||||||
Liabilities distributed | (9,975,495) | (9,975,495) | ||||||||||||||||||||||
Net assets distributed | $ 11,636,610 | 11,636,610 | $ 2,896,522 | |||||||||||||||||||||
Depreciation expense | $ 83,603 | |||||||||||||||||||||||
Due to related party | 6,750,130 | 6,750,130 | ||||||||||||||||||||||
Best Party Concepts, LLC. [Member] | ||||||||||||||||||||||||
Net assets of spin-off / discontinued operations: | ||||||||||||||||||||||||
Write-off attributed to investments | 314,319 | |||||||||||||||||||||||
Global Clean Solutions LLC [Member] | ||||||||||||||||||||||||
Net assets of spin-off / discontinued operations: | ||||||||||||||||||||||||
Write-off attributed to investments | 608,482 | |||||||||||||||||||||||
Limited Liability Company Agreement [Member] | PZAJ Holdings LLC [Member] | ||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 5,740,000 | $ 5,740,000 | ||||||||||||||||||||||
Debt instrument, interest rate, percentage | 2% | 2% | ||||||||||||||||||||||
Description for repayment term and revenue rate | one-year repayment term and are repaid through 50% of net revenues | |||||||||||||||||||||||
Debt default amount | $ 950,000 | $ 950,000 | ||||||||||||||||||||||
Limited Liability Company Agreement [Member] | PZAJ Holdings LLC [Member] | Subsequent Event [Member] | ||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 840,000 | |||||||||||||||||||||||
Debt instrument, interest rate, percentage | 6% | |||||||||||||||||||||||
Description for repayment term and revenue rate | two-year repayment term | |||||||||||||||||||||||
Asset Contribution Agreement [Member] | Preferred Units [Member] | ||||||||||||||||||||||||
Preferred Units, Issued | 1,000,000 | 1,000,000 | ||||||||||||||||||||||
Stock Issued During Period Exchange | 1,000,000 | |||||||||||||||||||||||
Termination And Release Agreement [Member] | ||||||||||||||||||||||||
Number of shares issued upon termination of agreement | 4,000,000 | |||||||||||||||||||||||
Securities Purchase Agreements [Member] | ||||||||||||||||||||||||
Description for issuance of warrants for common stock | Cryptyde entered into a Securities Purchase Agreement with an accredited investor for the issuance of a (i) 1,500,000 shares of Cryptyde Common Stock, and (ii) a warrant to purchase up to 1,500,000 shares of Cryptyde Common Stock with an exercise price of $8.00 per share of Cryptyde Common Stock. In addition, Cryptyde issued a warrant to the placement agent to purchase up to 240,000 shares of Cryptyde Common Stock with an initial exercise price of $8.00 per share of Cryptyde Common Stock. The transaction closed on May 20, 2022. | |||||||||||||||||||||||
PZAJ Holdings LLC [Member] | ||||||||||||||||||||||||
Ownership percentage | 51% | |||||||||||||||||||||||
ZASH global media and entertainment corporation [Member] | ||||||||||||||||||||||||
Ownership percentage | 100% | |||||||||||||||||||||||
Love is Blurred LLC [Member] | ||||||||||||||||||||||||
Ownership percentage | 100% | |||||||||||||||||||||||
Cryptyde LLC [Member] | ||||||||||||||||||||||||
Ownership percentage | 100% | |||||||||||||||||||||||
Maximum [Member] | Asset Contribution Agreement [Member] | Preferred Units [Member] | ||||||||||||||||||||||||
Preferred Units, Issued | 4,000,000 | 4,000,000 | ||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||
Shares issued for exchange of shares | 1,000,000 | |||||||||||||||||||||||
Common Stock [Member] | Subsequent Event [Member] | ||||||||||||||||||||||||
Stock Issued During Period, Shares | 249,000,000 | |||||||||||||||||||||||
Preferred Units [Member] | ||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 2,100,000 | |||||||||||||||||||||||
Conditional Preferred Units [Member] | ||||||||||||||||||||||||
Stock issued during period, value, new issues | $ 5,300,000 | |||||||||||||||||||||||
Ad Rizer LLC [Member] | ||||||||||||||||||||||||
Cash distributed | $ 38,000,000 | |||||||||||||||||||||||
Fair value of deferred acquisition price | 23,250,000 | |||||||||||||||||||||||
Acquired asset outstanding, total | 37,936,323 | |||||||||||||||||||||||
Developed technology intangible asset | $ 28,000,000 | 28,000,000 | ||||||||||||||||||||||
Ad Rizer LLC [Member] | Minimum [Member] | ||||||||||||||||||||||||
Share price | $ 5 | |||||||||||||||||||||||
Ad Rizer LLC [Member] | Maximum [Member] | ||||||||||||||||||||||||
Share price | $ 8 | |||||||||||||||||||||||
Ad Rizer LLC [Member] | Common Stock [Member] | ||||||||||||||||||||||||
Stock Issued During Period, Shares | 10,000,000 | |||||||||||||||||||||||
Stock issued during period, value, new issues | $ 50,000,000 | |||||||||||||||||||||||
Ad Rizer LLC [Member] | Seller [Member] | ||||||||||||||||||||||||
Deposit Assets | $ 10,000,000 | |||||||||||||||||||||||
Pro rate of portion percentage | 50% | |||||||||||||||||||||||
ZASH global media and entertainment corporation [Member] | ||||||||||||||||||||||||
Consideration of cash payment | $ 6,750,000 | |||||||||||||||||||||||
Outstanding principal | $ 1,048,750 | |||||||||||||||||||||||
Outstanding interest | 201,250 | |||||||||||||||||||||||
Acquired asset outstanding, total | 1,250,000 | |||||||||||||||||||||||
Love is Blurred LLC [Member] | ||||||||||||||||||||||||
Fair value of deferred acquisition price | 531,279 | |||||||||||||||||||||||
[custom:LossOnAcquisitionPrice] | $ 718,721 |
Schedule of Assets and Liabilit
Schedule of Assets and Liabilities of Variable Interest Entities (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | |||
Cash and cash equivalents | $ 99,216,863 | $ 86,700,982 | |
Prepaid expenses and other current assets | 3,612,761 | 7,043,685 | |
Loan held-for-investment, related parties, current | 15,740,000 | 3,950,000 | |
Total current assets | 124,985,553 | 203,743,664 | |
Due from related party, non-current | 15,416,136 | 15,997,803 | |
Loan held-for-investment | 750,000 | 250,000 | |
Total other assets | 3,140,836 | ||
Property and equipment, net | 760,992 | 368,981 | |
Intangible assets, net | 74,940,932 | 40,525,453 | |
Goodwill | 138,166,483 | 121,580,144 | $ 5,983,852 |
Right of use assets, net | 629,521 | 168,914 | |
Total assets | 458,509,854 | 405,142,729 | |
Current liabilities: | |||
Accounts payable | 10,314,122 | 6,105,963 | |
Accrued expenses and other current liabilities | 4,476,083 | 12,230,879 | |
Operating Lease Liabilities | 203,022 | 100,733 | |
Total current liabilities | 78,038,919 | 70,089,546 | |
Notes payable | 108,923 | 93,393 | |
Total liabilities | 236,180,629 | 271,455,687 | |
Variable Income Interest Rate [Member] | |||
Current assets: | |||
Cash and cash equivalents | 3,136,823 | 1,856,017 | |
Prepaid expenses and other current assets | 1,903,505 | 2,388,893 | |
Due from related party, current | 15,997,803 | ||
Loan held-for-investment, related parties, current | 10,000,000 | ||
Total current assets | 15,040,329 | 20,242,713 | |
Due from related party, non-current | 15,125,585 | ||
Loan Interest Receivable, non-current | 516,738 | ||
Loan held-for-investment | 750,000 | 3,100,000 | |
Loan held-for-investment, related parties | 11,500,000 | ||
Investment in Subsidiary | 110,509,500 | ||
Total other assets | 126,901,823 | 14,600,000 | |
Property and equipment, net | 400,472 | 147,519 | |
Intangible assets, net | 26,145,877 | 28,150,048 | |
Goodwill | 116,188,021 | 116,188,021 | |
Cost Method Investments | 1,000,000 | 1,000,000 | |
Right of use assets, net | 60,000 | ||
Total assets | 285,736,521 | 180,328,301 | |
Current liabilities: | |||
Accounts payable | 1,179,833 | 686,674 | |
Accrued expenses and other current liabilities | 2,076,173 | 1,672,492 | |
Operating Lease Liabilities | 58,419 | ||
Total current liabilities | 3,314,425 | 2,359,166 | |
Intercompany | 60,887,412 | ||
Notes payable | 4,500,000 | 2,650,000 | |
Due to related party | 315,666 | ||
Total liabilities | $ 68,701,837 | $ 5,324,832 |
Schedule of Operations of Varia
Schedule of Operations of Variable Interest Entities (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Trading Activity, Gains and Losses, Net [Line Items] | ||||
Revenues, net | $ 10,365,300 | $ 685,117 | $ 18,142,566 | $ 1,492,627 |
Cost of revenues | 10,946,367 | 316,900 | 18,723,030 | 687,123 |
Gross Profit | (581,066) | 368,217 | (580,464) | 805,504 |
Operating Expenses: | ||||
Selling, general and administrative | 30,739,339 | 5,410,233 | 55,588,027 | 16,692,058 |
Operating (loss) income | (31,773,855) | (5,042,016) | (56,621,939) | (15,886,554) |
Other (Expense) Income: | ||||
Interest (expense) income | 66,010 | (353,645) | 215,604 | (423,645) |
Total Other (Expense) Income | 167,180,725 | (173,858,121) | (185,826,997) | (225,430,403) |
Loss before income taxes | 135,406,870 | (178,900,137) | (242,448,937) | (241,316,957) |
Income tax expense | ||||
Net (Loss) Income | 133,395,298 | (183,646,203) | (245,709,849) | (246,087,723) |
Variable Income Interest Rate [Member] | ||||
Trading Activity, Gains and Losses, Net [Line Items] | ||||
Revenues, net | 92,945 | 307,339 | ||
Cost of revenues | 9,530 | 93,685 | ||
Gross Profit | 83,415 | 213,654 | ||
Operating Expenses: | ||||
Selling, general and administrative | 22,135,840 | 4,320 | 33,107,809 | 104,741 |
Operating (loss) income | (22,135,840) | 79,095 | (33,107,809) | 108,913 |
Other (Expense) Income: | ||||
Interest (expense) income | (10,903) | (34,010) | (13,115) | (7,760) |
Other income | 263,395 | 351,964 | ||
Total Other (Expense) Income | (252,492) | 34,010 | (338,849) | 7,760 |
Loss before income taxes | (21,883,348) | 45,085 | (32,768,960) | 101,153 |
Income tax expense | ||||
Net (Loss) Income | $ (21,883,348) | $ 45,085 | $ (32,768,960) | $ 101,153 |
Summary of Related Parties Loan
Summary of Related Parties Loans Held For Investment (Details) (Parenthetical) - USD ($) | 6 Months Ended | ||||
Jun. 30, 2022 | Aug. 18, 2022 | Jun. 29, 2022 | May 19, 2021 | Feb. 18, 2021 | |
Secured loan | $ 2,750,000 | ||||
Outstanding debt | $ 750,000 | ||||
Debt instrument, face amount | $ 55,000,000 | $ 56,955,168 | $ 5,000,000 | ||
PZAJ Holding LLC [Member] | |||||
Debt instrument, interest rate percentage | 2% | ||||
ZASH global media and entertainment corporation [Member] | |||||
Outstanding debt | $ 18,451,250 | ||||
Debt instrument, face amount | $ 19,500,250 | ||||
Debt instrument, interest rate percentage | The interest rates on the notes are 3% or 6% per annum. | ||||
Debt instrument maturity date description | The loans are due in 2023 with $10,000,000 classified as current and $8,451,250 classified as non-current | ||||
Loans payable current | $ 10,000,000 | ||||
Loans payable noncurrent | 8,451,250 | ||||
Proceeds from loans | $ 1,000,000 |
Variable Interest Entities (Det
Variable Interest Entities (Details Narrative) - USD ($) | 6 Months Ended | ||||
Oct. 12, 2021 | Jul. 25, 2021 | Jul. 22, 2021 | Jun. 30, 2022 | Dec. 31, 2021 | |
Employee payroll, cash advances | $ 1,444,168 | $ 694,168 | |||
Equity method investment, aggregate cost | $ 5,000,000 | ||||
Variable interest entity, description | ZASH and Vinco Ventures entered into a Second Amended and Restated Limited Liability Company Agreement of ZVV, pursuant to which (i) ZASH and Vinco Ventures each acquired a 50% voting membership interest in ZVV; and (ii) ZASH acquired a 75% economic interest in ZVV after return of unreturned capital contributions and Vinco Ventures acquired a 25% economic interest in ZVV after return of unreturned capital contributions. | ||||
Lisa King [Member] | |||||
Officer compensation | 100,000 | ||||
Ted Farnsworth [Member] | |||||
Officer compensation | $ 100,000 | ||||
ZVV Media Partners LLC [Member] | |||||
Due to affiliate | $ 1,500,000 | ||||
Debt instrument, interest rate, stated percentage | 3% | ||||
Debt instrument, maturity date | Oct. 12, 2023 | ||||
Equity method investment, aggregate cost | $ 2,411,140 | ||||
ZVV Media Partners LLC [Member] | |||||
Percentage of ownership interest | 8% | 80% | |||
Lomotif [Member] | |||||
Percentage of ownership interest | 80% | 100% | |||
Business combination purchase price | $ 109,765,000 | ||||
MagnifiU Inc [Member] | |||||
Percentage of ownership interest | 15% |
Schedule of Short-Term Investme
Schedule of Short-Term Investments (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Jupiter Wellness,Inc. (JUPW) | $ 178,000 | |
Unrealized losses | (895,000) | $ (862,000) |
Total short-term investments | 145,000 | 178,000 |
Jupiter Wellness Inc JUPW [Member] | ||
Jupiter Wellness,Inc. (JUPW) | $ 1,040,000 | 1,040,000 |
Total short-term investments | $ 1,040,000 |
Schedule of Property and Equipm
Schedule of Property and Equipment (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment,gross | $ 1,320,352 | $ 6,595,465 |
Less: accumulated depreciation | (559,360) | (5,218,714) |
Total property and equipment, net | 760,992 | 368,981 |
Software and Software Development Costs [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment,gross | 147,792 | 147,792 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment,gross | 188,559 | 280,926 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment,gross | 118,351 | 7,003 |
Leasehold Improvement [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment,gross | 432,363 | 800,746 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment,gross | 248,743 | 5,358,997 |
Construction in Process [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment,gross | $ 184,543 |
Property and Equipment, net (De
Property and Equipment, net (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 29, 2022 | Dec. 31, 2021 | |
Depreciation expense | $ 65,984 | $ 32,811 | $ 115,712 | $ 65,623 | ||
Property and equipment, net | $ 760,992 | $ 760,992 | $ 368,981 | |||
Cryptyde Inc [Member] | ||||||
Property and equipment, net | $ 1,193,133 | $ 1,007,770 |
Summary of Loans Held for Inves
Summary of Loans Held for Investment (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | |
Loans held-for-investment: | |||
Total loans held-for-investment | $ 750,000 | $ 250,000 | |
Carlin haynes LLC [Member] | |||
Loans held-for-investment: | |||
Total loans held-for-investment | [1] | $ 750,000 | $ 250,000 |
[1]On August 5, 2021, the Company loaned $ 250,000 500,000 6% August 5, 2023 1,000,000 |
Summary of Loans Held For Inv_2
Summary of Loans Held For Investment (Details) (Parenthetical) - USD ($) | Jan. 18, 2022 | Aug. 05, 2021 | Aug. 18, 2022 | Jun. 29, 2022 | Feb. 18, 2021 |
Debt Instrument, Face Amount | $ 55,000,000 | $ 56,955,168 | $ 5,000,000 | ||
Carlin haynes LLC [Member] | |||||
Debt Instrument, Face Amount | $ 500,000 | $ 250,000 | |||
Debt instrument, interest rate, percentage | 6% | ||||
Debt maturity date | Aug. 05, 2023 | ||||
Proceeds from loans | $ 1,000,000 |
Summary of Related Parties Lo_2
Summary of Related Parties Loans Held for Investment (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 | |
Loans held-for-investment – related parties: | |||
Total Loans Held-For-Investment – Related Parties | $ 24,191,250 | $ 18,950,000 | |
PZAJ Holding LLC [Member] | |||
Loans held-for-investment – related parties: | |||
Total Loans Held-For-Investment – Related Parties | [1] | 5,740,000 | 3,950,000 |
ZASH global media and entertainment corporation [Member] | |||
Loans held-for-investment – related parties: | |||
Total Loans Held-For-Investment – Related Parties | [2] | $ 18,451,250 | $ 15,000,000 |
[1]PZAJ is an entertainment content development company engaged in the acquisition, financing, development, production, and distribution of films and television projects. The loans each bear an interest rate of 2 |
Schedule of Noncurrent Investme
Schedule of Noncurrent Investments (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Non current investments | $ 1,000,000 | $ 1,000,000 |
Hyperreal Digital Inc [Member] | ||
Non current investments | $ 1,000,000 | $ 1,000,000 |
Schedule of Fair Value of Finan
Schedule of Fair Value of Financial Assets and Liabilities (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | $ 145,000 | $ 178,000 |
Purchase Consideration | 11,080,000 | |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 145,000 | 178,000 |
Warrant Liability | ||
Total | 145,000 | 178,000 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | ||
Warrant Liability | ||
Total | ||
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 1,000,000 | 1,000,000 |
Warrant Liability | 94,300,999 | 198,566,170 |
Purchase Consideration | 11,080,000 | |
Total | $ 106,380,999 | $ 199,566,170 |
Schedule of Reconciliation of L
Schedule of Reconciliation of Liabilities Measured at Fair Value (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Beginning Balance | $ 198,519,395 | |
Beginning Balance | 243,681,478 | $ 208,855,715 |
Beginning Balance | (86,110,179) | 773,447 |
Beginning Balance | 94,300,999 | |
Fair Value, Inputs, Level 3 [Member] | Warrant Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Beginning Balance | 198,566,170 | |
Beginning Balance | 243,681,478 | 228,575,715 |
Beginning Balance | (86,110,179) | 773,447 |
Beginning Balance | (227,949,858) | (89,654,047) |
Beginning Balance | 128,187,611 | $ 139,695,115 |
Fair Value, Inputs, Level 3 [Member] | Purchase Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Beginning Balance | ||
Beginning Balance | 23,250,000 | |
Beginning Balance | (12,170,000) | |
Beginning Balance | ||
Beginning Balance | $ 11,080,000 |
Schedule of Intangible Assets (
Schedule of Intangible Assets (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 7 years | |
Gross Carrying Amount | $ 84,510,487 | $ 45,210,487 |
Indefinite Lived Intangible Assets Accumulated Amortization | 9,569,557 | 4,685,034 |
Net Carrying Amount | 71,500,930 | |
Indefinite Lived Intangible Assets Net Carrying Amount | 74,940,932 | 40,525,453 |
Trademarks and Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,440,000 | 1,240,000 |
Indefinite Lived Intangible Assets Accumulated Amortization | ||
Indefinite Lived Intangible Assets Net Carrying Amount | 3,440,000 | 1,240,000 |
Indefinite-Lived Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,440,000 | 1,240,000 |
Indefinite Lived Intangible Assets Accumulated Amortization | ||
Indefinite Lived Intangible Assets Net Carrying Amount | $ 3,440,000 | $ 1,240,000 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 15 years | |
Remaining Weighted Average Useful Life | 6 years 2 months 12 days | 11 years 8 months 12 days |
Gross Carrying Amount | $ 9,470,000 | $ 670,000 |
Indefinite Lived Intangible Assets Accumulated Amortization | 590,271 | 148,889 |
Net Carrying Amount | $ 8,879,729 | $ 521,111 |
Customer Relationships [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 7 years | |
Customer Relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 15 years | |
Developed Technology Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining Weighted Average Useful Life | 5 years 6 months | 7 years |
Gross Carrying Amount | $ 65,551,987 | $ 37,251,987 |
Indefinite Lived Intangible Assets Accumulated Amortization | 7,390,427 | 3,458,065 |
Net Carrying Amount | $ 58,161,560 | $ 33,793,922 |
Developed Technology Rights [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 7 years | 7 years |
Developed Technology Rights [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 10 years | 10 years |
Membership Network [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 7 years | 7 years |
Remaining Weighted Average Useful Life | 3 years 2 months 12 days | 3 years 8 months 12 days |
Gross Carrying Amount | $ 1,740,000 | $ 1,740,000 |
Indefinite Lived Intangible Assets Accumulated Amortization | 952,857 | 828,571 |
Net Carrying Amount | $ 787,143 | $ 911,429 |
Digital Media [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 7 years | 7 years |
Remaining Weighted Average Useful Life | 5 years 4 months 24 days | 5 years 10 months 24 days |
Gross Carrying Amount | $ 1,552,500 | $ 1,552,500 |
Indefinite Lived Intangible Assets Accumulated Amortization | 360,402 | 249,509 |
Net Carrying Amount | $ 1,192,098 | $ 1,302,991 |
Influencer Network [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | 5 years |
Remaining Weighted Average Useful Life | 4 years 6 months | 5 years |
Gross Carrying Amount | $ 2,756,000 | $ 2,756,000 |
Indefinite Lived Intangible Assets Accumulated Amortization | 275,600 | |
Net Carrying Amount | 2,480,400 | 2,756,000 |
Finite-Lived Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 81,070,487 | 43,970,487 |
Indefinite Lived Intangible Assets Accumulated Amortization | 9,569,557 | 4,685,034 |
Net Carrying Amount | $ 71,500,930 | $ 39,285,453 |
Schedule of Intangible Assets F
Schedule of Intangible Assets Future Amortization Expenses (Details) | Jun. 30, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 (excludes amortization through June 30, 2022) | $ 5,044,043 |
2023 | 10,088,090 |
2024 | 10,038,090 |
2025 | 9,776,661 |
2026 | 9,353,804 |
Thereafter | 27,200,243 |
Total | $ 71,500,930 |
Schedule of Goodwill (Details)
Schedule of Goodwill (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Beginning balance | $ 121,580,144 | $ 5,983,852 | |
Impairment | $ (453,449) | (453,449) | (591,729) |
Acquisition of Lomotif | 17,039,788 | 116,188,021 | |
Ending balance | $ 138,166,483 | $ 121,580,144 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||
Amortization expense | $ 3,268,451 | $ 603,270 | $ 4,784,521 | $ 1,016,000 | ||
Impairment | $ 453,449 | $ 453,449 | $ 591,729 |
Schedule of Long-term Debt (Det
Schedule of Long-term Debt (Details) - USD ($) | Aug. 18, 2022 | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Disclosure [Abstract] | |||
Notes payable | $ 65,000,000 | $ 27,644 | |
Notes payable – related parties | 221,758 | 235,107 | |
Convertible notes payable | 112,990,000 | 113,000,000 | |
Convertible notes payable of Lomotif Private Limited | 150,000 | ||
Convertible notes payable of Lomotif Private Limited – related parties | 2,500,000 | 2,500,000 | |
Debt issuance costs | (34,290,981) | (68,925,172) | |
Total Debt | $ 81,420,777 | $ 46,987,579 |
Schedule of Maturities of Long-
Schedule of Maturities of Long-term Debt (Details) | Jun. 30, 2022 USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 33,112,835 |
2023 | 82,612,272 |
2024 | |
2025 | |
2026 | |
Long-term debt, Gross | 115,725,107 |
Less:debt discount | (34,304,330) |
Long-term debt | $ 81,420,777 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) | 6 Months Ended | |||||||||||
Mar. 09, 2022 | Nov. 09, 2021 | Jul. 22, 2021 | Mar. 30, 2021 | Feb. 23, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Aug. 18, 2022 | Jun. 29, 2022 | Dec. 31, 2021 | Nov. 30, 2021 | Feb. 18, 2021 | |
Short-Term Debt [Line Items] | ||||||||||||
Debt instrument face amount | $ 55,000,000 | $ 56,955,168 | $ 5,000,000 | |||||||||
Convertible notes payable | $ 112,990,000 | $ 113,000,000 | ||||||||||
Amount received by agent | $ 120,261 | |||||||||||
Cash compensation | 2,184,327 | $ 10,003,767 | ||||||||||
Class of warrant | $ 0.36 | $ 0.65 | ||||||||||
Cryptyde LLC [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Shares issued | 1,000,000 | |||||||||||
Shares issued, price per share | $ 2.18 | |||||||||||
Investor [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Conversion, original debt | $ 7,000,000 | |||||||||||
Debt, conversion converted instrument | 1,750,000 | |||||||||||
Note Holder [Member] | Cryptyde LLC [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Business acquisition, agreement | (i) amend certain provisions of the July 2021 Note to (a) convert $10,000 of the principal amount of the July 2021 Note at a conversion price of $0.01 into shares of Common Stock, (b) extend the maturity date under the July Note to July 22, 2023, (c) increase the interest rate on the July 2021 Note from zero percent (0%) to six percent (6.0%), (d) reduce the maximum cap of the minimum cash in the control account from $100,000,000 to $80,000,000, and (e) require the Company to redeem $33,000,000 of the principal of the July 2021 Note, together with accrued and unpaid interest and accrued and unpaid late charges on such principal and interest, on July 22, 2022; (ii) to extend certain dates relating to (x) the Company’s registration of certain securities under the Warrant Exercise Agreements dated September 1, 2021, November 11, 2021 and December 20, 2021 to April 30, 2022, (y) the Company’s filing of a proxy statement to April 30, 2022 and (z) the Company holding a stockholder meeting and obtaining a stockholder vote to June 4, 2022 or July 4, 2022 in the event that the Company receives comments from the SEC with respect to the proxy statement; and (iii) to waive any adjustments to convertible securities or options as a result of the Adjusted Conversion Price (as defined in the Amendment Agreement). | |||||||||||
Conversion of principal amount | $ 10,000 | |||||||||||
Conversion price, per share | $ 0.01 | |||||||||||
Redemption premium, accrued and unpaid | $ 33,000,000 | |||||||||||
Note Holder [Member] | Cryptyde LLC [Member] | Minimum [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Restricted cash | 100,000,000 | |||||||||||
Note Holder [Member] | Cryptyde LLC [Member] | Maximum [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Restricted cash | $ 80,000,000 | |||||||||||
ZASH global media and entertainment corporation [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Debt instrument face amount | 19,500,250 | |||||||||||
Palladium Capital Group LLC [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Cash compensation, description | The placement agent received $9,000,000 of which $1,000,000 was cash compensation and $8,000,000 was deferred cash compensation (8% of the gross proceeds to the Company plus an additional 1% of the gross proceeds to the Company for non-accountable expenses). The Company has paid $4,000,000 of the deferred cash compensation and $4,000,000 remains outstanding in accounts payable as of June 30, 2022. | |||||||||||
Amount received by agent | $ 9,000,000 | |||||||||||
Cash compensation | 1,000,000 | |||||||||||
Deferred cash compensation | $ 8,000,000 | 4,000,000 | ||||||||||
Deferred cash compensatio, description | 8% | |||||||||||
Deferred cash compensation paid | $ 4,000,000 | |||||||||||
Loan Agreement [Member] | Convertible Notes Payable - Related Parties [Member] | ZASH global media and entertainment corporation [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Debt instrument face amount | $ 1,000,000 | $ 1,500,000 | ||||||||||
Debt maturity date | Mar. 28, 2028 | Feb. 22, 2028 | ||||||||||
Debt instrument, interest rate, percentage | 2% | 2% | ||||||||||
Debt conversion, description | Under the terms of the loan agreement, the loan is convertible at a 20% discount to a $150 million valuation of Lomotif Private Limited. | Under the terms of the agreement, the loan is convertible at a 20% discount to a $150 million valuation of Lomotif Private Limited | ||||||||||
Securities Purchase Agreement [Member] | Investor [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Class of warrant | $ 2.655 | |||||||||||
Warrants purchase | 32,697,548 | |||||||||||
Securities Purchase Agreement [Member] | Private Placement [Member] | Investor [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Warrant term | 5 years | |||||||||||
Securities Purchase Agreement [Member] | Senior Secured Convertible Note [Member] | Private Placement [Member] | Investor [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Debt instrument face amount | $ 120,000,000 | |||||||||||
Convertible notes payable | $ 100,000,000 | |||||||||||
Securities Purchase Agreement [Member] | Senior Secured Convertible Note [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Debt maturity date | Jul. 22, 2022 | |||||||||||
Debt instrument, interest rate, percentage | 18% | |||||||||||
Debt annual Interest rate | 6% | |||||||||||
Debt, conversion price | $ 4 | |||||||||||
Deposit Account Control Agreement [Member] | ||||||||||||
Short-Term Debt [Line Items] | ||||||||||||
Restricted cash | $ 100,000,000 | |||||||||||
Deferred discount | 120,000,000 | |||||||||||
Original issue discount | 20,000,000 | |||||||||||
Debt instrument, fee amount | 9,300,000 | |||||||||||
Fair value of warrant issued | $ 90,700,000 |
Schedule of Warrant Liability (
Schedule of Warrant Liability (Details) - $ / shares | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2022 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Initial Grants | 190,479,262 | 225,792,614 | |
Outstanding shares, beginning | 160,701,887 | 197,596,456 | |
Exercises | 61,430,123 | 98,324,692 | |
Outstanding shares, ending | 99,271,764 | 99,271,764 | |
Exercises | (61,430,123) | (98,324,692) | |
June [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Exercise Price | [1] | $ 3.3000 | $ 3.3000 |
Initial Grants | 29,893,175 | 29,893,175 | |
Outstanding shares, beginning | 115,800 | 20,386,206 | |
Exercises | 20,270,406 | ||
Outstanding shares, ending | 115,800 | 115,800 | |
Exercises | (20,270,406) | ||
September A [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Exercise Price | [1] | $ 9 | $ 9 |
Initial Grants | 21,600,000 | 21,600,000 | |
Outstanding shares, beginning | 21,600,000 | 21,600,000 | |
Exercises | 15,000,000 | 15,000,000 | |
Outstanding shares, ending | 6,600,000 | 6,600,000 | |
Exercises | (15,000,000) | (15,000,000) | |
November [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Exercise Price | [1] | $ 4.5270 | $ 4.5270 |
Initial Grants | 16,200,000 | 16,200,000 | |
Outstanding shares, beginning | 16,200,000 | 16,200,000 | |
Exercises | 500,000 | 500,000 | |
Outstanding shares, ending | 15,700,000 | 15,700,000 | |
Exercises | (500,000) | (500,000) | |
December [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Exercise Price | [1] | $ 3.2653 | $ 3.2653 |
Initial Grants | 122,786,087 | 122,786,087 | |
Outstanding shares, beginning | 122,786,087 | 122,786,087 | |
Exercises | 45,930,123 | 45,930,123 | |
Outstanding shares, ending | 76,855,964 | 76,855,964 | |
Exercises | (45,930,123) | (45,930,123) | |
July [Member] | |||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Exercise Price | [1] | $ 2.6550 | |
Initial Grants | 35,313,352 | ||
Outstanding shares, beginning | 16,624,163 | ||
Exercises | 16,624,163 | ||
Outstanding shares, ending | |||
Exercises | (16,624,163) | ||
[1]Based on Exercise Price as of the initial grant; the above disclosure discusses modifications under specific Warrant Exchange Agreements. |
Schedule of Warrant Assumptions
Schedule of Warrant Assumptions (Details) | Jun. 30, 2022 |
Hudson Bay Warrant [Member] | June 4, 2021 [Member] | |
Warrants and Rights Outstanding, Term | 2 years 10 months 24 days |
Hudson Bay Warrant [Member] | June 4, 2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
Hudson Bay Warrant [Member] | June 4, 2021 [Member] | Measurement Input Expected Volatility [Member] | |
Warrants and Rights Outstanding, Measurement Input | 118.40 |
Hudson Bay Warrant [Member] | June 4, 2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 3 |
Hudson Bay Warrant [Member] | November 10, 2021 [Member] | |
Warrants and Rights Outstanding, Term | 3 years 7 months 6 days |
Hudson Bay Warrant [Member] | November 10, 2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
Hudson Bay Warrant [Member] | November 10, 2021 [Member] | Measurement Input Expected Volatility [Member] | |
Warrants and Rights Outstanding, Measurement Input | 118.40 |
Hudson Bay Warrant [Member] | November 10, 2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 3.01 |
Hudson Bay Warrant [Member] | December 20, 2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
Hudson Bay Warrant [Member] | December 20, 2021 [Member] | Measurement Input Expected Volatility [Member] | |
Warrants and Rights Outstanding, Measurement Input | 118.40 |
Hudson Bay Warrant [Member] | December 20, 2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 3.01 |
Hudson Bay Warrant [Member] | December Twenty Two Thousand Twenty One [Member] | |
Warrants and Rights Outstanding, Term | 3 years 7 months 6 days |
Hudson Bay Series A Warrant [Member] | August Ninteen Two Thousand Twenty One [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
Hudson Bay Series A Warrant [Member] | August Ninteen Two Thousand Twenty One [Member] | Measurement Input Expected Volatility [Member] | |
Warrants and Rights Outstanding, Measurement Input | 118.40 |
Hudson Bay Series A Warrant [Member] | August Ninteen Two Thousand Twenty One [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 3 |
Hudson Bay Series A Warrant [Member] | September 1, 2021 [Member] | |
Warrants and Rights Outstanding, Term | 2 years 8 months 12 days |
Palladium Capital Group Series A Warrant [Member] | August Ninteen Two Thousand Twenty One [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
Palladium Capital Group Series A Warrant [Member] | August Ninteen Two Thousand Twenty One [Member] | Measurement Input Expected Volatility [Member] | |
Warrants and Rights Outstanding, Measurement Input | 118.40 |
Palladium Capital Group Series A Warrant [Member] | August Ninteen Two Thousand Twenty One [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 3.01 |
Palladium Capital Group Series A Warrant [Member] | September 1, 2021 [Member] | |
Warrants and Rights Outstanding, Term | 2 years 8 months 12 days |
Palladium Capital Warrant [Member] | November 10, 2021 [Member] | |
Warrants and Rights Outstanding, Term | 3 years 7 months 6 days |
Palladium Capital Warrant [Member] | November 10, 2021 [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
Palladium Capital Warrant [Member] | November 10, 2021 [Member] | Measurement Input Expected Volatility [Member] | |
Warrants and Rights Outstanding, Measurement Input | 118.40 |
Palladium Capital Warrant [Member] | November 10, 2021 [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 3.01 |
Palladium Capital Warrant [Member] | December Twenty Two Thousand Twenty One [Member] | |
Warrants and Rights Outstanding, Term | 3 years 7 months 6 days |
Palladium Capital Warrant [Member] | December Twenty Two Thousand Twenty One [Member] | Measurement Input, Expected Dividend Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
Palladium Capital Warrant [Member] | December Twenty Two Thousand Twenty One [Member] | Measurement Input Expected Volatility [Member] | |
Warrants and Rights Outstanding, Measurement Input | 118.40 |
Palladium Capital Warrant [Member] | December Twenty Two Thousand Twenty One [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 3.01 |
Warrant Liability (Details Narr
Warrant Liability (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | |||||||||
Jun. 05, 2022 | May 19, 2022 | May 13, 2022 | May 12, 2022 | Jun. 30, 2022 | Jun. 30, 2022 | Oct. 14, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Nov. 30, 2021 | Nov. 10, 2021 | |
[custom:NumberOfExercisedWarrantSharesPercentage] | 225% | ||||||||||
Proceeds from Issuance of Warrants | $ 101,081,926 | ||||||||||
Warrant exercise price | $ 0.36 | $ 0.65 | |||||||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | 250,000,000 | 245,000,000 | 250,000,000 | ||||||
Common stock, shares | 61,430,123 | 98,324,692 | |||||||||
Warrant payment | $ 33,886,612 | ||||||||||
Maximum [Member] | |||||||||||
Common stock, shares authorized | 750,000,000 | 750,000,000 | 750,000,000 | ||||||||
Common Stock [Member] | |||||||||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | |||||||||
Number of warrants outstanding. | 37,591,713 | ||||||||||
November Warrants [Member] | |||||||||||
Common stock, shares | 14,500,000 | ||||||||||
December Warrants [Member] | |||||||||||
Common stock, shares | 67,760,699 | ||||||||||
November 2021 Warrants [Member] | Exchange Agreement [Member] | |||||||||||
Share price | $ 4.527 | ||||||||||
Exchange Agreement [Member] | |||||||||||
Exchange agreement, description | pursuant to the exchange agreement, on or prior to the second business day following the Shareholder Approval Date, the Company shall deliver to the holder an additional number of shares of Common Stock equal to 7% of the sum of each of the November 2021 Warrants and December 2021 Warrants exchanged by the holder during this period. In addition, the exchange agreement allows the holder for up to 60 days after the Shareholder Approval Date for (i) each November 2021 Warrant may be exchanged for 42% of a November 2021 Exchanged Warrant Share, and (ii) each December 2021 Warrants may from time to time be exchanged for 42% of a December 2021 Exchanged Warrant Share. | ||||||||||
Exchange Agreement [Member] | December 2021 Warrants [Member] | |||||||||||
Warrants shares | 18,090,123 | 27,840,000 | |||||||||
Share price | $ 3.2653 | ||||||||||
Warrant exercise price | $ 81 | ||||||||||
Common stock, shares | 14,653,000 | 22,550,400 | |||||||||
Exchange Agreement [Member] | November 2021 Warrants [Member] | |||||||||||
Warrants shares | 500,000 | ||||||||||
Warrant exercise price | $ 77 | ||||||||||
Common stock, shares | 385,000 | ||||||||||
Exchange Agreement [Member] | September 2021 Warrants [Member] | |||||||||||
Warrants shares | 12,000,000 | ||||||||||
Common stock, shares | 6,000,000 | ||||||||||
Warrant Holder [Member] | |||||||||||
Warrants shares | 83,012,781 | 83,012,781 | |||||||||
Placement Agent [Member] | |||||||||||
Warrants shares | 6,641,022 | 6,641,022 | |||||||||
Holder [Member] | |||||||||||
Number of warrants canceled | 82,260,699 | ||||||||||
Warrant Liability [Member] | |||||||||||
Warrant, Exercise Price, Increase | $ 3.265 | ||||||||||
Warrants shares | 61,430,123 | 61,430,123 | 98,324,692 | ||||||||
Warrants and Rights Outstanding, Term | 5 years | 5 years | |||||||||
Equity, Fair Value Disclosure | $ 243,681,478 | $ 243,681,478 |
Schedule of Related Party Trans
Schedule of Related Party Transaction (Details) | Jun. 30, 2022 USD ($) |
Related Party Transaction [Line Items] | |
Balance, June 30, 2022 | $ 15,416,136 |
ZASH Global Media [Member] | |
Related Party Transaction [Line Items] | |
Balance, June 30, 2022 | 15,387,276 |
Other [Member] | |
Related Party Transaction [Line Items] | |
Balance, June 30, 2022 | $ 28,860 |
Related Party Transaction (Deta
Related Party Transaction (Details Narrative) - USD ($) | 6 Months Ended | |||||
Jun. 29, 2022 | Oct. 12, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Aug. 18, 2022 | Feb. 18, 2021 | |
Related Party Transaction [Line Items] | ||||||
Due from Related Parties | $ 15,416,136 | |||||
Debt instrument face amount | $ 56,955,168 | $ 55,000,000 | $ 5,000,000 | |||
Equity method investment aggregate cost | $ 5,000,000 | |||||
Annual salary | 365,066 | $ 59,277 | ||||
Brian Hart [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Compensation | $ 90,000 | |||||
ZVV Media Partners LLC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Ownership percentage | 8% | 80% | ||||
MagnifiU Inc [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Ownership percentage | 15% | |||||
ZASH global media and entertainment corporation [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Business Combination, Consideration Transferred | $ 6,750,000 | |||||
ZVV Media Partners LLC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Debt instrument, interest rate, percentage | 3% | |||||
Due to Affiliate | $ 1,500,000 | |||||
Maturity date | Oct. 12, 2023 | |||||
Equity method investment aggregate cost | $ 2,411,140 | |||||
Two Note Payables [Member] | ZASH [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Debt instrument face amount | 2,500,000 | |||||
Six Promissory Notes [Member] | ZASH [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Debt instrument face amount | 18,451,250 | |||||
Secured Promissory Note [Member] | ZASH [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Debt instrument face amount | 56,955,167 | |||||
Proceeds from loans | $ 70,000,000 | |||||
Debt instrument, interest rate, percentage | 5% | |||||
ZASH Global Media [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Due from Related Parties | 15,387,276 | |||||
Annual salary | 100,000 | |||||
MagnifiU [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Annual salary | $ 100,000 |
Schedule of Operating Lease Lia
Schedule of Operating Lease Liabilities (Details) - USD ($) | Jun. 30, 2022 | Dec. 31, 2021 |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating leases - ROU assets | $ 629,521 | $ 168,914 |
Operating lease liabilities (current) | 203,022 | |
Operating lease liabilities (noncurrent) | 437,369 | $ 70,514 |
Total operating lease liabilities | $ 640,391 |
Schedule of Reconciliation of F
Schedule of Reconciliation of Future Undiscounted Cash Flows (Details) | Jun. 30, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2022 (Jul-Dec) | $ 119,547 |
2023 | 201,121 |
2024 | 136,050 |
2025 | 120,453 |
2026 | 126,475 |
Thereafter | 10,582 |
Undiscounted Cash Flows | 714,228 |
Less: Implied Interest | (73,837) |
Total operating lease liabilities | $ 640,391 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) - USD ($) | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Payments for Rent | $ 365,066 | $ 59,277 | |
Operating Lease, Liability | 640,391 | ||
Operating Lease, Right-of-Use Asset | $ 629,521 | $ 168,914 | |
Weighted-average remaining lease term | 2 years 9 months 14 days |
Schedule of Share-based Compens
Schedule of Share-based Compensation, Stock Options, Activity (Details) | 6 Months Ended |
Jun. 30, 2022 USD ($) $ / shares shares | |
Equity [Abstract] | |
Shares, beginning balance | shares | 80,000 |
Weighted average exercise price, beginning balance | $ / shares | $ 7.01 |
Remaining contractual life in years, beginning balance | 1 year 4 months 24 days |
Aggregate intrinsic value, beginning balance | $ | |
Shares, granted | shares | |
Weighted average exercise price, granted | $ / shares | |
[custom:SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsGrantsWeightedAverageRemainingContractualTerm] | |
Aggregate intrinsic value, granted | $ | |
Shares forfeited | shares | 80,000 |
Weighted average exercise price, forfeited | $ / shares | |
[custom:SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsForfeitedWeightedAverageRemainingContractualTerm] | |
Aggregate intrinsic value, forfeited | $ | |
Shares, ending balance | shares | |
Weighted average exercise price, ending balance | $ / shares | |
Remaining contractual life in years, ending balance | |
Aggregate intrinsic value, ending balance | $ | |
Shares, exercisable, ending balance | shares | |
Weighted average exercise price, exercisable, ending balance | $ / shares | |
Remaining contractual life in years, ending balance | |
Aggregate intrinsic value, exercisable, ending balance | $ |
Schedule of Anti-dilutive Secur
Schedule of Anti-dilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Warrants | 127,942,977 | 140,297,107 |
Total | 127,942,977 | 140,297,107 |
Shares reserved in exchange for the cancellation of certain non voting membership interest in EVNTLLC [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Warrants | 4,000,000 | |
Total | 4,000,000 | |
Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Warrants | 80,000 | |
Total | 80,000 | |
Convertible Debt Securities [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Warrants | 28,671,213 | 28,274,454 |
Total | 28,671,213 | 28,274,454 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Warrants | 99,271,764 | 107,942,653 |
Total | 99,271,764 | 107,942,653 |
Stockholders_ Equity (Details N
Stockholders’ Equity (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Oct. 14, 2022 | May 12, 2022 | Dec. 31, 2021 | Sep. 04, 2021 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Number of common stock authorized | 250,000,000 | 250,000,000 | 245,000,000 | 250,000,000 | 250,000,000 | |||
Common Stock, Shares, Outstanding | 233,140,993 | 233,140,993 | 150,118,024 | |||||
Proceeds from Warrant Exercises | $ 101,036,839 | $ 80,406,355 | ||||||
Number of shares authorized | 250,000,000 | |||||||
Number of preferred stock authorized | 5,000,000 | |||||||
Unvested options | 0 | 0 | ||||||
Unrecognized equity-based compensation expense | $ 0 | $ 0 | ||||||
Net Income (Loss) Attributable to Parent | 145,928,165 | $ (183,668,746) | (227,019,793) | $ (246,138,300) | ||||
Dilutive [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Net Income (Loss) Attributable to Parent | $ 145,928,165 | |||||||
Antidilutive [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Net Income (Loss) Attributable to Parent | $ 227,019,793 | |||||||
2021 Equity Incentive Plan [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Share based compensation arrangement | 3,267,040 | 3,267,040 | 9,000,000 | |||||
Reserved shares | 465,827 | 465,827 | ||||||
Common Stock [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Number of common stock authorized | 250,000,000 | 250,000,000 | ||||||
Common Stock, Shares, Outstanding | 233,140,993 | 233,140,993 | 150,118,024 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period | 30,862,188 | 1,000,000 | 31,742,986 | |||||
Number of shares authorized | 249,000,000 | |||||||
Warrant [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period | 61,430,123 | |||||||
Warrant [Member] | Common Stock [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period | 98,324,692 | |||||||
Proceeds from Warrant Exercises | $ 101,081,926 | |||||||
Preferred Stock [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Number of shares authorized | 1,000,000 | |||||||
Number of preferred stock authorized | 1,000,000 | 1,000,000 |
Schedule of Revenue by Geograph
Schedule of Revenue by Geographical Areas (Details) | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Concentration Risk [Line Items] | ||
Total net revenues | 10% | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | North America [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 100% | 100% |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer A [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 11% | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer B [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 38% | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer C [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 33% | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Customer D [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 25% |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||||||||
Feb. 10, 2023 | Feb. 05, 2023 | Feb. 04, 2023 | Dec. 19, 2022 | Oct. 26, 2022 | Oct. 14, 2022 | Aug. 18, 2022 | Aug. 05, 2022 | Jul. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 12, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2021 | Sep. 30, 2022 | Dec. 31, 2021 | Feb. 03, 2023 | Jul. 29, 2022 | Jun. 29, 2022 | May 12, 2022 | Nov. 30, 2021 | Jul. 22, 2021 | Feb. 18, 2021 | Dec. 31, 2020 | |
Common stock, shares authorized | 245,000,000 | 250,000,000 | 250,000,000 | 250,000,000 | 250,000,000 | ||||||||||||||||||||
Class of warrant | $ 0.36 | $ 0.65 | |||||||||||||||||||||||
Stock redeemed | $ 33,886,612 | ||||||||||||||||||||||||
Stock redeemed, shares | 82,260,699 | ||||||||||||||||||||||||
Repayments of debt | $ 33,000,000 | ||||||||||||||||||||||||
Intangible assets net | $ 71,500,930 | $ 71,500,930 | |||||||||||||||||||||||
Goodwill | $ 138,166,483 | 138,166,483 | $ 121,580,144 | $ 5,983,852 | |||||||||||||||||||||
Goodwill impairment loss | $ 453,449 | $ 453,449 | $ 591,729 | ||||||||||||||||||||||
Debt Instrument, Face Amount | $ 55,000,000 | $ 56,955,168 | $ 5,000,000 | ||||||||||||||||||||||
Preferred stock, shares authorized | 5,000,000 | ||||||||||||||||||||||||
Securities Purchase Agreement [Member] | Investor [Member] | |||||||||||||||||||||||||
Class of warrant | $ 2.655 | ||||||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||||||
Common stock, shares authorized | 250,000,000 | 250,000,000 | |||||||||||||||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 40,000 | 451,272 | 303,483 | ||||||||||||||||||||||
Number of convertible shares issued | 564,827 | 40,000 | 6,139,252 | ||||||||||||||||||||||
Preferred Stock [Member] | |||||||||||||||||||||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | |||||||||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||||||||||
Common stock, shares authorized | 250,000,000 | ||||||||||||||||||||||||
Repayments of debt | 65,000,000 | ||||||||||||||||||||||||
Number of shares repurchased | 55,000,000 | ||||||||||||||||||||||||
Proceeds from loans | $ 70,000,000 | ||||||||||||||||||||||||
Intangible assets net | $ 3,747,349 | ||||||||||||||||||||||||
Goodwill | $ 4,938,674 | ||||||||||||||||||||||||
Shares new issues | 10 | ||||||||||||||||||||||||
Debt amount released from control account | $ 4,000,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | July Note [Member] | |||||||||||||||||||||||||
Debt conversion price | $ 0.7831 | ||||||||||||||||||||||||
Debt instrument, interest rate, percentage | 18% | ||||||||||||||||||||||||
Subsequent Event [Member] | Securities Purchase Agreement [Member] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,500,000 | $ 2,000,000 | |||||||||||||||||||||||
Convertible note and preferred stock | $ 10,000,000 | ||||||||||||||||||||||||
Debt conversion price | $ 0.7831 | ||||||||||||||||||||||||
Closing price percentage | 110% | ||||||||||||||||||||||||
Convertible note and preferred stock | 2,937,046 | ||||||||||||||||||||||||
Subsequent Event [Member] | Securities Purchase Agreement [Member] | Investor [Member] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | 10,000,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Securities Purchase Agreement [Member] | Investor One [Member] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | 300,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Securities Purchase Agreement [Member] | Investor Two [Member] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,500,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Exchange Agreement [Member] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 250,000 | ||||||||||||||||||||||||
Number of convertible shares issued | 26,000,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Exchange Agreement [Member] | Initial Closing Date [Member] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | 105,000 | ||||||||||||||||||||||||
Number of convertible shares issued | 10,800,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Exchange Agreement [Member] | First Trading Day [Member] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 145,000 | ||||||||||||||||||||||||
Number of convertible shares issued | 15,200,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | |||||||||||||||||||||||||
Common stock, shares authorized | 245,000,000 | ||||||||||||||||||||||||
Shares new issues | 249,000,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Preferred Stock [Member] | |||||||||||||||||||||||||
Shares new issues | 1,000,000 | ||||||||||||||||||||||||
Preferred stock, shares authorized | 5,000,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 144,000,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Series A Preferred Stock [Member] | Securities Purchase Agreement [Member] | |||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 10,000,000 | ||||||||||||||||||||||||
Preferred stock par value | $ 0.001 | ||||||||||||||||||||||||
Subsequent Event [Member] | EVNT Platform LLC [Member] | |||||||||||||||||||||||||
Intangible assets net | $ 6,607,989 | ||||||||||||||||||||||||
Subsequent Event [Member] | Lomotif [Member] | |||||||||||||||||||||||||
Goodwill impairment loss | 96,901,960 | ||||||||||||||||||||||||
Subsequent Event [Member] | Ad Rizer LLC [Member] | |||||||||||||||||||||||||
Goodwill impairment loss | $ 16,546,760 | ||||||||||||||||||||||||
Subsequent Event [Member] | Elliot Goldstein [Member] | |||||||||||||||||||||||||
Share based compensation | $ 100,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Interim Chief Executive Officer [Member] | |||||||||||||||||||||||||
Share based compensation | $ 210,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Gabe Hunterton [Member] | |||||||||||||||||||||||||
Share based compensation | 135,000 | ||||||||||||||||||||||||
Subsequent Event [Member] | Ross Miller [Member] | |||||||||||||||||||||||||
Share based compensation | $ 163,525 | ||||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||||
Common stock, shares authorized | 750,000,000 | 750,000,000 | 750,000,000 | ||||||||||||||||||||||
Maximum [Member] | Subsequent Event [Member] | |||||||||||||||||||||||||
Debt amount released from control account | $ 3 | ||||||||||||||||||||||||
Maximum [Member] | Subsequent Event [Member] | Ankura Consulting Group [Member] | |||||||||||||||||||||||||
Services rendered | $ 30,000 | ||||||||||||||||||||||||
Minimum [Member] | Subsequent Event [Member] | July Note [Member] | |||||||||||||||||||||||||
Cash deposit in control account | $ 3,000,000 | ||||||||||||||||||||||||
Minimum [Member] | Subsequent Event [Member] | Ankura Consulting Group [Member] | |||||||||||||||||||||||||
Services rendered | $ 900 |