Document And Entity Information
Document And Entity Information | Dec. 31, 2021 |
Document Information Line Items | |
Entity Registrant Name | Lion Group Holding Ltd. |
Document Type | F-1/A |
Amendment Flag | true |
Amendment Description | Amendment No. 9 |
Entity Central Index Key | 0001806524 |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Entity Incorporation, State or Country Code | E9 |
Entity Address, Address Line One | 3 Phillip Street |
Entity Address, Address Line Two | #15-04 Royal Group Building |
Entity Address, Country | SG |
Entity Address, City or Town | Singapore |
Entity Address, Postal Zip Code | 048693 |
City Area Code | +65 |
Local Phone Number | 8877 3871 |
Business Contact | |
Document Information Line Items | |
Entity Address, Address Line One | 122 East 42nd Street |
Entity Address, Address Line Two | 18th Floor |
Entity Address, City or Town | New York |
Entity Address, Postal Zip Code | 10168 |
City Area Code | (212) |
Local Phone Number | 947-7200 |
Contact Personnel Name | Cogency Global Inc. |
Entity Address, State or Province | NY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 | |
Current Assets | |||
Cash and cash equivalents | $ 15,098,151 | $ 3,426,467 | |
Restricted cash-bank balances held on behalf of customers | 653,324 | 1,367,630 | |
Securities owned, at fair value | 15,900,369 | 17,622 | |
Receivables from broker-dealers and clearing organizations | 87,938,377 | 8,089,193 | |
Short-term loans receivable | 2,239,378 | ||
Other receivables | 67,352 | 724,708 | |
Prepaids,deposits and other | 8,741,735 | 749,231 | |
Total current assets | 128,399,308 | 16,614,229 | |
Long term investment | 1,550,314 | ||
Fixed assets, net | 17,507,742 | 34,919 | |
Other assets | 1,459,467 | 6,255,793 | |
Deferred taxes | 1,128 | ||
Total Assets | 148,916,831 | 22,906,069 | |
Current Liabilities | |||
Payables to customers | 35,959,925 | 5,221,270 | |
Payables to broker-dealers and clearing organizations | 53,101,820 | 3,845,740 | |
Accrued expenses and other payables | 1,623,354 | 1,802,274 | |
Derivative liabilities, at fair value | 554,710 | 5,653 | |
Short-term borrowings | 110,000 | 293,905 | |
Due to director | 161,044 | 149,522 | |
Total current liabilities | 91,510,853 | 11,318,364 | |
Convertible debenture | 816,006 | ||
Warrant liabilities | 1,940,625 | 1,469,821 | |
Total Liabilities | 93,451,478 | 13,604,191 | |
Commitments and Contingencies | |||
Mezzanine Equity | |||
Series B Convertible Preferred Shares - 4,000 shares authorized, stated value of $1,000 per share, 4,000 and none shares issued and outstanding at December 31, 2021 and 2020, respectively | 1,222,771 | ||
Stockholders’ Equity | |||
Preferred shares, $0.0001 par value, 50,000,000 shares authorized, Series A Convertible Preferred Shares - 345,000 shares authorized, stated value of $1,000 per share, 6,500 and none shares issued and outstanding at December 31, 2021 and 2020, respectively | 3,929,206 | ||
Class A ordinary shares, $0.0001 par value, 300,000,000 shares authorized, 29,677,969 and 9,627,553 shares issued and outstanding at December 31, 2021 and 2020, respectively | [1] | 2,968 | 963 |
Class B ordinary shares, $0.0001 par value, 150,000,000 shares authorized, 9,843,096 shares issued and outstanding at December 31, 2021 and 2020, respectively | [1] | 984 | 984 |
Additional paid in capital | [1] | 54,057,211 | 12,269,761 |
Accumulated deficit | (2,929,580) | (2,952,362) | |
Accumulated other comprehensive losses | (57,532) | (17,468) | |
Total LGHL shareholders’ equity | 55,003,257 | 9,301,878 | |
Non-controlling interest | (760,675) | ||
Total shareholders’ equity | 54,242,582 | 9,301,878 | |
Total Liabilities, Mezzanine Equity and Shareholders’ Equity | $ 148,916,831 | $ 22,906,069 | |
[1] | Par value of ordinary shares, additional paid -in |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Preferred shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 50,000,000 | 50,000,000 |
Series B Convertible Preferred Shares | ||
Convertible preferred shares,shares authorized | 4,000 | 4,000 |
Convertible preferred shares stated value, per share (in Dollars per share) | $ 1,000 | $ 1,000 |
Convertible preferred shares, shares issued | 4,000 | |
Convertible preferred shares, shares outstanding | 4,000 | |
Series A Convertible Preferred Shares | ||
Convertible preferred shares,shares authorized | 345,000 | 345,000 |
Convertible preferred shares stated value, per share (in Dollars per share) | $ 1,000 | $ 1,000 |
Convertible preferred shares, shares issued | 6,500 | |
Convertible preferred shares, shares outstanding | 6,500 | |
Class A Ordinary Shares | ||
Ordinary shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Ordinary shares, shares authorized | 300,000,000 | 300,000,000 |
Ordinary shares, shares issued | 29,677,969 | 9,627,553 |
Ordinary shares, shares outstanding | 29,677,969 | 9,627,553 |
Class B Ordinary Shares | ||
Ordinary shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Ordinary shares, shares authorized | 150,000,000 | 150,000,000 |
Ordinary shares, shares issued | 9,843,096 | 9,843,096 |
Ordinary shares, shares outstanding | 9,843,096 | 9,843,096 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Revenues | ||||
Insurance brokerage commissions | $ 542,795 | $ 959,299 | $ 2,648,119 | |
Securities brokerage commissions and fees | 3,188,684 | 1,890,502 | 2,210,915 | |
Market making commissions and fees | 4,324,650 | 4,940,623 | 11,056,431 | |
Interest income | 1,351,318 | 138,799 | 757,677 | |
Trading gains | 15,444,919 | 1,833,875 | 1,782,750 | |
Cryptocurrency mining revenue | 1,726,249 | |||
Other income | 479,870 | 467,037 | 70,958 | |
Gross profit | 27,058,485 | 10,230,135 | 18,526,850 | |
Expenses | ||||
Commissions and fees | 3,317,692 | 1,845,994 | 3,355,205 | |
Compensation and benefits | 4,069,203 | 3,802,793 | 2,430,636 | |
Occupancy | 778,881 | 683,160 | 591,936 | |
Communication and technology | 1,929,981 | 1,454,050 | 823,433 | |
Cost of crypto mining | 1,163,846 | |||
General and administrative | 2,016,582 | 2,264,318 | 692,648 | |
Professional fees | 3,836,817 | 1,565,834 | 761,238 | |
Research and development | 1,205,040 | |||
Services fees | 3,574,579 | 833,864 | 384,840 | |
Interest | 1,608,100 | 183,157 | 731,812 | |
Depreciation | 916,916 | 40,556 | 52,852 | |
Marketing | 913,675 | 651,324 | 55,378 | |
Payment service charge | (181,249) | 245,030 | 355,585 | |
Unrealized loss on equity securities | 1,916,033 | |||
Change in fair value of option liabilities | 149,740 | |||
Change in fair value of warrant liabilities | 470,804 | (777,266) | ||
Other operating | 144,175 | 11,464 | 10,463 | |
Total operating expenses | 27,830,815 | 12,804,278 | 10,246,026 | |
(Loss) income before income taxes | (772,330) | (2,574,143) | 8,280,824 | |
Income tax expense | (54,367) | (1,316) | (64,472) | |
Net (loss) income | (826,697) | (2,575,459) | 8,216,352 | |
Net loss attributable to non-controlling interests | 849,479 | |||
Net income (loss) attributable to LGHL | 22,782 | (2,575,459) | 8,216,352 | |
Deemed dividend on the effect of the down round features | (6,354,500) | |||
Dividends and deemed dividends on preferred shares | (1,810,204) | |||
Net (loss) income attributable to LGHL ordinary shareholders | $ (8,141,922) | $ (2,575,459) | $ 8,216,352 | |
(Loss) earnings per share for both Class A and Class B – basic and diluted(i) (in Dollars per share) | [1] | $ (0.27) | $ (0.25) | $ 1.16 |
Class A Ordinary Shares | ||||
Expenses | ||||
Weighted average Class A ordinary shares outstanding – basic and diluted(i) (in Shares) | [1] | 26,046,212 | 6,180,795 | 3,140,388 |
Class B Ordinary Shares | ||||
Expenses | ||||
Weighted average Class B ordinary shares outstanding – basic and diluted(i) (in Shares) | [1] | 4,041,875 | 3,962,294 | 3,949,993 |
[1] | Share and per share data have been retroactively restated to give effect to the reverse recapitalization that is discussed in Note 1. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (826,697) | $ (2,575,459) | $ 8,216,352 |
Other comprehensive (loss) income | |||
Foreign currency translation adjustment | (40,064) | 20,487 | 75,637 |
Comprehensive (loss) income | $ (866,761) | $ (2,554,972) | $ 8,291,989 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders’ Equity - USD ($) | Series AConvertible Preferred Shares | Class AOrdinary Shares | Class BOrdinary Shares | Additional Paid-in Capital [Member] | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income | Noncontrolling Interest | Total | ||||||
Balance at Dec. 31, 2018 | $ 314 | [1] | $ 395 | [1] | $ 12,503,046 | [1] | $ (3,598,639) | $ (113,592) | $ 5,768,918 | |||||
Balance (in Shares) at Dec. 31, 2018 | [1] | 3,140,388 | 3,949,993 | |||||||||||
Return of capital | (4,898,012) | [1] | (1,875,406) | |||||||||||
Dividends declared | (4,994,616) | (4,994,616) | ||||||||||||
Net income (loss) | 8,216,352 | 8,216,352 | ||||||||||||
Other comprehensive income (loss) | 75,637 | 75,637 | ||||||||||||
Balance at Dec. 31, 2019 | $ 314 | [1] | $ 395 | [1] | 7,605,034 | [1] | (376,903) | (37,955) | 7,190,885 | |||||
Balance (in Shares) at Dec. 31, 2019 | [1] | 3,140,388 | 3,949,993 | |||||||||||
Effect of reverse recapitalization, net of costs | $ 336 | [1],[2] | $ 580 | [1],[2] | (2,242,234) | [1],[2] | (2,241,318) | [2] | ||||||
Effect of reverse recapitalization, net of costs (in Shares) | 3,357,574 | [1],[2] | 5,801,221 | [1],[2] | ||||||||||
Conversion of rights to ordinary shares upon the reverse recapitalization | $ 115 | [1] | [1] | (115) | [1] | |||||||||
Conversion of rights to ordinary shares upon the reverse recapitalization (in Shares) | 1,150,000 | [1] | [1] | |||||||||||
Shares issued to prior D&O | $ 30 | [1] | 59,970 | [1] | 60,000 | |||||||||
Shares issued to prior D&O (in Shares) | 300,000 | [1] | ||||||||||||
Shares issued in connection with August 2020 PIPE, net of costs | $ 165 | [1] | 2,530,536 | [1] | 2,530,701 | |||||||||
Shares issued in connection with August 2020 PIPE, net of costs (in Shares) | 1,650,000 | [1] | ||||||||||||
Shares issued as a result of post-merger consideration adjustment | $ 3 | [1] | $ 9 | [1] | (12) | [1] | ||||||||
Shares issued as a result of post-merger consideration adjustment (in Shares) | 29,591 | [1] | 91,882 | [1] | ||||||||||
2020 incentive shares granted and unissued | 3,656,800 | [1] | 3,656,800 | |||||||||||
Detachable warrants issued in connection with December 2020 Convertible Debenture, net of costs | 454,089 | [1] | 454,089 | |||||||||||
Beneficial conversion feature in connection with December 2020 Convertible Debenture | 205,693 | [1] | 205,693 | |||||||||||
Net income (loss) | (2,575,459) | (2,575,459) | ||||||||||||
Other comprehensive income (loss) | 20,487 | 20,487 | ||||||||||||
Balance at Dec. 31, 2020 | $ 963 | [1] | $ 984 | [1] | 12,269,761 | [1] | (2,952,362) | (17,468) | 9,301,878 | |||||
Balance (in Shares) at Dec. 31, 2020 | [1] | 9,627,553 | 9,843,096 | |||||||||||
Issuance of January 2021 Call Options for service | 1,909,000 | [1] | 1,909,000 | |||||||||||
Conversion of Debenture into ordinary shares | $ 89 | [1] | 1,611,511 | [1] | 1,611,600 | |||||||||
Conversion of Debenture into ordinary shares (in Shares) | 889,667 | [1] | ||||||||||||
Exercise of December 2020 Warrants | $ 1,420 | [1] | 27,398,580 | [1] | 27,400,000 | |||||||||
Exercise of December 2020 Warrants (in Shares) | 14,200,000 | [1] | ||||||||||||
Exercise of August 2020 PIPE Warrants | $ 77 | [1] | 1,541,589 | [1] | 1,541,666 | |||||||||
Exercise of August 2020 PIPE Warrants (in Shares) | 770,833 | [1] | ||||||||||||
Issuance of ordinary shares in connection with 2020 Share Incentive Plan | $ 148 | [1] | (148) | [1] | ||||||||||
Issuance of ordinary shares in connection with 2020 Share Incentive Plan (in Shares) | 1,486,504 | [1] | ||||||||||||
Issuance of ordinary shares to Yun Tian | $ 36 | [1] | 777,935 | [1] | 777,971 | |||||||||
Issuance of ordinary shares to Yun Tian (in Shares) | 353,623 | [1] | ||||||||||||
Exercise of January 2021 Call Options | $ 200 | [1] | 3,999,800 | [1] | 4,000,000 | |||||||||
Exercise of January 2021 Call Options (in Shares) | 2,000,000 | [1] | ||||||||||||
Issuance of Series A Convertible Preferred Shares and detachable February 2021 Warrants, net of costs | $ 4,231,453 | 2,067,547 | 6,299,000 | |||||||||||
Issuance of Series A Convertible Preferred Shares and detachable February 2021 Warrants, net of costs (in Shares) | 7,000 | [1] | ||||||||||||
Beneficial conversion feature (“BCF”) of Series A Convertible Preferred Shares | $ (1,562,905) | 1,562,905 | ||||||||||||
Beneficial conversion feature (“BCF”) of Series A Convertible Preferred Shares (in Shares) | [1] | |||||||||||||
Deemed dividend on Series A Convertible Preferred Shares in connection with BCF | $ 1,562,905 | [1] | (1,562,905) | |||||||||||
Accrued dividends on Series A Convertible Preferred Shares | (195,000) | (195,000) | ||||||||||||
Conversion of Series A Convertible Preferred Shares and accrued dividends | $ (302,247) | [1] | $ 35 | 302,212 | ||||||||||
Conversion of Series A Convertible Preferred Shares and accrued dividends (in Shares) | (500) | [1] | 349,789 | |||||||||||
Issuance of Series B Convertible Preferred Shares and detachable December 2021 Warrants, net of costs | 942,448 | 3,742,000 | ||||||||||||
BCF of Series B Convertible Preferred Shares | 1,613,080 | |||||||||||||
Deemed dividend on Series B Convertible Preferred Shares in connection with BCF and accretion of discounts | (36,299) | |||||||||||||
Accrued dividends on Series B Convertible Preferred Shares | (16,000) | (16,000) | ||||||||||||
Acquisition of noncontrolling interest | (128,804) | 88,804 | (40,000) | |||||||||||
Net income (loss) | 22,782 | (849,479) | (826,697) | |||||||||||
Other comprehensive income (loss) | (40,064) | (40,064) | ||||||||||||
Balance at Dec. 31, 2021 | $ 3,929,206 | $ 2,968 | [1] | $ 984 | [1] | $ 54,057,211 | [1] | $ (2,929,580) | $ (57,532) | $ (760,675) | $ 55,465,353 | |||
Balance (in Shares) at Dec. 31, 2021 | 6,500 | 29,677,969 | [1] | 9,843,096 | [1] | |||||||||
Other comprehensive income (loss) (in Shares) | ||||||||||||||
[1] | Par value of ordinary shares, additional paid -in | |||||||||||||
[2] | As a result of the restatement the reverse recapitalization has been reduced by the fair value of approximately $2.2 million of Public Warrants and Private Warrants as a liability as of June 16, 2020 that is discussed in Note 1 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flows from Operating Activities | |||
Net (loss) income | $ (826,697) | $ (2,575,459) | $ 8,216,352 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | |||
Stock based compensation expense | 381,800 | 3,656,800 | |
Change in fair value of warrant liabilities | 470,804 | (777,266) | |
Change in fair value of option liability | 149,740 | ||
Gain on sale of crypto currencies | (17,496) | ||
Amortization of debt discounts | 783,994 | 13,288 | |
Depreciation | 1,295,470 | 40,556 | 52,852 |
Deferred taxes | 1,128 | (451) | (1,827) |
Gain on forgiveness of debt | (104,640) | (25,528) | |
(Increase) decrease in operating assets | |||
Securities owned | (15,882,747) | 162,579 | 927,032 |
Receivables from broker-dealers and clearing organizations | (79,849,184) | (6,404,232) | 4,723,829 |
Prepaids, deposits and other assets | (7,028,192) | (6,080) | (119,489) |
Increase (decrease) in operating liabilities | |||
Payables to customers | 30,738,655 | 1,367,577 | (5,697,526) |
Payables to broker-dealers and clearing organizations | 49,256,080 | 3,845,740 | |
Accrued expenses and other payables | 148,786 | 782,623 | (98,700) |
Net cash (used in) provided by operating activities | (20,482,499) | 105,675 | 7,976,995 |
Cash Flows from Investing Activities | |||
Purchases of fixed assets | (10,234,188) | (20,576) | |
Acquisition of Trademarks | (5,184) | (4,117) | |
Advance payments for assets acquisition | (5,950,000) | ||
Advances to shareholder | (6,484,121) | ||
Advances to unrelated parties | (19,108,159) | ||
Investment in investment funds | (1,550,314) | ||
Acquisition of noncontrolling interest | (40,000) | ||
Short term loans receivable | (1,000,000) | (680,350) | (1,637,310) |
Collection of short term loan | 719,815 | 86,020 | |
Net cash used in investing activities | (12,104,687) | (6,549,514) | (27,254,283) |
Cash Flows from Financing Activities | |||
Dividends paid | (385,901) | ||
Cash acquired in the reverse recapitalization | 2,476,198 | ||
Payments for reverse recapitalization and ordinary shares issuance costs | (1,908,591) | ||
Proceeds from August 2020 PIPE, net of costs | 2,021,951 | ||
Proceeds from the exercise of December 2020 warrants | 27,400,000 | ||
Proceeds from the exercise of August 2020 PIPE Warrants | 1,541,666 | ||
Proceeds from the exercise of January 2021 Call Options | 4,000,000 | ||
Proceeds from issuance Series A Convertible Preferred Shares and detachable warrants, net of issuance costs | 6,299,000 | ||
Proceeds from issuance of Series B Convertible Preferred Shares and detachable December 2021 Warrants, net of costs | 3,742,000 | ||
Proceeds from issuance of ordinary shares to Yuntian | 777,971 | ||
Proceeds from issuance of convertible debenture | 1,540,000 | ||
Proceeds from Short-term borrowings | 110,000 | 21,047,260 | |
Repayment of Short-term borrowings | (292,240) | (1,124,448) | (382,917) |
Repayment of Short-term borrowings from related party | (128,415) | ||
Advances from director | 1,616,565 | 7,679,131 | |
Repayments to director | (1,467,043) | (7,679,131) | |
Net cash provided by financing activities | 43,578,397 | 2,640,316 | 20,664,343 |
Effect of Exchange Rate Changes on Cash, Cash Equivalents, and Restricted Cash | (33,833) | 16,441 | 85,966 |
Net Change in Cash, Cash Equivalents, and Restricted Cash | 10,957,378 | (3,787,082) | 1,473,021 |
Cash, Cash Equivalents, and Restricted Cash – Beginning of Year | 4,794,097 | 8,581,179 | 7,108,158 |
Cash, Cash Equivalents, and Restricted Cash – End of Year | 15,751,475 | 4,794,097 | 8,581,179 |
Noncash Investing and Financing Activities | |||
Settlement of short-term loans receivable and borrowings | 19,120,332 | ||
Return of capital through reduction in subscription receivable | 3,022,606 | ||
Return of capital through reduction in due from shareholder | 1,875,406 | ||
Dividends made through reduction in due from shareholder | 4,608,715 | ||
Dividends declared and payable at year-end | 385,901 | ||
Net liabilities acquired in the reverse recapitalization | 57,963 | ||
Increase in payables for ordinary shares isssuance costs | 504,084 | ||
Transfer from other assets to intangible assets | 13,277 | ||
Decrease in accrued expenses for shares issued to prior D&O | 60,000 | ||
Convertible debenture debt discounts and issuance costs charged to equity | 659,782 | ||
Subscription receivable for the shares issued in August 2020 PIPE | 508,750 | ||
Decrease in notes receivable and other assets in exchange for fixed assets (Note 8) | 8,000,000 | ||
Decrease in receivable in exchange for fixed assets | 534,564 | ||
Value of January 2021 Call Options issued for service | 1,909,000 | ||
Issuance of ordinary shares in connection with 2020 Share Incentive Plan | 148 | ||
Conversion of crypto currencies to USDT | 17,496 | ||
Conversion of Debenture into ordinary shares | 1,611,600 | ||
Conversion of Series A Convertible Preferred Shares and accrued dividends | 302,247 | ||
Accrued dividends on Series A and Series B Convertible Preferred Shares | 211,000 | ||
Deemed dividend on Series A and Series B Convertible Preferred Shares | 1,599,204 | ||
Supplemental Disclosure of Cash Flow Information | |||
Cash paid for interest | 841,847 | 115,160 | 729,504 |
Cash paid for income taxes | $ 54,667 | $ 8,227 | $ 1,521 |
Organization and Principal Acti
Organization and Principal Activities | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Principal Activities | Note 1 — Organization and Principal Activities Lion Group Holding Ltd. (the “Company”, “Lion” or “LGHL”) is a company with limited liability registered as an exempted company in the Cayman Islands. The Company and its subsidiaries (collectively referred to as the “Group”) provide securities, futures and derivatives brokerage services, insurance brokerage services and market maker trading services. As a result of the transaction described below, the Company’s ordinary shares and warrants started to be traded on the NASDAQ Capital Market under the ticker symbols LGHL and LGHLW, respectively on June 17, 2020. Each American Depositary Shares (“ADSs”) of the Company represents one Class A ordinary share. Reverse Recapitalization The Company was incorporated on February 11, 2020 for the sole purpose of consummating the business combination described further below. A business combination agreement dated March 10, 2020, as amended and restated on May 12, 2020 (the “Business Combination Agreement”), was entered into by and among the Company, Proficient Alpha Acquisition Corp., a Nevada corporation (“PAAC”), Lion MergerCo I, Inc., a Delaware corporation and a wholly -owned On June 16, 2020, the Company consummated the Business Combination (the “Closing”) and each of PAAC and LFGL became a wholly -owned -tenth The Business Combination was accounted for as a reverse recapitalization in accordance with U.S. generally accepted accounting principles. Under this method of accounting, LGHL and PAAC are treated as the “acquired” company for financial reporting purpose. This determination was primarily based on LFGL comprising the ongoing operations of the combined company, LFGL’s senior management comprising the senior management of the combined company, and LFGL’s stockholders having a majority of the voting power of the combined company. Accordingly, for accounting purposes, LFGL is deemed the accounting acquirer in the transaction. The transaction is not a business combination because neither PAAC nor LGHL was a business under ASC 805. Consequently, the transaction is treated as the equivalent of LFGL issuing stock for the net monetary assets of PAAC, accompanied by a recapitalization of LFGL. Accordingly, the consolidated assets, liabilities and results of operations of LFGL are the historical financial statements of the combined company, and LGHL and PAAC’s assets, liabilities and results of operations are consolidated with LFGL beginning on June 16, 2020. The consolidated financial statements are prepared as a continuation of the financial statements of LFGL, the acquirer and predecessor, with retrospective adjustments to give effect of the reverse recapitalization. The equity is restated using the exchange ratio of 141.81 established in the reverse recapitalization transaction, which is 7,090,381 (the number of Exchange Shares excluding Escrow Shares, see below) divided by 50,000, to reflect the equity structure of the legal acquirer, LGHL. Earnings (loss) per share is retrospectively restated using the historical weighted -average The par value of ordinary shares was adjusted retrospectively from $0 to $709, and the difference of $709 was adjusted retrospectively as additional paid -in reflect this change. Upon the consummation of the reverse recapitalization, the assets and liabilities of PAAC were recognized at fair value. The fair value of cash and short -term -in Cash $ 2,476,198 Prepaid expenses and other current assets 209 Warrant liabilities (2,247,087 ) Accrued expenses (57,963 ) Net assets acquired by LGHL as of June 16, 2020 $ 171,357 During the year ended December 31, 2020, the Group incurred approximately $2.4 million of direct and incremental transaction costs, consisting of legal, accounting and financial consulting services directly associated with the reverse recapitalization. In accordance with SEC reporting guidance with regards to an operating company’s reverse acquisition with a nonoperating company having some cash, transaction costs incurred for the reverse acquisition, such as legal fees, investment banking fees and the like, may be charged directly to equity to the extent of the cash received, while all costs in excess of cash received should be charged to expense. Accordingly, the Group charged transaction costs of approximately $2.4 million to additional paid in capital in the consolidated financial statements. 1,933,740 Class B ordinary shares being 15% of the Exchange Shares (“Indemnity Escrow Shares”) otherwise issuable to LFGL shareholders are set aside in escrow for a period of 24 months after the closing to satisfy any post -closing • • Principal Activities The Group generates commission revenues by enabling its customers to trade in securities, futures and derivative markets throughout the world. The Group’s trading customers consist of corporate clients, individual traders and retail investors primarily located in People’s Republic of China (“PRC”) and Southeast Asia, although its trading platform allows it to serve customers worldwide. The Group also generates commission revenues by providing insurance brokerage services to high -net-worth In May 2019, the Group began to serve as the counterparty to its customers in derivative transactions. This predominantly occurs when a customer utilizes a contract for difference (CFD). CFDs allow for the exchange of the difference in value of a particular asset such as a currency pair between the time at which a contract is opened and the time at which it is closed. If the trades of one customer can be used to naturally offset the trades of another customer, the Group will act as the market maker to offer liquidity and pricing to both customers. When such an offsetting is not available, the Group may choose to use its own trades to offset the trades of its customer, and the Group may also act as a broker in arranging trades between the customer and third -party The Group officially began offering total return swap (TRS) trading services to customers in July 2020. The Group has entered into International Swaps and Derivatives Association (ISDA) master agreements and related supplementary agreements with two of the top five swap traders in China. The Group is currently offering A -shares -share For the years ended December 31, 2021 and 2020, no trading customers accounted for more than 10% of the Group’s total revenue; for the year ended December 31, 2019, the Group had two trading customers’ account which accounted for 35% of its total revenue. For the years ended December 31, 2021, 2020, and 2019, one clearing broker accounted for 61%, 73%, and 43%, respectively, of the Group’s total commissions expense. For the years ended December 31, 2021, 2020, and 2019, the Group placed 77% (2% of total revenue in 2021), 77% (7% of total revenue in 2020), and 72% (10% of total revenue in 2019), respectively, of its insurance brokerage sales with one insurance provider. The Group commenced bitcoin mining operations in late May 2021 and voluntarily ceased the operation in October 2021 as the electricity cost increased significantly. The subsidiaries of the Company include a participant of the Stock Exchange of Hong Kong Limited (“SEHK”) and Hong Kong Securities Clearing Company Limited (“HKSCC”), remote trading member of Singapore Exchange Limited (“SGX”), and member of the Professional Insurance Brokers Association Limited (“PIBA”); possess the licenses issued by Hong Kong Securities and Futures Commission (“HKSFC”) to carry out regulated activities including Type 1 Dealing in Securities, Type 2 Dealing in Futures Contracts, Type 4 Advising on Securities, Type 5 Advising on Futures Contracts, and Type 9 Asset Management, the full license issued by Cayman Islands Monetary Authority (“CIMA”) to carry out securities investment business including Broker Dealer and Market Maker, and the Capital Markets Service License (“CMS License”) issued by the Monetary Authority of Singapore. COVID-19 In December 2019, COVID -19 -19 -19 -19 -19 -19 -19 -19 futures contract volumes decreased significantly compared to prior year, which was mainly attributable to economic and financial impact brought about by COVID -19 -19 Details of the Company’s subsidiaries as of December 31, 2021 are as follows: Company name Date of Place of Ownership Principal Lion Financial Group Limited June 16, 2015 British Virgin Islands 100% Investment holding Lion Wealth Management Limited February 16, 2017 British Virgin Islands 100% Investment holding Lion International Securities Group Limited May 20, 2016 Hong Kong 100% Securities brokerage Lion Futures Limited May 20, 2016 Hong Kong 100% Futures brokerage Lion Investment (Hong Kong) Limited (F/K/A Lion Foreign Exchange Limited) May 20, 2016 Hong Kong 100% Dormant Lion Asset Management Limited (F/K/A Lion Capital Management Limited) May 20, 2016 Hong Kong 100% Asset management BC Wealth Management Limited October 14, 2014 Hong Kong 100% Insurance brokerage Lion Wealth Limited October 4, 2018 Hong Kong 100% Marketing and support service Lion Brokers Limited May 2, 2017 Cayman Islands 100% Broker dealer and market maker Lion Investment Fund SPC June 11, 2019 Cayman Islands 100% Dormant Lion International Financial (Singapore) Pte. LTD. July 26,2019 Singapore 100% Dormant Lion Group North America Corp. (F/K/A Proficient Alpha Acquisition Corp.) June 16, 2020 Nevada, USA 100% Dormant Lion Fintech Group Limited April 13, 2021 British Virgin Islands 100% Investment holding Royal Lion Investment Limited April 13, 2021 Cayman Islands 70% Investment holding Company name Date of Place of Ownership Principal Royal Lion Middle East DMCC April 13, 2021 Dubai 70% Trading in crypto -commodities Lion NFT Limited May 7, 2021 British Virgin Islands 90% Investment and innovation in digital assets Flying Lion Limited June 17, 2021 Cayman Islands 70% Investment and innovation in digital assets Lion Group (Hangzhou) Investment Limited May 7, 2021 China 100% Technology development, consulting, conference and exhibition services Aquarius Sponsor Ltd. April 12, 2021 British Virgin Islands 51% Investment holding Aquarius II Sponsor Ltd/ May 4, 2021 British Virgin Islands 51% Investment holding Aquarius I Acquisition Corp. April 15, 2021 Cayman Islands 51% Special purpose acquisition company Aquarius II Acquisition Corp. May 5, 2021 Cayman Islands 51% Special purpose acquisition company Lion Metaverse Limited October 26, 2021 British Virgin Islands 50% Technology development |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 2 — Significant Accounting Policies Basis of Presentation These consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and have been prepared in accordance with the regulations of the Securities and Exchange Commission (“SEC”). Restatement of Previously Issued Financial Statements The Company has restated its consolidated financial statements as of and for the year ended December 31, 2020, as well as the unaudited condensed consolidated financial statements for the six month -period Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes -Oxley Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non -emerging Principles of Consolidation The consolidated financial statements include the accounts of the Company, and its subsidiaries in which it has a controlling financial interest. A subsidiary is an entity (including a structured entity), directly or indirectly, controlled by the Company. The financial statements of the subsidiaries are prepared for the same reporting period as the Company, using consistent accounting policies. All intra -group -controlling Translation of Foreign Currencies The functional currency is the U.S. dollar for the Group’s Cayman Island operations and the Hong Kong dollar for all other Group operations. The Group’s reporting currency is the U.S. dollar. Assets and liabilities denominated in foreign currencies are translated at year -end Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the financial statements as well as the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents consist of deposits with banks and all highly liquid investments, with maturities of three months or less, that are not segregated and deposited for regulatory purposes. The Group does not have any cash equivalents as of December 31, 2021 and 2020. The Group maintains its cash in bank deposit accounts which at times may exceed insured limits. The Group has not experienced any losses in such accounts. Management believes that the Group is not exposed to any significant credit risk on cash and cash equivalents. Restricted Cash — Bank Balances Held on Behalf of Customers The Group maintains segregated trust accounts with licensed banks or payment platform to hold customer funds in accordance with the relevant legislation. The Group has classified customer funds as bank balances held on behalf of customers with a corresponding payable to customers in the liabilities section of the consolidated balance sheets. Securities Owned and Derivatives The Group’s proprietary trading securities transactions are recorded on the trade date, as if they had settled. Securities, futures and derivative positions are recorded at fair value in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820 “Fair Value Measurements and Disclosures” (“ASC 820”). Receivables Receivables arise from the business of dealing in investment securities, futures and derivatives and include the amounts due on brokerage transactions on a trade -date -dealers Receivables from broker -dealers -shares -dealers Commissions receivable represent commissions due from trading activities and from insurance providers once referrals have been made and the transactions have been executed under the terms of the relevant insurance policy or subscription agreement. As of December 31, 2021, and 2020, commissions receivable amounted to $32,463 and $71,253, respectively, are included in the line item “prepaids, deposits and other” in the consolidated balance sheets. Crypto Currencies The following table presents the activities of the crypto currencies for the year ended December 31, 2021: Crypto currencies at December 31, 2020 $ — Additions of crypto currencies 1,708,753 Realized gain on sale of crypto currencies 17,496 Impairment of crypto currencies (1) — Sale of crypto currencies (1,726,249 ) Crypto currencies at December 31, 2021 $ — (1) The Group did not recognize impairment loss on crypto currencies during the year ended December 31, 2021 as the crypto currencies were converted to stable coins shortly after the consideration was received and all stable coins were liquidated before the year end. Crypto-currency Machines Management has assessed the basis of depreciation of the Group’s crypto -currency -year • • • The Group operates in an emerging industry for which limited data is available to make estimates of the useful economic lives of specialized equipment. Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight -line To the extent that any of the assumptions underlying management’s estimate of useful life of its transaction verification servers are subject to revision in a future reporting period either as a result of changes in circumstances or through the availability of greater quantities of data then the estimated useful life could change and have a prospective impact on depreciation expense and the carrying amounts of these assets. Fixed Assets, Net Furniture, equipment and leasehold improvements are stated at cost less accumulated depreciation. Depreciation is provided on a straight -line three ten Payables Payables arise from the business of dealing in investment securities, futures and derivatives. Payables to customers as presented in the consolidated balance sheets represent such payables related to the Group’s customer trading activities as well as the cash balances held on behalf of customers. The Group borrows loans from business partners at benchmark interest rate plus a fixed spread, and immediately lent to TRS trading service customers. Net loans borrowed from TRS business partners are included in the line item “payables to broker -dealers -dealers Commissions payable mainly represent amounts owed to referral sources of insurance brokerage business outside of the Group for transactions referred based on the terms of the underlying agreements. As of December 31, 2021, and 2020, commissions payable amounted to $26,801 and $39,180, respectively and are included in the line item “accrued expenses and other payables” in the consolidated balance sheets. Revenue Recognition See Note 3 for details. Commissions and Fees Commissions and fees related to securities, derivative and TRS trading transactions are recorded on a trade date basis. Commissions expense on insurance products are recognized on the closing date of a transaction as determined by the terms of the relevant contract and insurance policy. Cost of Crypto Mining Cost of crypto mining consists primarily of direct costs of earning bitcoins related to mining operations, including electric power costs and other service charges, also including depreciation of mining equipment. Convertible Securities, Warrants and Derivative Instruments The accounting treatment of warrants and convertible securities issued is determined pursuant to the guidance provided by ASC 470, Debt, ASC 480, Distinguishing Liabilities from Equity, and ASC 815, Derivatives and Hedging (“ASC 815”), as applicable. Each feature of freestanding financial instruments including, without limitation, any rights relating to subsequent dilutive issuances, equity sales, rights offerings, conversions, optional redemptions and dividends are assessed with determinations made regarding the proper classification in the Company’s consolidated financial statements. The Company evaluates all of its equity -linked -valued If the conversion feature does not require recognition of a bifurcated derivative, the convertible instrument is evaluated for consideration of any beneficial conversion feature (“BCF”) requiring separate recognition pursuant to ASC 470. When we record a BCF, the intrinsic value of the BCF is recorded as a discount against the respective convertible security (offset to additional paid -in Earnings (Loss) per Ordinary Share The Company complies with accounting and disclosure requirements ASC Topic 260, “Earnings Per Share”, which requires earnings per share for each class of stock (ordinary shares and participating securities) to be calculated using the two -class -class -class Basic earnings (loss) per ordinary share is computed by dividing net income or loss available to ordinary shareholders by the weighted average number of ordinary shares issued and outstanding for the periods. For the years ended December 31, 2021 and 2020, the December 2020 Convertible Debenture (as discussed in Note 14) which is convertible into the Company’s Class A ordinary shares, as represented by ADSs and December 2020 Series A Warrant (as discussed in Note 14) which is exercisable into the Company’s Class A ordinary shares, as represented by ADSs, have the same dividend rights as the ordinary shares on an as -converted -exercised In accordance with ASC 260 -10-45 For purposes of determining diluted earnings (loss) per ordinary share, basic earnings (loss) per ordinary share is further adjusted to include the effect of potential dilutive ordinary shares outstanding during the period. Potential ordinary shares consist of the incremental ordinary shares upon exercise of warrants using the treasury stock method and upon conversion of convertible debt using the if -converted For the years ended December 31, 2021, 2020 and 2019 (on a retroactively adjusted basis), the following potential dilutive securities denominated in ordinary shares equivalents were excluded for the period they were outstanding from the computation of diluted earnings (loss) per share because to do so would have been antidilutive. As a result, diluted earnings (loss) per ordinary share is the same as basic earnings (loss) per ordinary share for all periods presented. Years Ended December 31, 2021 2020 2019 SPAC Warrants See Note 21 17,795,000 17,795,000 17,795,000 August 2020 PIPE Warrants See Note 15 1,500,000 1,500,000 — Convertible Debenture See Note 14 800,000 800,000 — December 2020 Warrants See Note 14 13,700,000 13,700,000 — January 2021 Call Options See Note 15 6,000,000 — — Series A Convertible Preferred Shares See Note 14 2,333,333 — — February 2021 Warrants See Note 14 26,666,667 — — Series B Convertible Preferred Shares See Note 14 3,615,584 — — December 2021 Warrants See Note 14 2,285,715 — — Subsequently, an aggregate of approximately 5.4 million Class A ordinary shares were issued resulting from conversion of Series A Convertible Preferred Shares. Non-controlling Interest The non -controlling -controlling -controlling -10-15-10 -owned On May 7, 2021, Lion NFT Limited (“LNFT”) was formed by Lion Financial Group Limited (“LFGL”) and three other shareholders in British Virgin Islands. LFGL owned 60% of equity interest of LNFT upon incorporation. During the year ended December 31, 2021, LNFT borrowed a total of $600,000 from its shareholders in the form of shareholder loans. On October 8, 2021, LFGL acquired 30% additional equity interest in LNFT for a total cash consideration of $200,000 from two of the minority shareholders. Reclassification Certain prior periods amounts have been reclassified to be comparable to the current period presentation. The reclassification has no effect on previously reported net assets or net income (loss). Stock-based Compensation The Company applies ASC No. 718, “Compensation -Stock -based -07 The fair value of the Company’s ordinary shares underlying stock -based -based Research and Development Expenses Research and development expenses are expensed in the period when incurred. These costs primarily consist of designing, coding, project management, and other IT services related to developing and enhancing the project. Income Taxes The amount of current taxes payable or refundable is recognized as of the date of the consolidated financial statements, utilizing currently enacted tax laws and rates of the relevant authorities. Deferred income taxes are recognized for temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements, net operating loss carry forwards and tax credits based on applicable tax rates. Deferred tax assets are reduced by a valuation allowance when management determines that it is more likely than not that some portion of the deferred tax asset will not be realized. Deferred tax expenses or benefits are recognized in the consolidated financial statements for the changes in deferred tax liabilities or assets between years. The Group recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50 percent likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Group presents any interest or penalties related to an underpayment of income taxes as part of its income tax expense in the consolidated statements of operations. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016 -02 -of-use -term -of-use -05 -02 -of-use In June 2016, FASB amended guidance related to impairment of financial instruments as part of ASU 2016 -13 -effect -retrospective -05 -11 -13 -10 -for-profit In August 2020, the FASB issued ASU 2020 -06 -20 -40 |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2021 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | Note 3 — Revenue Recognition Under ASC Topic 606 Revenue from Contracts with Customers, revenues are recognized when control of the promised goods or services is transferred to customers in exchange for an amount that reflects the consideration the Group expects to be entitled to and in return for transferring those goods or services. Significant Judgments Revenue from contracts with customers include commission income from securities, futures and derivative brokerage, market making trading and insurance brokerage. The recognition and measurement of revenue is based on the assessment of individual contract terms. Significant judgment is required to determine whether performance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple performance obligations are identified; when to recognize revenue based on the appropriate measure of progress under the contract; whether revenue should be presented gross or net of certain costs; and whether constraints on variable consideration should be applied due to uncertain future events. Commissions and Fees The Group earns fees and commissions from securities, futures and derivatives brokerage services (including commissions and fees related to TRS trading business) and CFD trading services when the Group acts as a market maker. Each time a customer executes a securities, futures, derivative or CFD transaction, commissions and fees are earned. Commissions and related clearing fees and expenses are recorded on the trade date. The performance obligation is satisfied on the trade date because that is when the underlying financial instrument or purchaser is identified, the pricing is agreed upon and the risks and rewards of ownership have been transferred to/from the customer. The Group charges securities brokerage commissions and market making commissions based on amount of transaction volume, or the number of shares, lots of contracts executed in each order, which generally vary in accordance with the type of products or services the Group offers. The Group also earns commission income arising from insurance brokerage services which are recognized at a point in time when the performance obligation has been satisfied by successfully referring an insurance client to an insurer in accordance with the relevant broker contract. The commission earned is equal to a percentage of the premium paid to the insurance provider. The following table presents revenue from contracts with customers, in accordance with ASC Topic 606, by major source and geographic region: For the Years Ended December 31, 2021 2020 2019 Insurance brokerage commissions $ 542,795 $ 959,299 $ 2,648,119 Securities brokerage commissions 3,188,684 1,890,502 2,210,915 Market making commissions and fees 4,324,650 4,940,623 11,056,431 Total revenue from contracts with customers $ 8,056,129 $ 7,790,424 $ 15,915,465 Hong Kong $ 3,731,479 $ 2,777,831 $ 4,859,034 Cayman Islands 4,324,650 5,012,593 11,056,431 $ 8,056,129 $ 7,790,424 $ 15,915,465 All of the Group’s revenues from contracts with customers are recognized at a point in time. Trading Gains (Losses), Interest Income and Other Trading gains and losses along with interest revenue fall within the scope of ASC Topic 825, Financial Instruments Trading gains (losses) consist of realized and unrealized gains (losses) derived from (i) managed portfolio trading positions where the Group acts as counterparty to customers’ trades, and (ii) marking up the bid/offer spreads on customers’ CFD transactions, and (iii) trading gains/(losses) from proprietary TRS trading activities. Trading gains/(losses) is recorded on a trade date basis. The following table represents trading gain (loss) breakdown. For the year ended December 31, 2021, realized loss in option trading in the amount of $49,884 is included in “other” in the table below. For the Years Ended December 31, 2021 2020 2019 CFD trading gain (loss) $ 4,374,807 $ 1,883,958 $ 1,793,810 TRS trading gain (loss) 10,523,974 13,157 — Other 546,138 (63,240 ) (11,060 ) $ 15,444,919 $ 1,833,875 $ 1,782,750 Interest income primarily consist of interests earned on bank deposits and short -term Other income primarily consists of the dividends income, transaction fee, advisory service fee, government subsidy and other miscellaneous charges from customers etc. Crypto Currencies Mining The Group recognizes revenue under ASC 606, Revenue from Contracts with Customers. The core principle of the revenue standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The following five steps are applied to achieve that core principle: • • • • • In order to identify the performance obligations in a contract with a customer, a company must assess the promised goods or services in the contract and identify each promised good or service that is distinct. A performance obligation meets ASC 606’s definition of a “distinct” good or service (or bundle of goods or services) if both of the following criteria are met: The customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (i.e., the good or service is capable of being distinct), and the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (i.e., the promise to transfer the good or service is distinct within the context of the contract). If a good or service is not distinct, the good or service is combined with other promised goods or services until a bundle of goods or services is identified that is distinct. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. When determining the transaction price, an entity must consider the effects of all of the following: • • • • • Variable consideration is included in the transaction price only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The transaction price is allocated to each performance obligation on a relative standalone selling price basis. The transaction price allocated to each performance obligation is recognized when that performance obligation is satisfied, at a point in time or over time as appropriate. Providing computing power in digital asset transaction verification services is an output of the Group’s ordinary activities. The provision of providing such computing power is the only performance obligation in the Group’s contracts with mining pool operators. The transaction consideration the Group receives, if any, is noncash consideration, which the Group measures at fair value on the date received, which is not materially different than the fair value at contract inception or the time the Group has earned the award from the pools. The consideration is all variable. Because it is not probable that a significant reversal of cumulative revenue will not occur, the consideration is constrained until the mining pool operator successfully places a block (by being the first to solve an algorithm) and the Group receives confirmation of the consideration it will receive, at which time revenue is recognized. There is no significant financing component in these transactions. Fair value of the cryptocurrency award received is determined using the quoted closing price of the related cryptocurrency at the date of receipt. There is currently no specific definitive guidance under GAAP or alternative accounting framework for the accounting for cryptocurrencies recognized as revenue or held, and management has exercised significant judgment in determining the appropriate accounting treatment. In the event authoritative guidance is enacted by the FASB, the Group may be required to change its policies, which could have an effect on the Group’s consolidated financial position and results from operations. |
Cash and Restricted Cash
Cash and Restricted Cash | 12 Months Ended |
Dec. 31, 2021 | |
Cash and Restricted Cash [Abstract] | |
Cash and Restricted Cash | Note 4 — Cash and Restricted Cash The following table provides a reconciliation of cash and restricted cash reported within the consolidated balance sheets and statements of cash flows. December 31, 2021 2020 2019 Cash $ 15,098,151 $ 3,426,467 $ 6,388,978 Restricted cash 653,324 1,367,630 2,192,201 Total cash and restricted cash presented in the consolidated statements of cash flows $ 15,751,475 $ 4,794,097 $ 8,581,179 Restricted cash includes cash balances held on behalf of customers (see Note 2 for further information). |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Note 5 — Fair Value Fair Value Hierarchy FASB ASC 820 defines fair value, establishes a framework for measuring fair value, and establishes a hierarchy of fair value inputs. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market. Valuation techniques that are consistent with the market, income or cost approach, as specified by FASB ASC 820, are used to measure fair value. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: • • • The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in level 3. The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement in its entirety. A description of the valuation techniques applied to the Group’s major categories of assets and liabilities measured at fair value on a recurring basis follows. Exchange -traded Listed derivatives that are actively traded are valued based on quoted prices at the close of trading on the period end date and are categorized in level 1 of the fair value hierarchy. Listed derivatives that are not actively traded are valued using the same approaches as those applied to over -the-counter Depending on the product and the terms of the transaction, the fair value of OTC derivative products can be either observed or modeled using a series of techniques and model inputs from comparable benchmarks. Substantially all of the Group’s OTC derivatives were carried at fair value based on spot exchange rates broadly distributed in active markets, or amounts approximating fair value. Such values are categorized as level 2 of the fair value hierarchy. The significant assumptions which the Company used to value the options in the Monte -Carlo December 31, Stock price $ 0.49 ~ 12.61 Exercise price $ 0.49 ~ 12.61 Expected term in years 0.04 ~ 0.24 Expected dividend yield 0% Volatility 30% ~ 75% Risk-free interest Rate 5% Public Warrants are classified as level 1 financial instruments, as their value is derived using quoted market prices as of the measurement date. Private Warrants are classified as level -Sholes-Merton The significant assumptions which the Company used in the model are: December 31, For the Stock price $ 1.28 $ 1.89 ~ 2.43 Exercise price $ 11.5 $ 11.50 Expected term in years 3.46 4.46 ~ 5.00 Expected dividend yield 0 % 0% Volatility 80.46 % 54.44% ~ 54.92% Risk-free interest Rate 1.22 % 0.364% ~ 0.373% The following table presents the Group’s fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis at December 31, 2021 and 2020: At December 31, 2021 Quoted Prices Significant Significant Total Assets Fair value measurement: Listed equity securities $ 15,900,369 $ — — $ 15,900,369 NAV practical expedient: Long term investment 1,550,314 $ 15,900,369 $ — $ — $ 17,450,683 Liabilities Option liabilities (1) $ — $ (554,710 ) $ — $ (554,710 ) Warrant liabilities (1,322,500 ) (618,125 ) — (1,940,625 ) $ (1,322,500 ) $ (1,172,835 ) $ — $ (2,495,335 ) (1) No collateral received or pledged for derivative contracts. At December 31, 2020 Quoted Prices Significant Significant Total Assets Listed equity securities $ 17,622 $ — $ — $ 17,622 Liabilities CFD derivatives (1) $ — $ (5,653 ) $ — $ (5,653 ) Warrant liabilities (1,000,500 ) (469,321 ) — (1,469,821 ) $ (1,000,500 ) $ (474,974 ) $ — $ (1,475,474 ) (1) There were no transfers between level The following table presents the carrying values and estimated fair values of financial assets and liabilities, excluding financial instruments that are carried at fair value on a recurring basis, and information is provided on their classification within the fair value hierarchy. At December 31, 2021 Total Quoted Prices Significant Significant Estimated Assets Cash and cash equivalents $ 15,098,151 $ 15,098,151 $ — $ — $ 15,098,151 Bank balances held on behalf of customers 653,324 653,324 — — 653,324 Receivables from broker-dealers and clearing organizations 87,938,377 — 87,938,377 — 87,938,377 Other receivables 67,352 — 67,352 — 67,352 $ 103,757,204 $ 15,751,475 $ 88,005,729 $ — $ 103,757,204 Liabilities Payables to customers $ 35,959,925 $ — $ 35,959,925 $ — $ 35,959,925 Payables to broker-dealers and clearing organizations 53,101,820 — 53,101,820 — 53,101,820 Accrued expenses and other payables 1,623,354 — 1,623,354 — 1,623,354 Short-term borrowings 110,000 — 110,000 — 110,000 Due to director 161,044 — 161,044 — 161,044 $ 90,956,143 $ — $ 90,956,143 $ — $ 90,956,143 At December 31, 2020 Total Quoted Prices Significant Significant Estimated Assets Cash and cash equivalents $ 3,426,467 $ 3,426,467 $ — $ — $ 3,426,467 Bank balances held on behalf of customers 1,367,630 1,367,630 — — 1,367,630 Receivables from broker-dealers and clearing organizations 8,089,193 — 8,089,193 — 8,089,193 Short-term loans receivable 2,239,378 — 2,239,378 — 2,239,378 Commissions receivable 71,253 — 71,253 — 71,253 Other receivables 724,708 — 724,708 — 724,708 $ 15,918,629 $ 4,794,097 $ 11,124,532 $ — $ 15,918,629 Liabilities Payables to customers $ 5,221,270 $ — $ 5,221,270 $ — $ 5,221,270 Payables to broker-dealers and clearing organizations 3,845,740 — 3,845,740 — 3,845,740 Commissions payable 39,180 — 39,180 — 39,180 Accrued expenses and other payables 1,763,094 — 1,763,094 — 1,763,094 Short-term borrowings 293,905 — 293,905 — 293,905 Due to director 149,522 — 149,522 — 149,522 $ 11,312,711 $ — $ 11,312,711 $ — $ 11,312,711 |
Prepaids, Deposits, and Other
Prepaids, Deposits, and Other | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Prepaids, Deposits, and Other | Note 6 — Prepaids, Deposits, and Other Prepaids, deposits, and other consisted of the following as of December, 2021 and 2020: December 31, 2021 2020 Prepaid software and IT related services $ 299,603 $ 276,514 Prepaid insurance 160,089 126,972 Prepaid stock-based compensation expense 381,800 — Prepaid rent and utility 206,768 158,752 Prepaid offering expenses 419,177 — Prepaid consulting 73,078 73,824 Deposit for miners (1) 6,000,000 — Prepaid research and development expenses (2) 1,142,164 — Commissions receivable 32,463 71,253 Other 26,593 41,916 $ 8,741,735 $ 749,231 (1) The Group paid an aggregate of $6,000,000 to a third -party -party (2) Prepaid research and development expenses mainly comprised of costs related to developing the Group’s newly launched Metaverse project “Lion World”. |
Short-term Loans Receivable
Short-term Loans Receivable | 12 Months Ended |
Dec. 31, 2021 | |
Short-term Loans Receivable [Abstract] | |
Short-term Loans Receivable | Note 7 — Short-term Loans Receivable (a) On December 20, 2019, the Group issued notes receivable in an aggregate of approximately $1,626,000 to an unrelated party. The notes were due June 20, 2020 and accrued interest at a rate of 6% per annum. On June 20, 2020, the notes were extended to June 21, 2021. For the years ended December 31, 2021, 2020 and 2019, interest income earned on these notes were approximately $16,000, $99,000 and $3,000, respectively. (b) In June and December 2020, the Group entered into loan agreements in the aggregate principal amount of $380,000 to one unrelated party. The loans were due on April 28, 2021 and June 29, 2021, respectively and both accrued interest at a rate of 6% per annum. For the year ended December 31, 2021 and 2020, interest income earned on these notes was approximately $4,000 and $4,000. (c) In June 2020, the Group entered into a loan agreement in the principal amount of $300,000 to another unrelated party. Such loan was due on December 1, 2020 and accrued interest at a rate of 6% per annum. The loan was partially repaid and then was extended to December 1, 2021. As of December 31, 2020, the outstanding balance was approximately $214,000 which was fully repaid in March 2021. For the year ended December 31, 2021 and 2020, interest income earned on this note was approximately $3,000 and $11,000, respectively. On March 1, 2021, the Group entered into Deeds of Assignment (“Assignment No. 1”) with the two unrelated borrowers discussed in (a) and (b) above and Lanlian (as discussed in Note 8). As a result, the Group assigned the outstanding loans receivable and accrued interest in (a) in an aggregate of approximate $1,691,000 to Lanlian without recourse as payment for the purchase price, and such notes were fully settled; the Group assigned the outstanding loans receivable and accrued interest in (b) in an aggregate of approximate $359,000 to Lanlian without recourse as payment for the purchase price, and the remaining principal of such loans and accrued interest were approximately $30,000 which were fully collected in March 2021. No gains or losses are recognized. (d) On April 28, 2021, the Group entered into loan agreement in the principal amount of $1,000,000 to one unrelated party. The loan is due on June 1, 2021 and accrue interest at a rate of 12% per annum. The loan was partially repaid and then was extended to September 30, 2021. As of September 27, 2021, the Group received repayment in cash in the amount approximately $497,000 including interest of $5,000. On September 7, 2021, the Group entered into an asset acquisition agreement with Lanlian, to acquire various software systems for TRS trading service. The acquisition was closed on September 27, 2021 upon which Lanlian conveyed and delivered to the Group the software systems. The aggregate purchase price for the software systems was $8,000,000. On September 27, 2021, the Group entered into Deeds of Assignment (“Assignment No. 2”) with the unrelated borrower discussed in (d) above and Lanlian. As a result, the Group assigned the outstanding loans receivable and accrued interest in an aggregate of approximate $534,000 to Lanlian without recourse as payment for the purchase price, and such notes were fully settled. No gains or losses are recognized. The remaining purchase price was paid in cash. For the year ended December 31, 2021, interest income earned on this note was approximately $31,000. As of December 31, 2021 and 2020, the aggregate outstanding balance of loan receivables above was $ -0 |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2021 | |
Other Assets [Abstract] | |
Other Assets | Note 8 — Other Assets As of December 31, 2021, the balance of other assets was primarily comprised of long -term As of December 31, 2020, the balance of other assets was primarily comprised of advance payment for purchasing eight copyrighted trading software in the amount of $5,950,000. In December 2020, the Group entered into an asset acquisition agreement with Hangzhou Lanlian Technology Co., Ltd (“Lanlian”), in a single transaction, to acquire eight separate copyrighted trading software programs (“Assets Portfolio”) for CFD trading business. The acquisition was closed on June 30, 2021. The aggregate purchase price for the Assets Portfolio was $8,000,000. In addition, as a result of Assignments No. 1 entered into as discussed in Note 7, the aggregate purchase price was fully settled. |
Long-term Investment
Long-term Investment | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-term Investment | Note 9 — Long-term Investment In May 2021, the Group formed Lion Group (Hangzhou) Investment Limited and invested RMB 10,000,000 ($1,550,000) to purchase 25% of the equity interest in Hangzhou Qianlan Enterprise Management Partnership (Limited Partnership) (“Qianlan”). Qianlan, a limited partner of Hangzhou Tunlan Hongyi Investment Partnership (Limited Partnership) (“Tunlan Hongyi”), holds 62% of equity interest in Tunlan Hongyi (a private equity fund with total investment of RMB 64,500,000 which invested in Shenzhen Yuhe Chuangzhi Technology Limited Company). FASB ASC 820 -10-35-59 |
Fixed Assets, Net
Fixed Assets, Net | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets, Net | Note 10 — Fixed Assets, Net Fixed assets consisted of the following as of December, 2021 and 2020: December 31, 2021 2020 Cryptocurrency mining Machines $ 2,584,071 $ — Software (Note 7 & 8) 16,000,000 — Leasehold improvement 38,329 38,463 Office and equipment 305,651 148,048 Total cost of fixed assets 18,928,051 186,511 Less: accumulated depreciation (1,420,309 ) (151,592 ) Fixed assets, net $ 17,507,742 $ 34,919 On April 19, 2021, Lion Wealth Limited (the “Transferee”), a wholly -owned Depreciation expense, not including depreciation expense for the mining machines during the operation, for the years ended December 31, 2021 and 2020 was $916,916, and $40,556, respectively, and are included in operating expenses. There were no impairment charges related to fixed assets for the period ended December 31, 2021 and 2020. |
Short-term Borrowings
Short-term Borrowings | 12 Months Ended |
Dec. 31, 2021 | |
Short-term Borrowings [Abstract] | |
Short-term Borrowings | Note 11 — Short-term Borrowings As of December 31, 2021, total short -term In October 2021, Lion Wealth Management Limited (“LWML”) and Dawa Future Graphic Technology Co., Ltd (“DAWA”) formed Lion Metaverse Limited to develop the Group’s newly launched Metaverse project “Lion World”. LWML and DAWA each hold 50% of equity interest in LML. LWML agreed to loan LML for its operation and evidence by the loan agreements. As of December 31, 2021, total loan lent to LML is RMB 15,000,000 (US $2,325,000). The loan amount has been eliminated upon consolidation. In August and September 2019, Lion Wealth Limited (“LWL”) obtained short -term -term -term -term During 2020, LWL entered into a supplemental loan agreement with Tonghai and the loan was changed to due on demand afterwards. During the year ended December 31, 2020, the repayments made were approximately $990,000 in the aggregate, and interest expense incurred on the remaining outstanding balance totaled approximately $105,000. As of December 31, 2020, the outstanding amount under this loan was approximately $294,000 which was fully repaid in February 2021. In September 2019, LFGL obtained short -term -party In November 2019, LWL obtained short -term |
Derivatives
Derivatives | 12 Months Ended |
Dec. 31, 2021 | |
Derivatives [Abstract] | |
Derivatives | Note 12 — Derivatives Derivative financial instruments used for trading purposes are carried at fair value. Fair values for exchange -traded The Group does not apply hedge accounting as defined in ASC 815, because all financial instruments are recorded at fair value with changes in fair values reflected in earnings. Therefore, certain of the disclosures required under ASC 815 are generally not applicable with respect to these financial instruments. As discussed in Note 1, the Group’s derivative trading activity primarily relates to situations where it assumes the role of a market maker or a counter party in its customers’ CFD and options transactions. If the trades of one customer can be used to naturally hedge and offset the trades of another customer, the Group will act as the market maker to offer liquidity and pricing to both customers. When such an offsetting is not available, the Group may choose to use its own trades to hedge and offset the trades of its customer. The contractual amounts related to CFDs reflect the volume and activity and generally do not reflect the amounts at risk. The fair value of the asset or liability is the best indicator of the Group’s risk. The credit risk for the CFDs and option contracts is limited to the unrealized fair value gains (losses) recorded in the balance sheets. Market risk is substantially dependent upon the value of the underlying assets and is affected by market forces such as volatility and changes in interest and foreign exchange rates. The Group’s open derivative positions at December 31, 2021 and 2020 were net derivative liabilities of approximately $555,000 for OTC option contracts and $6,000 for Foreign Currency CFDs, Gold CFDs, and Crude Oil CFDs etc, respectively. Offsetting Arrangements Financial assets and financial liabilities are offset and the net amount is reported in the consolidated balance sheets if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the assets and settle the liabilities simultaneously. Concentrations of Credit Risk The Group is engaged in various trading and brokerage activities in which counterparties primarily include broker -dealers |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Parties | Note 13 — Related Parties During the year ended December 31, 2021, no advances were received or repaid from/to the individual shareholder. During the year ended December 31, 2020, dividends paid to the individual shareholder were $385,901; the Group received the advances from director for working capital needs in an aggregate of approximately $1,617,000 and repaid in an aggregate of approximately $1,467,000. As a result, due to director in an amount of approximately $160,000 and $150,000 was included in the consolidated balance sheets as of December 31, 2021 and 2020, respectively. As of December 31, 2021, LML recorded payable to DAWA for research and development expenses in the amount of approximately $119,000. The amount was included in the line item “accrued expenses and other payables” in the consolidated balance sheets. |
Convertible Securities and Atta
Convertible Securities and Attached Warrants | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Convertible Securities and Attached Warrants | Note 14 — Convertible Securities and Attached Warrants December 2020 Convertible Debenture and Warrants On December 14, 2020, the Company completed a private placement with net proceeds of $1,540,000 in exchange for the issuance of i) a 9% senior secured convertible debenture (the “2020 Convertible Debenture” or “Debenture”) in the principal amount of $1,600,000, which is convertible up to 800,000 ADSs at $2.00 per ADS at any time, matures 30 months from the date of issuance and accrues interest at 9% per annum payable quarterly in cash or, in lieu of cash payment, in our ADSs, subject to adjustment and certain customary equity conditions; ii) a 2 -year 1,200,000 ADS (“Series A Warrant”) until December 14, 2027 at an exercise price of $2.45 per ADS; and iv) a 7 -year -dilution The Company follows Accounting for Certain Financial Instruments with Down Round Features. The detachable December 2020 Warrants issued to the holder are considered to be indexed to the Company’s own stock and classified in stockholders’ equity and therefore they meet the scope exception prescribed in ASC 815 -10-15 -Scholes Series A Series B Series C Expected term in years 7 2 7 Stock price $ 2.32 $ 2.40 $ 2.40 Expected dividend yield 0 % 0 % 0 % Volatility 46.68 % 49.61 % 46.68 % Risk-free interest Rate 0.63 % 0.20 % 0.63 % Initial fair value per share $ 1.01 $ 0.58 $ 0.83 In accordance with ASC 470 -20 For the holder of the Debenture, conversion price results in BCF that is separated as an equity component and assigned a value of approximately $206,000 as a debt discount. Debt discount is amortized using the effective interest rate method over the period from the issuance date through the stated redemption date. The issuance costs are allocated in the same proportion as the proceeds are allocated to the debt and warrants. Issuance costs allocated to the equity -classified The Debenture is recognized initially at fair value, net of debt discounts including original issue discount of $60,000 and allocation of proceeds to BCF and the detachable Series A and Series B Warrants of $737,000, in an aggregate of approximately $803,000 on the date of issuance. As the vesting of Series C Warrants is contingent upon the exercise of Series B Warrants, debt discounts related to allocation of proceeds to Series C Warrants will be deferred and recognized until Series C Warrants are vested on a proportional basis. On January 29, 2021, the Debenture along with accrued interest of $11,600 was fully converted into 889,667 Class A ordinary shares, as represented by ADSs. The Company recognized interest expense of approximately $796,000 and $20,000 for the years ended December 31, 2021 and 2020, respectively, including interest relating to contractual interest obligation approximately of $12,000 and $7,000, respectively and amortization of the debt discounts and debt issuance cost approximately of $784,000 and $13,000, respectively. As a result of discounts amortization and debt conversion, the Debenture was in the carrying value of approximately zero and $816,000 as of December 31, 2021 and 2020, respectively. As a result of January 2021 Call Options as discussed in Note 15, exercise price of Series A and Series C Warrants was adjusted from $2.45 to $2.00. In accordance with ASC 260 -10-25-1 -Overview-Recognition During the year ended December 31, 2021, as a result of full exercise of December 2020 Warrants, the Company received the proceeds of $27.4 million in exchange for the issuance of 14,200,000 Class A ordinary shares, as represented by ADSs. February 2021 Series A Convertible Preferred Shares and Warrants On February 15, 2021, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement -February -year -year The number of Series A Convertible Preferred Shares is 7,000 and each share has a par value of $0.0001 and a stated value of $1,000. The Series A Convertible Preferred Shares have no voting rights, bear dividend rights at a rate of 8% per annum commencing on the six month anniversary of the closing date, and are convertible into the ADSs, beginning after its original date of issuance at an initial conversion price of $3.00 per share. Dividend is payable quarterly in cash, or the Company may pay accrued interest in its ADSs. At election of the Company, the Series A Convertible Preferred Shares may be redeemed, subject to certain equity conditions. Both the Series A Convertible Preferred Shares and the February 2021 Warrants include full ratchet anti -dilution Series A Convertible Preferred Shares are classified as equity and carried at the amount recorded at inception, without amortization. The discount to the redemption amount shall be recognized as a dividend upon redemption. The detachable February 2021 Warrants issued to the holder are considered to be indexed to the Company’s own stock and classified in stockholders’ equity and therefore they meet the scope exception prescribed in ASC 815 -10-15 -Scholes Series D Series E Series F Expected term in years 5 1 5 Stock price $ 2.97 $ 3.02 $ 2.97 Expected dividend yield 0 % 0 % 0 % Volatility 43.05 % 50.45 % 43.05 % Risk-free interest Rate 0.63 % 0.21 % 0.63 % Initial fair value per share $ 1.07 $ 0.53 $ 0.89 In accordance with ASC 470 -20 the holder of the Series A Convertible Preferred Shares, conversion price results in BCF that is separated as an equity component and assigned a value of approximately $1,563,000 as a prefer stock discount. Such discount is amortized all at once upon issuance date and the amortization is treated as a deemed dividend. The issuance costs are allocated in the same proportion as the proceeds are allocated to the preferred stock and warrants. Issuance costs allocated to the equity -classified The Series A Convertible Preferred Shares are recognized initially at fair value, net of discounts including original issue discount of $620,000 and allocation of proceeds to the detachable Series D and Series E Warrants of $2,149,000, in an amount of approximately $4,231,000 on the date of issuance. As the vesting of Series F Warrants is contingent upon the exercise of Series E Warrants, preferred stock discounts related to allocation of proceeds to Series F Warrants will be deferred and recognized until Series F Warrants are vested on a proportional basis. Each of the February 2021 securities contain down round features which would reduce the respective conversion price or exercise prices to the effective price at which any future securities are sold. In consideration of the transaction entered into in December 2021 below, the investor agrees to waive the full ratchet anti -dilution -Weighted -10-25-1 During the year ended December 31, 2021, 500 Series A Preferred Shares along with accrued dividend were converted into an aggregate of 349,789 Class A ordinary shares, as represented by ADSs, at an adjusted conversion price of $1.495 per share. 6,500 Series A Preferred Shares remained outstanding as of December 31, 2021. December 2021 Series B Convertible Preferred Shares and Warrants On December 13, 2021, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement -December -year The number of Series B Convertible Preferred Shares is 4,000 and each share has a par value of $0.0001 and a stated value of $1,000. The Series B Convertible Preferred Shares have no voting rights, bear dividend rights at a rate of 8% per annum commencing on the closing date, and are convertible into the ADSs, beginning after its original date of issuance at an initial conversion price of $1.75 per share or 90% of the lowest daily volume -weighted -dilution The detachable December 2021 Warrants issued to the holder are considered to be indexed to the Company’s own stock and classified in stockholders’ equity and therefore they meet the scope exception prescribed in ASC 815 -10-15 In accordance with applicable accounting standards, Series B Convertible Preferred Shares qualified as redeemable securities and are classified as mezzanine equity; the net proceeds were allocated to the Series B Convertible Preferred Shares and the detachable Series G Warrant on their relative basis, in the amount of approximately $2,800,000 and $950,000, respectively. The Series B Preferred Shares contained a BCF that is separated as an equity component and assigned a value of approximately $1,613,000 as a prefer stock discount. The issuance costs are allocated in the same proportion as the proceeds are allocated to the preferred stock and warrants. Issuance costs allocated to the equity -classified The Series B Convertible Preferred Shares are recognized initially at fair value, net of debt discounts including original issue discount of $50,000 and allocation of proceeds to the detachable Series G Warrants of $950,000 and to the BCF of $1,613,000, in an amount of approximately $1,186,000 on the date of issuance. Such discounts are accreted over the period from the date of issuance to the date of the earliest redemption and the accretion is treated as a deemed dividend. For the year ended December 31, 2021, the accretion was recognized as a deemed dividends to preferred stockholders in the amount of approximately $36,000, resulting in the carrying amount accreted to approximately $1,222,000 as of December 31, 2021. |
Stockholders_ Equity
Stockholders’ Equity | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
Stockholders’ Equity | Note 15 — Stockholders’ Equity Ordinary Shares and Preferred Shares The Company is authorized to issue (i) 450,000,000 ordinary shares, $0.0001 par value per share, divided into 300,000,000 Class A ordinary shares and 150,000,000 Class B ordinary shares, and (ii) 50,000,000 preferred shares, $0.0001 par value per share. As of June 16, 2020, subsequent to the closing of the Business Combination, there were 17,399,176 ordinary shares outstanding, including 7,647,962 Class A ordinary shares and 9,751,214 Class B ordinary shares, and no preferred shares outstanding. The shareholders of Class A and Class B ordinary shares have the same rights except for the voting and conversion rights. Each Class A ordinary share is entitled to one vote, and is not convertible into Class B ordinary share under any circumstance; and each Class B ordinary share is entitled to ten votes, and is convertible into one Class A ordinary share at any time by the holder thereof, subject to adjustments for any subdivision or combination. A total of 1,486,504 Class A ordinary shares, represented by ADSs were issued in March 2021 in connection with 2020 Share Incentive Plan (as discussed in Note 17). As of December 31, 2021 and 2020, there was an aggregate of 29,677,969 and 9,627,553 Class A ordinary shares issued and outstanding, respectively; and an aggregate of 9,843,096 Class B ordinary shares issued and outstanding each. As of December 31, 2021, there was an aggregate of 6,500 Series A preferred shares and 4,000 Series B preferred shares issued and outstanding and no preferred shares outstanding as of December 31, 2020. On February 16, 2022, the Company held a General Meeting of Shareholders that approved the increase by the number of votes attached to Class B Ordinary Shares from ten (10) votes per Class B Ordinary Share to twenty five (25) votes per Class B Ordinary Share. August 2020 Private Placement On August 1, 2020, the Company entered into a securities purchase agreement (as amended on September 29, 2020, and later amended and restated on October 19, 2020) with three investors (collectively, the “Investors”). Two tranches of transactions contemplated under the agreement were closed on August 3 and November 13, 2020, respectively. As a result, an aggregate of 1,500,000 ADSs and 1,500,000 warrants to purchase an aggregate of 1,500,000 of our ADS at US$3.00 per ADS (the “August 2020 PIPE Warrants”) were issued at US$2.00 per ADS for an aggregate purchase price of US$3 million, and an aggregate of 150,000 ADSs were issued as origination fee. Issuance costs of approximately $469,000 were recorded as a charge to additional paid -in fees. In accordance with ASC 815 -40 -20-30 Such warrants shall be exercisable for a period of three years from the issuance date. Exercise price is subject to adjustments in case of reorganization, consolidation, merger etc. and in case of stock purchase rights in the subsequent two -year The exercise price of PIPE Warrants was adjusted to $2.00 per share as a result of January 2021 Call Options as discussed below, and adjusted a second time to $1.75 per share as a result of December 2021 Series B Convertible Preferred Shares. In accordance with ASC 260 -10-25-1 For the year ended December 31, 2021, 770,833 Class A ordinary shares, as represented by ADSs were issued for the aggregate proceeds of approximately $1.5 million, as a result of investors’ exercise of August 2020 PIPE Warrants. Share Subscription Agreement with Yun Tian On December 19, 2020, the Company entered into a private placement share subscription agreement (the “Share Subscription Agreement”) with Yun Tian Investment Limited (“Yun Tian”). Yun Tian subscribes for an aggregate of not more than 4,540,000 Class A ordinary shares (the “Subscription Shares”) by tranches at a subscription price of $2.2 per share before June 30, 2021. For the six months ended June 30, 2021, the Company received subscription price in an aggregate of $0.8 million from Yun Tian, and the related Subscription Shares of 353,623 Class A shares were issued. The Share Subscription Agreement is automatically terminated at June 30, 2021. January 2021 Call Options On January 6, 2021, the Company entered into a binding strategic cooperation framework agreement (the “Strategic Cooperation Agreement”) with Mr. Yao Yongjie (“Mr. Yao”) and engaged Mr. Yao as the chief technical adviser to provide technical advice and consultancy service in blockchain industry. The Company grants to Mr. Yao options (the “Call Options”) to subscribe for 6 million Class A ordinary shares, represented by ADSs at a price fixed at US$2 per share. Within 24 months of the signing of the Strategic Cooperation Agreement, Mr. Yao may exercise the right to subscribe for such shares by tranches if the following conditions are met: (i) if the closing price of the shares in the Company exceeds US$3 per share for 3 consecutive trading days, Mr. Yao may exercise 2 million call options; (ii) if the closing price of the shares in the Company exceeds US$5 per share for 3 consecutive trading days, Mr. Yao may exercise 2 million call options; (iii) if the closing price of the shares in the Company exceeds US$7.50 per share for 3 consecutive trading days, Mr. Yao may exercise 2 million call options. The Company estimated the fair value of the call options at $0.47, $0.33 and 0.16 per share for three tranches, respectively on the date of grant using Binomial Option Pricing Model applying an expected term of 2 years, a stock price of $1.94 per share, volatility of 51.69%, a risk free rate of 0.21% and an expected dividend yield of 0%. The aggregate fair value of the Call Options of $1,909,000 is recognized as stock -based -year For the year ended December 31, 2021, an aggregate of $382,000 was recognized in expenses. For the year ended December 31, 2021, 2,000,000 Class A ordinary shares, as represented by ADSs were issued for the aggregate proceeds of $4.0 million, as a result of exercise of Call Options. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Note 16 — Stock-Based Compensation 2020 Share Incentive Plan In June 2020, in connection with the Business Combination, the Company’s board approved the 2020 Share Incentive Plan (the “2020 Plan”) and reserved 4,632,449 ordinary shares for issuance thereunder. The Company’s employees, non -employee ten |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 17 — Income Taxes The current and deferred portions of the income tax expense included in the consolidated statements of operations and comprehensive income (loss) as determined in accordance with ASC 740, Income Taxes, are as follows: Years Ended December 31, 2021 2020 2019 Current $ 53,239 $ 1,767 $ 66,299 Deferred 1,128 (451 ) (1,827 ) $ 54,367 $ 1,316 $ 64,472 A reconciliation of the difference between the expected income tax expense or benefit computed at applicable statutory income tax rates and the Group’s income tax expense is shown in the following table: Years Ended December 31, 2021 2020 2019 Income tax expense (benefit) at applicable statutory rate (1) $ 3,085 $ (348,782 ) $ 1,345,164 Nondeductible expenses (398,706 ) — — (Income) loss not subject to tax (2) (1,208,726 ) (214,313 ) (1,716,553 ) Current year change in valuation allowance 1,606,803 558,859 406,506 Other (1,328 ) 5,552 29,355 Prior year examination adjustment 53,239 — — Reported income taxes $ 54,367 $ 1,316 $ 64,472 (1) The applicable statutory rate applied is based on the profits tax rates in Hong Kong. Effective for tax years ended on or after December 31, 2018, the applicable tax rate was 8.25% on the first HK $2,000,000 of assessable profits and 16.5% on any assessable profits above that threshold. The 8.25% tax rate can only be utilized by one entity in a controlled group. All other Hong Kong entities in the Group utilize the 16.5% tax rate. The Singapore entity within the Group has an applicable tax rate of 17.0%. The entity in the United States within the Group has a federal tax rate of 21.0%. (2) The Group also has entities domiciled in the British Virgin Islands and the Cayman Islands, but such entities are not subject to income or capital gains taxes. Significant components of the Group’s deferred tax assets (liabilities) are presented below: December 31, 2021 2020 Deferred tax asset Others $ — $ 1,128 Net operating loss carryforwards 2,987,597 1,367,309 Less: valuation allowance (2,987,597 ) (1,367,309 ) Net deferred tax asset $ — $ 1,128 Management has applied a valuation allowance to the total amount of deferred tax assets based on the determination that it is more likely than not that some portion of the deferred tax asset will not be realized. This determination was based on the historic and estimated future profitability of the entities to which the deferred tax assets relate. The tax rules in Hong Kong do not allow the Group to file on a consolidated basis. |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2021 | |
Commitments [Abstract] | |
Commitments | Note 18 — Commitments The Group leases certain office premises under non -cancelable Future minimum payments under non -cancelable Year Ended 2022 $ 664,583 2023 476,306 2024 390,481 2025 — 2026 — $ 1,531,370 |
Regulatory Requirements
Regulatory Requirements | 12 Months Ended |
Dec. 31, 2021 | |
Regulatory Assets and Liabilities Disclosure [Abstract] | |
Regulatory Requirements | Note 19 — Regulatory Requirements The following table illustrates the minimum regulatory capital as established by the Hong Kong Securities and Futures Commission, the Insurance Authority (Hong Kong) and the Cayman Islands Monetary Authority (CIMA) that the Company’s subsidiaries were required to maintain as of December 31, 2021 and the actual amounts of capital that were maintained. Entity Name Minimum Capital Excess Net Percent of Lion International Securities Group Limited $ 384,736 $ 1,231,361 $ 846,625 320 % Lion Futures Limited 384,736 1,241,548 856,812 323 % Lion Asset Management Limited 12,825 53,199 40,374 415 % BC Wealth Management Limited 12,825 285,086 272,261 2223 % Lion International Financial (Singapore) Pte. Ltd. 739,694 1,073,516 333,822 145 % Lion Broker Limited (Cayman) (1) 5,821,258 19,632,458 13,811,200 337 % Total $ 7,356,074 $ 23,517,168 $ 16,161,094 320% (1) On February 18, 2022, Lion Broker Limited (“LBL”) received an administrative fine notice in the amount of CI $261,991 (approximately USD $314,000) for LBL’s failure to comply with the legislative requirements in 2019. At December 31, 2021, the amount was included in the line item “accrued expenses and other payables” in the consolidated balance sheets. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Reporting | Note 20 — Segment Reporting ASC 280, Disclosures about Segments of an Enterprise and Related Information, establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise which engage in business activities from which they may earn revenues and incur expenses, and about which separate financial information is available that is evaluated regularly by the chief operating decision -maker -making The Group has three primary operating segments (1) futures and securities brokerage services; (2) market making (CFD) trading; (3) TRS trading; and (4) others. The Group’s futures and securities brokerage segment generates commissions income by enabling customers to trade in futures and securities markets throughout the world. The Group engages in market making (CFD trading) activities where it serves as the counterparty to its customers in derivative transactions. The Group experiences trading gains and losses from such market making (CFD trading) activities. The Group also generated income from TRS trading business including the commission income from the securities trading and interest income from the loan to customers. Other businesses include the following: (1) insurance brokerage segment which generates commissions by providing insurance brokerage services to high -net-worth -fungible Futures CFD TRS Other Total Year ended December 31, 2021 Revenue $ 2,800,543 $ 8,700,009 $ 13,132,832 $ 2,425,101 $ 27,058,485 Commissions and fees 2,037,619 63,654 1,031,416 185,003 3,317,692 Compensation and benefits 1,083,943 — — 2,985,260 4,069,203 Occupancy — 3,900 3,900 771,081 778,881 Communication and technology 437,629 418,227 698,262 375,863 1,929,981 General and administrative 89,040 393,005 78,616 1,455,921 2,016,582 Crypto currencies — — — 1,163,846 1,163,846 Professional fees 14,281 136,755 136,755 3,549,026 3,836,817 Research and development — — — 1,205,040 1,205,040 Service fees — 449,765 2,730,596 394,218 3,574,579 Interest — — 804,621 803,479 1,608,100 Depreciation 2,027 640,326 93,007 181,556 916,916 Marketing 2,171 70,000 — 841,504 913,675 Payment service charge — (274,616 ) 93,367 — (181,249 ) Unrealized loss on equity securities — — — 1,916,033 1,916,033 Change in fair value of warrant liabilities — — — 470,804 470,804 Change in fair value of option liabilities — — 149,740 — 149,740 Other operating expenses 1,224 79,934 — 63,017 144,175 3,667,934 1,980,950 5,820,280 16,361,651 27,830,815 Income (loss) from operations $ (867,391 ) $ 6,719,059 $ 7,312,552 $ (13,936,550 ) $ (772,330 ) Total segment assets $ 4,097,364 $ 12,028,984 $ 112,623,891 $ 20,166,592 $ 148,916,831 Futures and CFD TRS Other Total Year ended December 31, 2020 Revenue $ 2,029,669 $ 6,810,520 $ 223,927 $ 1,166,019 $ 10,230,135 Commissions and fees 1,316,800 70,124 45,719 413,351 1,845,994 Compensation and benefits 1,110,192 — 2,692,601 3,802,793 Occupancy — 3,300 3,300 676,560 683,160 Communication and technology 455,323 409,961 233,669 355,097 1,454,050 General and administrative 55,028 225,067 18,105 1,966,118 2,264,318 Professional fees 26,690 108,175 170,544 1,260,425 1,565,834 Service fees — 300,990 13,352 519,522 833,864 Interest — 0 52,240 130,917 183,157 Depreciation 13,000 (26,403 ) 26,403 27,556 40,556 Marketing 222 166,013 — 485,089 651,324 Payment service charge — 245,030 — — 245,030 Change in fair value of warrant liabilities — — — (777,266 ) (777,266 ) Other operating expenses — — — 11,464 11,464 2,977,255 1,502,257 563,332 7,761,434 12,804,278 Income (loss) from operations $ (947,586 ) $ 5,308,263 $ (339,405 ) $ (6,595,415 ) $ (2,574,143 ) Total segment assets $ 4,624,325 $ 11,558,061 $ 3,078,078 $ 3,645,605 $ 22,906,069 Futures and CFD Other Total Year ended December 31, 2019 Revenue $ 2,215,867 $ 12,843,574 $ 3,467,409 $ 18,526,850 Commissions and fees 1,526,852 322,130 1,506,223 3,355,205 Compensation and benefits 1,154,378 — 1,276,258 2,430,636 Occupancy 202,467 1,200 388,269 591,936 Communication and technology 469,818 343,556 10,059 823,433 General and administrative 72,403 140,598 479,647 692,648 Professional fees 7,369 118,929 634,940 761,238 Service fees — 119,711 265,129 384,840 Interest — — 731,812 731,812 Depreciation 26,845 — 26,007 52,852 Marketing 2,608 51,714 1,056 55,378 Payment service charge — 355,585 — 355,585 Other operating expenses 5,739 — 4,724 10,463 3,468,479 1,453,423 5,324,124 10,246,026 Income (loss) from operations $ (1,252,612 ) $ 11,390,151 $ (1,856,715 ) $ 8,280,824 Total segment assets $ 4,823,056 $ 5,307,525 $ 3,287,767 $ 13,418,348 |
SPAC Warrants
SPAC Warrants | 12 Months Ended |
Dec. 31, 2021 | |
Warrant Disclosure [Abstract] | |
SPAC Warrants | Note 21 — SPAC Warrants PAAC’s warrants (collectively, the “SPAC Warrants”), which include (i) 11,500,000 warrants, those warrants included in the units as part of initial public offering (the “IPO”) on June 3, 2019 (the “Public Warrants”), (ii) 5,375,000 warrants purchased by the founders of PAAC in a private placement simultaneously closed with PAAC’s IPO (the “Private Warrants”) and (iii) 920,000 warrants issued to the underwriters of PAAC’s IPO (the “Underwriters’ Warrants”). Public Warrants and Private Warrants Upon the closing, each outstanding Public Warrants and Private Warrants of PAAC automatically represents the right to purchase one Class A ordinary share in the form of the Company’s ADSs in lieu of one ordinary share of PAAC at a price of $11.50 per share or $11.50 per ADS, subject to adjustment in the event of a share dividend, extraordinary dividend or our recapitalization, reorganization, merger or consolidation. However, the warrants will not be adjusted for issuances of Class A ordinary shares at a price below their respective exercise prices. However, no warrants issued in exchange for PAAC’s public warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the Class A ordinary shares issuable upon exercise of the warrants and a current prospectus relating to such Class A ordinary shares. Notwithstanding the foregoing, warrant holders may, during any period when the Company shall have failed to maintain an effective registration statement, exercise warrants on a cashless basis in the same manner as if the Company called the warrants for redemption and required all holders to exercise their warrants on a “cashless basis.” The Company’s Public Warrants and Private Warrants became exercisable thirty (30) days after the closing and will expire on the fifth anniversary of the closing or earlier upon redemption or liquidation. The Company’s warrants issued in exchange for PAAC’s private warrants are identical to warrants issued in exchange for the PAAC’s public warrants, except that such private warrants will be exercisable for cash (even if a registration statement covering the Class A ordinary shares issuable upon exercise of such warrants is not effective) or on a cashless basis, at the holder’s option, and will not be redeemable by the Company, in each case so long as they are still held by PAAC’s initial purchasers or their affiliates. The Company may call the warrants for redemption (excluding the private warrants), in whole and not in part, at a price of $0.01 per warrant, • • • -day • -day If the Company calls the warrants for redemption as described above, management will have the option to require all holders that wish to exercise warrants to do so on a “cashless basis.” Subsequent to the closing, 11,500,000 Public Warrants and 5,375,000 Private Warrants remained outstanding as of December 31, 2020. The Company evaluated the Public and Private Warrants under ASC 815 -40 -Contracts -for-fixed Accordingly, due to the restatement, the Public and Private Warrants are now classified as a liability at fair value on the Company’s consolidated balance sheets at December 31, 2020, and the change in the fair value of such liability in each period is recognized as a gain or loss in the Company’s consolidated statements of operations and comprehensive income (loss). Because the Public Warrants were publicly traded and thus had an observable market price, fair value adjustments were determined by utilizing the market prices whereas the Private Warrants were valued using a Black -Sholes-Merton Underwriters’ Warrants The Underwriters’ Warrants may be exercised for cash or on a cashless basis at $12.00 per share, at the holder’s option, at any time during the period commencing on the later of the first anniversary of the effective date of the registration statement of which this prospectus forms a part and the closing of our initial business combination and terminating on the fifth anniversary of such effectiveness date. Such warrants may not be sold, transferred, assigned, pledged or hypothecated for a period of 360 days immediately following the effective date of the PAAC’s registration statement. After 360 days after the effective date, transfers to others may be made subject to compliance with or exemptions from applicable securities laws. The Company will have no obligation to net cash settle the exercise of the warrants. The exercise price and number of shares of common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, or our recapitalization, reorganization, merger or consolidation. Subsequent to the Closing, 920,000 Underwriters’ Warrants remained outstanding as of December 31, 2020. The Company evaluated the Underwriters’ Warrants under ASC 815 -40 -Contracts |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 22 — Subsequent Events In January 2022, the Group launched the NFT business through Flying Lion Limited, including (i) issuance of MetaWords character NFTs and MetaWords work NFTs (collectively, the “MetaWords NFTs”), and (ii) the establishment of the NFT trading platform, namely the Lion NFT platform (f/k/a/ Meta World). The sales were conducted through an online auction or blind boxes direct sell on the Lion NFT platform in January 2022. In March 2022, the Group issued an aggregate of 2,450,000 deferred shares to third -party |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and have been prepared in accordance with the regulations of the Securities and Exchange Commission (“SEC”). |
Restatement of Previously Issued Financial Statements | Restatement of Previously Issued Financial Statements The Company has restated its consolidated financial statements as of and for the year ended December 31, 2020, as well as the unaudited condensed consolidated financial statements for the six month -period |
Emerging Growth Company Status | Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes -Oxley Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non -emerging |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company, and its subsidiaries in which it has a controlling financial interest. A subsidiary is an entity (including a structured entity), directly or indirectly, controlled by the Company. The financial statements of the subsidiaries are prepared for the same reporting period as the Company, using consistent accounting policies. All intra -group -controlling |
Translation of Foreign Currencies | Translation of Foreign Currencies The functional currency is the U.S. dollar for the Group’s Cayman Island operations and the Hong Kong dollar for all other Group operations. The Group’s reporting currency is the U.S. dollar. Assets and liabilities denominated in foreign currencies are translated at year -end |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the date of the financial statements as well as the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of deposits with banks and all highly liquid investments, with maturities of three months or less, that are not segregated and deposited for regulatory purposes. The Group does not have any cash equivalents as of December 31, 2021 and 2020. The Group maintains its cash in bank deposit accounts which at times may exceed insured limits. The Group has not experienced any losses in such accounts. Management believes that the Group is not exposed to any significant credit risk on cash and cash equivalents. |
Restricted Cash — Bank Balances Held on Behalf of Customers | Restricted Cash — Bank Balances Held on Behalf of Customers The Group maintains segregated trust accounts with licensed banks or payment platform to hold customer funds in accordance with the relevant legislation. The Group has classified customer funds as bank balances held on behalf of customers with a corresponding payable to customers in the liabilities section of the consolidated balance sheets. |
Securities Owned and Derivatives | Securities Owned and Derivatives The Group’s proprietary trading securities transactions are recorded on the trade date, as if they had settled. Securities, futures and derivative positions are recorded at fair value in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 820 “Fair Value Measurements and Disclosures” (“ASC 820”). |
Receivables | Receivables Receivables arise from the business of dealing in investment securities, futures and derivatives and include the amounts due on brokerage transactions on a trade -date -dealers Receivables from broker -dealers -shares -dealers Commissions receivable represent commissions due from trading activities and from insurance providers once referrals have been made and the transactions have been executed under the terms of the relevant insurance policy or subscription agreement. As of December 31, 2021, and 2020, commissions receivable amounted to $32,463 and $71,253, respectively, are included in the line item “prepaids, deposits and other” in the consolidated balance sheets. |
Crypto Currencies | Crypto Currencies The following table presents the activities of the crypto currencies for the year ended December 31, 2021: Crypto currencies at December 31, 2020 $ — Additions of crypto currencies 1,708,753 Realized gain on sale of crypto currencies 17,496 Impairment of crypto currencies (1) — Sale of crypto currencies (1,726,249 ) Crypto currencies at December 31, 2021 $ — (1) The Group did not recognize impairment loss on crypto currencies during the year ended December 31, 2021 as the crypto currencies were converted to stable coins shortly after the consideration was received and all stable coins were liquidated before the year end. |
Crypto-currency Machines | Crypto-currency Machines Management has assessed the basis of depreciation of the Group’s crypto -currency -year • • • The Group operates in an emerging industry for which limited data is available to make estimates of the useful economic lives of specialized equipment. Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight -line To the extent that any of the assumptions underlying management’s estimate of useful life of its transaction verification servers are subject to revision in a future reporting period either as a result of changes in circumstances or through the availability of greater quantities of data then the estimated useful life could change and have a prospective impact on depreciation expense and the carrying amounts of these assets. |
Fixed Assets, Net | Fixed Assets, Net Furniture, equipment and leasehold improvements are stated at cost less accumulated depreciation. Depreciation is provided on a straight -line three ten |
Payables | Payables Payables arise from the business of dealing in investment securities, futures and derivatives. Payables to customers as presented in the consolidated balance sheets represent such payables related to the Group’s customer trading activities as well as the cash balances held on behalf of customers. The Group borrows loans from business partners at benchmark interest rate plus a fixed spread, and immediately lent to TRS trading service customers. Net loans borrowed from TRS business partners are included in the line item “payables to broker -dealers -dealers Commissions payable mainly represent amounts owed to referral sources of insurance brokerage business outside of the Group for transactions referred based on the terms of the underlying agreements. As of December 31, 2021, and 2020, commissions payable amounted to $26,801 and $39,180, respectively and are included in the line item “accrued expenses and other payables” in the consolidated balance sheets. |
Revenue recognition | Revenue Recognition See Note 3 for details. |
Commissions and Fees | Commissions and Fees Commissions and fees related to securities, derivative and TRS trading transactions are recorded on a trade date basis. Commissions expense on insurance products are recognized on the closing date of a transaction as determined by the terms of the relevant contract and insurance policy. |
Cost of Crypto Mining | Cost of Crypto Mining Cost of crypto mining consists primarily of direct costs of earning bitcoins related to mining operations, including electric power costs and other service charges, also including depreciation of mining equipment. |
Convertible Securities, Warrants and Derivative Instruments | Convertible Securities, Warrants and Derivative Instruments The accounting treatment of warrants and convertible securities issued is determined pursuant to the guidance provided by ASC 470, Debt, ASC 480, Distinguishing Liabilities from Equity, and ASC 815, Derivatives and Hedging (“ASC 815”), as applicable. Each feature of freestanding financial instruments including, without limitation, any rights relating to subsequent dilutive issuances, equity sales, rights offerings, conversions, optional redemptions and dividends are assessed with determinations made regarding the proper classification in the Company’s consolidated financial statements. The Company evaluates all of its equity -linked -valued If the conversion feature does not require recognition of a bifurcated derivative, the convertible instrument is evaluated for consideration of any beneficial conversion feature (“BCF”) requiring separate recognition pursuant to ASC 470. When we record a BCF, the intrinsic value of the BCF is recorded as a discount against the respective convertible security (offset to additional paid -in |
Earnings (Loss) per Ordinary Share | Earnings (Loss) per Ordinary Share The Company complies with accounting and disclosure requirements ASC Topic 260, “Earnings Per Share”, which requires earnings per share for each class of stock (ordinary shares and participating securities) to be calculated using the two -class -class -class Basic earnings (loss) per ordinary share is computed by dividing net income or loss available to ordinary shareholders by the weighted average number of ordinary shares issued and outstanding for the periods. For the years ended December 31, 2021 and 2020, the December 2020 Convertible Debenture (as discussed in Note 14) which is convertible into the Company’s Class A ordinary shares, as represented by ADSs and December 2020 Series A Warrant (as discussed in Note 14) which is exercisable into the Company’s Class A ordinary shares, as represented by ADSs, have the same dividend rights as the ordinary shares on an as -converted -exercised In accordance with ASC 260 -10-45 For purposes of determining diluted earnings (loss) per ordinary share, basic earnings (loss) per ordinary share is further adjusted to include the effect of potential dilutive ordinary shares outstanding during the period. Potential ordinary shares consist of the incremental ordinary shares upon exercise of warrants using the treasury stock method and upon conversion of convertible debt using the if -converted For the years ended December 31, 2021, 2020 and 2019 (on a retroactively adjusted basis), the following potential dilutive securities denominated in ordinary shares equivalents were excluded for the period they were outstanding from the computation of diluted earnings (loss) per share because to do so would have been antidilutive. As a result, diluted earnings (loss) per ordinary share is the same as basic earnings (loss) per ordinary share for all periods presented. Years Ended December 31, 2021 2020 2019 SPAC Warrants See Note 21 17,795,000 17,795,000 17,795,000 August 2020 PIPE Warrants See Note 15 1,500,000 1,500,000 — Convertible Debenture See Note 14 800,000 800,000 — December 2020 Warrants See Note 14 13,700,000 13,700,000 — January 2021 Call Options See Note 15 6,000,000 — — Series A Convertible Preferred Shares See Note 14 2,333,333 — — February 2021 Warrants See Note 14 26,666,667 — — Series B Convertible Preferred Shares See Note 14 3,615,584 — — December 2021 Warrants See Note 14 2,285,715 — — Subsequently, an aggregate of approximately 5.4 million Class A ordinary shares were issued resulting from conversion of Series A Convertible Preferred Shares. |
Non-controlling Interest | Non-controlling Interest The non -controlling -controlling -controlling -10-15-10 -owned On May 7, 2021, Lion NFT Limited (“LNFT”) was formed by Lion Financial Group Limited (“LFGL”) and three other shareholders in British Virgin Islands. LFGL owned 60% of equity interest of LNFT upon incorporation. During the year ended December 31, 2021, LNFT borrowed a total of $600,000 from its shareholders in the form of shareholder loans. On October 8, 2021, LFGL acquired 30% additional equity interest in LNFT for a total cash consideration of $200,000 from two of the minority shareholders. |
Reclassification | Reclassification Certain prior periods amounts have been reclassified to be comparable to the current period presentation. The reclassification has no effect on previously reported net assets or net income (loss). |
Stock-based Compensation | Stock-based Compensation The Company applies ASC No. 718, “Compensation -Stock -based -07 The fair value of the Company’s ordinary shares underlying stock -based -based |
Research and Development Expenses | Research and Development Expenses Research and development expenses are expensed in the period when incurred. These costs primarily consist of designing, coding, project management, and other IT services related to developing and enhancing the project. |
Income Taxes | Income Taxes The amount of current taxes payable or refundable is recognized as of the date of the consolidated financial statements, utilizing currently enacted tax laws and rates of the relevant authorities. Deferred income taxes are recognized for temporary differences between the tax basis of assets and liabilities and their reported amounts in the consolidated financial statements, net operating loss carry forwards and tax credits based on applicable tax rates. Deferred tax assets are reduced by a valuation allowance when management determines that it is more likely than not that some portion of the deferred tax asset will not be realized. Deferred tax expenses or benefits are recognized in the consolidated financial statements for the changes in deferred tax liabilities or assets between years. The Group recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50 percent likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Group presents any interest or penalties related to an underpayment of income taxes as part of its income tax expense in the consolidated statements of operations. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016 -02 -of-use -term -of-use -05 -02 -of-use In June 2016, FASB amended guidance related to impairment of financial instruments as part of ASU 2016 -13 -effect -retrospective -05 -11 -13 -10 -for-profit In August 2020, the FASB issued ASU 2020 -06 -20 -40 |
Organization and Principal Ac_2
Organization and Principal Activities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of the net assets acquired by the Company upon consummation of the Business Combination | Cash $ 2,476,198 Prepaid expenses and other current assets 209 Warrant liabilities (2,247,087 ) Accrued expenses (57,963 ) Net assets acquired by LGHL as of June 16, 2020 $ 171,357 |
Schedule of subsidiaries | Company name Date of Place of Ownership Principal Lion Financial Group Limited June 16, 2015 British Virgin Islands 100% Investment holding Lion Wealth Management Limited February 16, 2017 British Virgin Islands 100% Investment holding Lion International Securities Group Limited May 20, 2016 Hong Kong 100% Securities brokerage Lion Futures Limited May 20, 2016 Hong Kong 100% Futures brokerage Lion Investment (Hong Kong) Limited (F/K/A Lion Foreign Exchange Limited) May 20, 2016 Hong Kong 100% Dormant Lion Asset Management Limited (F/K/A Lion Capital Management Limited) May 20, 2016 Hong Kong 100% Asset management BC Wealth Management Limited October 14, 2014 Hong Kong 100% Insurance brokerage Lion Wealth Limited October 4, 2018 Hong Kong 100% Marketing and support service Lion Brokers Limited May 2, 2017 Cayman Islands 100% Broker dealer and market maker Lion Investment Fund SPC June 11, 2019 Cayman Islands 100% Dormant Lion International Financial (Singapore) Pte. LTD. July 26,2019 Singapore 100% Dormant Lion Group North America Corp. (F/K/A Proficient Alpha Acquisition Corp.) June 16, 2020 Nevada, USA 100% Dormant Lion Fintech Group Limited April 13, 2021 British Virgin Islands 100% Investment holding Royal Lion Investment Limited April 13, 2021 Cayman Islands 70% Investment holding Company name Date of Place of Ownership Principal Royal Lion Middle East DMCC April 13, 2021 Dubai 70% Trading in crypto -commodities Lion NFT Limited May 7, 2021 British Virgin Islands 90% Investment and innovation in digital assets Flying Lion Limited June 17, 2021 Cayman Islands 70% Investment and innovation in digital assets Lion Group (Hangzhou) Investment Limited May 7, 2021 China 100% Technology development, consulting, conference and exhibition services Aquarius Sponsor Ltd. April 12, 2021 British Virgin Islands 51% Investment holding Aquarius II Sponsor Ltd/ May 4, 2021 British Virgin Islands 51% Investment holding Aquarius I Acquisition Corp. April 15, 2021 Cayman Islands 51% Special purpose acquisition company Aquarius II Acquisition Corp. May 5, 2021 Cayman Islands 51% Special purpose acquisition company Lion Metaverse Limited October 26, 2021 British Virgin Islands 50% Technology development |
Significant Accounting Polici_2
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of crypto currencies | Crypto currencies at December 31, 2020 $ — Additions of crypto currencies 1,708,753 Realized gain on sale of crypto currencies 17,496 Impairment of crypto currencies (1) — Sale of crypto currencies (1,726,249 ) Crypto currencies at December 31, 2021 $ — |
Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share | Years Ended December 31, 2021 2020 2019 SPAC Warrants See Note 21 17,795,000 17,795,000 17,795,000 August 2020 PIPE Warrants See Note 15 1,500,000 1,500,000 — Convertible Debenture See Note 14 800,000 800,000 — December 2020 Warrants See Note 14 13,700,000 13,700,000 — January 2021 Call Options See Note 15 6,000,000 — — Series A Convertible Preferred Shares See Note 14 2,333,333 — — February 2021 Warrants See Note 14 26,666,667 — — Series B Convertible Preferred Shares See Note 14 3,615,584 — — December 2021 Warrants See Note 14 2,285,715 — — |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue Recognition [Abstract] | |
Schedule of revenue from contracts with customers | For the Years Ended December 31, 2021 2020 2019 Insurance brokerage commissions $ 542,795 $ 959,299 $ 2,648,119 Securities brokerage commissions 3,188,684 1,890,502 2,210,915 Market making commissions and fees 4,324,650 4,940,623 11,056,431 Total revenue from contracts with customers $ 8,056,129 $ 7,790,424 $ 15,915,465 Hong Kong $ 3,731,479 $ 2,777,831 $ 4,859,034 Cayman Islands 4,324,650 5,012,593 11,056,431 $ 8,056,129 $ 7,790,424 $ 15,915,465 |
Schedule of trading gains (losses) breakdown | For the Years Ended December 31, 2021 2020 2019 CFD trading gain (loss) $ 4,374,807 $ 1,883,958 $ 1,793,810 TRS trading gain (loss) 10,523,974 13,157 — Other 546,138 (63,240 ) (11,060 ) $ 15,444,919 $ 1,833,875 $ 1,782,750 |
Cash and Restricted Cash (Table
Cash and Restricted Cash (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of cash and restricted cash | December 31, 2021 2020 2019 Cash $ 15,098,151 $ 3,426,467 $ 6,388,978 Restricted cash 653,324 1,367,630 2,192,201 Total cash and restricted cash presented in the consolidated statements of cash flows $ 15,751,475 $ 4,794,097 $ 8,581,179 |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Monte-Carlo Simulation model | December 31, Stock price $ 0.49 ~ 12.61 Exercise price $ 0.49 ~ 12.61 Expected term in years 0.04 ~ 0.24 Expected dividend yield 0% Volatility 30% ~ 75% Risk-free interest Rate 5% December 31, For the Stock price $ 1.28 $ 1.89 ~ 2.43 Exercise price $ 11.5 $ 11.50 Expected term in years 3.46 4.46 ~ 5.00 Expected dividend yield 0 % 0% Volatility 80.46 % 54.44% ~ 54.92% Risk-free interest Rate 1.22 % 0.364% ~ 0.373% |
Schedule of fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis | Quoted Prices Significant Significant Total Assets Fair value measurement: Listed equity securities $ 15,900,369 $ — — $ 15,900,369 NAV practical expedient: Long term investment 1,550,314 $ 15,900,369 $ — $ — $ 17,450,683 Liabilities Option liabilities (1) $ — $ (554,710 ) $ — $ (554,710 ) Warrant liabilities (1,322,500 ) (618,125 ) — (1,940,625 ) $ (1,322,500 ) $ (1,172,835 ) $ — $ (2,495,335 ) Quoted Prices Significant Significant Total Assets Listed equity securities $ 17,622 $ — $ — $ 17,622 Liabilities CFD derivatives (1) $ — $ (5,653 ) $ — $ (5,653 ) Warrant liabilities (1,000,500 ) (469,321 ) — (1,469,821 ) $ (1,000,500 ) $ (474,974 ) $ — $ (1,475,474 ) |
Schedule of fair values of financial assets and liabilities, excluding financial instruments | Total Quoted Prices Significant Significant Estimated Assets Cash and cash equivalents $ 15,098,151 $ 15,098,151 $ — $ — $ 15,098,151 Bank balances held on behalf of customers 653,324 653,324 — — 653,324 Receivables from broker-dealers and clearing organizations 87,938,377 — 87,938,377 — 87,938,377 Other receivables 67,352 — 67,352 — 67,352 $ 103,757,204 $ 15,751,475 $ 88,005,729 $ — $ 103,757,204 Liabilities Payables to customers $ 35,959,925 $ — $ 35,959,925 $ — $ 35,959,925 Payables to broker-dealers and clearing organizations 53,101,820 — 53,101,820 — 53,101,820 Accrued expenses and other payables 1,623,354 — 1,623,354 — 1,623,354 Short-term borrowings 110,000 — 110,000 — 110,000 Due to director 161,044 — 161,044 — 161,044 $ 90,956,143 $ — $ 90,956,143 $ — $ 90,956,143 Total Quoted Prices Significant Significant Estimated Assets Cash and cash equivalents $ 3,426,467 $ 3,426,467 $ — $ — $ 3,426,467 Bank balances held on behalf of customers 1,367,630 1,367,630 — — 1,367,630 Receivables from broker-dealers and clearing organizations 8,089,193 — 8,089,193 — 8,089,193 Short-term loans receivable 2,239,378 — 2,239,378 — 2,239,378 Commissions receivable 71,253 — 71,253 — 71,253 Other receivables 724,708 — 724,708 — 724,708 $ 15,918,629 $ 4,794,097 $ 11,124,532 $ — $ 15,918,629 Liabilities Payables to customers $ 5,221,270 $ — $ 5,221,270 $ — $ 5,221,270 Payables to broker-dealers and clearing organizations 3,845,740 — 3,845,740 — 3,845,740 Commissions payable 39,180 — 39,180 — 39,180 Accrued expenses and other payables 1,763,094 — 1,763,094 — 1,763,094 Short-term borrowings 293,905 — 293,905 — 293,905 Due to director 149,522 — 149,522 — 149,522 $ 11,312,711 $ — $ 11,312,711 $ — $ 11,312,711 |
Prepaids, Deposits, and Other (
Prepaids, Deposits, and Other (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of prepaids, deposits, and other | December 31, 2021 2020 Prepaid software and IT related services $ 299,603 $ 276,514 Prepaid insurance 160,089 126,972 Prepaid stock-based compensation expense 381,800 — Prepaid rent and utility 206,768 158,752 Prepaid offering expenses 419,177 — Prepaid consulting 73,078 73,824 Deposit for miners (1) 6,000,000 — Prepaid research and development expenses (2) 1,142,164 — Commissions receivable 32,463 71,253 Other 26,593 41,916 $ 8,741,735 $ 749,231 |
Fixed Assets, Net (Tables)
Fixed Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of fixed assets | December 31, 2021 2020 Cryptocurrency mining Machines $ 2,584,071 $ — Software (Note 7 & 8) 16,000,000 — Leasehold improvement 38,329 38,463 Office and equipment 305,651 148,048 Total cost of fixed assets 18,928,051 186,511 Less: accumulated depreciation (1,420,309 ) (151,592 ) Fixed assets, net $ 17,507,742 $ 34,919 |
Convertible Securities and At_2
Convertible Securities and Attached Warrants (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
December 2020 Convertible Debenture and Warrants [Member] | |
Convertible Securities and Attached Warrants (Tables) [Line Items] | |
Schedule of assumptions used to measure the fair value of warrants on the date of issuance | Series A Series B Series C Expected term in years 7 2 7 Stock price $ 2.32 $ 2.40 $ 2.40 Expected dividend yield 0 % 0 % 0 % Volatility 46.68 % 49.61 % 46.68 % Risk-free interest Rate 0.63 % 0.20 % 0.63 % Initial fair value per share $ 1.01 $ 0.58 $ 0.83 |
February 2021 Series A Convertible Preferred Shares and Warrants [Member] | |
Convertible Securities and Attached Warrants (Tables) [Line Items] | |
Schedule of assumptions used to measure the fair value of warrants on the date of issuance | Series D Series E Series F Expected term in years 5 1 5 Stock price $ 2.97 $ 3.02 $ 2.97 Expected dividend yield 0 % 0 % 0 % Volatility 43.05 % 50.45 % 43.05 % Risk-free interest Rate 0.63 % 0.21 % 0.63 % Initial fair value per share $ 1.07 $ 0.53 $ 0.89 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of current and deferred portions of the income tax expense | Years Ended December 31, 2021 2020 2019 Current $ 53,239 $ 1,767 $ 66,299 Deferred 1,128 (451 ) (1,827 ) $ 54,367 $ 1,316 $ 64,472 |
Schedule a reconciliation of the difference between the expected income tax expense or benefit computed at applicable statutory income tax rates and the Group’s income tax expense | Years Ended December 31, 2021 2020 2019 Income tax expense (benefit) at applicable statutory rate (1) $ 3,085 $ (348,782 ) $ 1,345,164 Nondeductible expenses (398,706 ) — — (Income) loss not subject to tax (2) (1,208,726 ) (214,313 ) (1,716,553 ) Current year change in valuation allowance 1,606,803 558,859 406,506 Other (1,328 ) 5,552 29,355 Prior year examination adjustment 53,239 — — Reported income taxes $ 54,367 $ 1,316 $ 64,472 |
Significant components of the Group’s deferred tax assets | December 31, 2021 2020 Deferred tax asset Others $ — $ 1,128 Net operating loss carryforwards 2,987,597 1,367,309 Less: valuation allowance (2,987,597 ) (1,367,309 ) Net deferred tax asset $ — $ 1,128 |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum payments under non-cancelable operating leases | Year Ended 2022 $ 664,583 2023 476,306 2024 390,481 2025 — 2026 — $ 1,531,370 |
Regulatory Requirements (Tables
Regulatory Requirements (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Regulatory Assets and Liabilities Disclosure [Abstract] | |
Schedule of the minimum regulatory capital required and the actual amounts of capital maintained | Entity Name Minimum Capital Excess Net Percent of Lion International Securities Group Limited $ 384,736 $ 1,231,361 $ 846,625 320 % Lion Futures Limited 384,736 1,241,548 856,812 323 % Lion Asset Management Limited 12,825 53,199 40,374 415 % BC Wealth Management Limited 12,825 285,086 272,261 2223 % Lion International Financial (Singapore) Pte. Ltd. 739,694 1,073,516 333,822 145 % Lion Broker Limited (Cayman) (1) 5,821,258 19,632,458 13,811,200 337 % Total $ 7,356,074 $ 23,517,168 $ 16,161,094 320% (1) On February 18, 2022, Lion Broker Limited (“LBL”) received an administrative fine notice in the amount of CI $261,991 (approximately USD $314,000) for LBL’s failure to comply with the legislative requirements in 2019. At December 31, 2021, the amount was included in the line item “accrued expenses and other payables” in the consolidated balance sheets. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of operating segments | Futures CFD TRS Other Total Year ended December 31, 2021 Revenue $ 2,800,543 $ 8,700,009 $ 13,132,832 $ 2,425,101 $ 27,058,485 Commissions and fees 2,037,619 63,654 1,031,416 185,003 3,317,692 Compensation and benefits 1,083,943 — — 2,985,260 4,069,203 Occupancy — 3,900 3,900 771,081 778,881 Communication and technology 437,629 418,227 698,262 375,863 1,929,981 General and administrative 89,040 393,005 78,616 1,455,921 2,016,582 Crypto currencies — — — 1,163,846 1,163,846 Professional fees 14,281 136,755 136,755 3,549,026 3,836,817 Research and development — — — 1,205,040 1,205,040 Service fees — 449,765 2,730,596 394,218 3,574,579 Interest — — 804,621 803,479 1,608,100 Depreciation 2,027 640,326 93,007 181,556 916,916 Marketing 2,171 70,000 — 841,504 913,675 Payment service charge — (274,616 ) 93,367 — (181,249 ) Unrealized loss on equity securities — — — 1,916,033 1,916,033 Change in fair value of warrant liabilities — — — 470,804 470,804 Change in fair value of option liabilities — — 149,740 — 149,740 Other operating expenses 1,224 79,934 — 63,017 144,175 3,667,934 1,980,950 5,820,280 16,361,651 27,830,815 Income (loss) from operations $ (867,391 ) $ 6,719,059 $ 7,312,552 $ (13,936,550 ) $ (772,330 ) Total segment assets $ 4,097,364 $ 12,028,984 $ 112,623,891 $ 20,166,592 $ 148,916,831 Futures and CFD TRS Other Total Year ended December 31, 2020 Revenue $ 2,029,669 $ 6,810,520 $ 223,927 $ 1,166,019 $ 10,230,135 Commissions and fees 1,316,800 70,124 45,719 413,351 1,845,994 Compensation and benefits 1,110,192 — 2,692,601 3,802,793 Occupancy — 3,300 3,300 676,560 683,160 Communication and technology 455,323 409,961 233,669 355,097 1,454,050 General and administrative 55,028 225,067 18,105 1,966,118 2,264,318 Professional fees 26,690 108,175 170,544 1,260,425 1,565,834 Service fees — 300,990 13,352 519,522 833,864 Interest — 0 52,240 130,917 183,157 Depreciation 13,000 (26,403 ) 26,403 27,556 40,556 Marketing 222 166,013 — 485,089 651,324 Payment service charge — 245,030 — — 245,030 Change in fair value of warrant liabilities — — — (777,266 ) (777,266 ) Other operating expenses — — — 11,464 11,464 2,977,255 1,502,257 563,332 7,761,434 12,804,278 Income (loss) from operations $ (947,586 ) $ 5,308,263 $ (339,405 ) $ (6,595,415 ) $ (2,574,143 ) Total segment assets $ 4,624,325 $ 11,558,061 $ 3,078,078 $ 3,645,605 $ 22,906,069 Futures and CFD Other Total Year ended December 31, 2019 Revenue $ 2,215,867 $ 12,843,574 $ 3,467,409 $ 18,526,850 Commissions and fees 1,526,852 322,130 1,506,223 3,355,205 Compensation and benefits 1,154,378 — 1,276,258 2,430,636 Occupancy 202,467 1,200 388,269 591,936 Communication and technology 469,818 343,556 10,059 823,433 General and administrative 72,403 140,598 479,647 692,648 Professional fees 7,369 118,929 634,940 761,238 Service fees — 119,711 265,129 384,840 Interest — — 731,812 731,812 Depreciation 26,845 — 26,007 52,852 Marketing 2,608 51,714 1,056 55,378 Payment service charge — 355,585 — 355,585 Other operating expenses 5,739 — 4,724 10,463 3,468,479 1,453,423 5,324,124 10,246,026 Income (loss) from operations $ (1,252,612 ) $ 11,390,151 $ (1,856,715 ) $ 8,280,824 Total segment assets $ 4,823,056 $ 5,307,525 $ 3,287,767 $ 13,418,348 |
Organization and Principal Ac_3
Organization and Principal Activities (Details) | 1 Months Ended | 12 Months Ended | ||
Jun. 16, 2020shares | Dec. 31, 2021USD ($)shares | Dec. 31, 2020 | Dec. 31, 2019 | |
Organization and Principal Activities (Details) [Line Items] | ||||
Business combination exchange consideration (in Dollars) | $ | $ 131,300,000 | |||
Ordinary shares, issued (in Shares) | 2,000,000 | |||
Description of ordinary shares | the Company acquired all of the issued and outstanding shares of LFGL, i.e. 50,000 ordinary shares of LFGL from each of LFGL shareholders, in exchange for 12,891,602 ordinary shares (including 3,140,388 Class A and 9,751,214 Class B, “Exchange Shares”) of the Company, valued at a price per share equal to the price at which each share of PAAC common stock was redeemed, i.e. $10.185 per share. | |||
Exchange ratio | 141.81 | |||
Exchange shares excluding escrow shares (in Shares) | 7,090,381 | |||
Divided shares (in Shares) | 50,000 | |||
Ordinary shares adjustment, description | The par value of ordinary shares was adjusted retrospectively from $0 to $709, and the difference of $709 was adjusted retrospectively as additional paid-in capital as of January 1, 2018. | |||
Net assets acquired by the company upon closing (in Dollars) | $ | $ 171,357 | |||
Transaction costs for legal (in Dollars) | $ | 2,400,000 | |||
Transaction costs charged to additional paid in capital (in Dollars) | $ | $ 2,400,000 | |||
Earnout escrow shares, description | Additionally, 3,876,481 Class B ordinary shares being 30% of the Exchange Shares (the “Earnout Escrow Shares”, together with any dividends, distributions or other income on the Earnout Escrow Shares, the “Earnout Escrow Property”) otherwise issuable to LFGL shareholders are set aside in escrow until released upon the satisfaction of certain financial milestones below:• In the event that the net income for the calendar year ended December 31, 2021 (the “2021 Net Income”), as set forth in LGHL’s audited financial statements, is equal to or greater than $19,000,000 (the “First Net Income Target”), then, the Class B Sellers’ rights to 50% of the Earnout Escrow Property (the “First Half Earnout Property”) shall vest and shall no longer be subject to forfeiture. If the 2021 Net Income is less than the First Net Income Target, but is equal to or greater than $9,500,000, then the Sellers’ rights to 50% of the First Half Earnout Property shall vest and shall no longer be subject to forfeiture. In all other cases, the First Half Earnout Property will be forfeited.• In the event that the net income for the calendar year ended December 31, 2022 (the “2022 Net Income”), as set forth in LGHL’s audited financial statements, is equal to or greater than $21,850,000 (the “Second Net Income Target”), then the Class B Sellers’ rights to the remaining Earnout Escrow Property (after giving effect to any forfeitures for the 2021 calendar year, the “Second Half Earnout Property”) shall vest and shall no longer be subject to forfeiture. If the 2022 Net Income is less than the Second Net Income Target, but is equal to or greater than $10,925,000, then the Class B Sellers’ rights to 50% of the Second Half Earnout Property shall vest and shall no longer be subject to forfeiture. In all other cases, the Second Half Earnout Property will be forfeited. | |||
Total revenue, percentage | 10.00% | 35.00% | ||
Number of trading customer | 2 | |||
Percentage of total commissions expense | 61.00% | 73.00% | 43.00% | |
Insurance brokerage sales, description | For the years ended December 31, 2021, 2020, and 2019, the Group placed 77% (2% of total revenue in 2021), 77% (7% of total revenue in 2020), and 72% (10% of total revenue in 2019), respectively, of its insurance brokerage sales with one insurance provider | |||
Warrant [Member] | ||||
Organization and Principal Activities (Details) [Line Items] | ||||
Warrants issued (in Shares) | 17,795,000 | |||
Class A ordinary shares [Member] | ||||
Organization and Principal Activities (Details) [Line Items] | ||||
Ordinary shares, issued (in Shares) | 4,507,574 | |||
Class B ordinary shares [Member] | ||||
Organization and Principal Activities (Details) [Line Items] | ||||
Indemnity Escrow shares (in Shares) | 1,933,740 |
Organization and Principal Ac_4
Organization and Principal Activities (Details) - Schedule of the net assets acquired by the Company upon consummation of the Business Combination | Dec. 31, 2021USD ($) |
Schedule of the net assets acquired by the Company upon consummation of the Business Combination [Abstract] | |
Cash | $ 2,476,198 |
Prepaid expenses and other current assets | 209 |
Warrant liabilities | (2,247,087) |
Accrued expenses | (57,963) |
Net assets acquired by LGHL as of June 16, 2020 | $ 171,357 |
Organization and Principal Ac_5
Organization and Principal Activities (Details) - Schedule of subsidiaries | 12 Months Ended |
Dec. 31, 2021 | |
June 16, 2015 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Financial Group Limited |
Date of Incorporation or acquisition | Jun. 16, 2015 |
Place of incorporation or establishment | British Virgin Islands |
Ownership interest | 100.00% |
Principal activities | Investment holding |
February 16, 2017 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Wealth Management Limited |
Date of Incorporation or acquisition | Feb. 16, 2017 |
Place of incorporation or establishment | British Virgin Islands |
Ownership interest | 100.00% |
Principal activities | Investment holding |
May 20, 2016 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion International Securities Group Limited |
Date of Incorporation or acquisition | May 20, 2016 |
Place of incorporation or establishment | Hong Kong |
Ownership interest | 100.00% |
Principal activities | Securities brokerage |
MayTwentyTwoThousandSixteenOneMember | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Futures Limited |
Date of Incorporation or acquisition | May 20, 2016 |
Place of incorporation or establishment | Hong Kong |
Ownership interest | 100.00% |
Principal activities | Futures brokerage |
MayTwentyTwoThousandSixteenTwoMember | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Investment (Hong Kong) Limited (F/K/A Lion Foreign Exchange Limited) |
Date of Incorporation or acquisition | May 20, 2016 |
Place of incorporation or establishment | Hong Kong |
Ownership interest | 100.00% |
Principal activities | Dormant |
May Twenty Two Thousand Sixteen three [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Asset Management Limited (F/K/A Lion Capital Management Limited) |
Date of Incorporation or acquisition | May 20, 2016 |
Place of incorporation or establishment | Hong Kong |
Ownership interest | 100.00% |
Principal activities | Asset management |
October 14, 2014 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | BC Wealth Management Limited |
Date of Incorporation or acquisition | Oct. 14, 2014 |
Place of incorporation or establishment | Hong Kong |
Ownership interest | 100.00% |
Principal activities | Insurance brokerage |
October 4, 2018 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Wealth Limited |
Date of Incorporation or acquisition | Oct. 4, 2018 |
Place of incorporation or establishment | Hong Kong |
Ownership interest | 100.00% |
Principal activities | Marketing and support service |
May 2, 2017 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Brokers Limited |
Date of Incorporation or acquisition | May 2, 2017 |
Place of incorporation or establishment | Cayman Islands |
Ownership interest | 100.00% |
Principal activities | Broker dealer and market maker |
June 11, 2019 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Investment Fund SPC |
Date of Incorporation or acquisition | Jun. 11, 2019 |
Place of incorporation or establishment | Cayman Islands |
Ownership interest | 100.00% |
Principal activities | Dormant |
July 26,2019 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion International Financial (Singapore) Pte. LTD. |
Date of Incorporation or acquisition | Jul. 26, 2019 |
Place of incorporation or establishment | Singapore |
Ownership interest | 100.00% |
Principal activities | Dormant |
June 16, 2020 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Group North America Corp. (F/K/A Proficient Alpha Acquisition Corp.) |
Date of Incorporation or acquisition | Jun. 16, 2020 |
Place of incorporation or establishment | Nevada, USA |
Ownership interest | 100.00% |
Principal activities | Dormant |
April 13, 2021 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Fintech Group Limited |
Date of Incorporation or acquisition | Apr. 13, 2021 |
Place of incorporation or establishment | British Virgin Islands |
Ownership interest | 100.00% |
Principal activities | Investment holding |
April Thirteen Two Thousand and Twenty One [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Royal Lion Investment Limited |
Date of Incorporation or acquisition | Apr. 13, 2021 |
Place of incorporation or establishment | Cayman Islands |
Ownership interest | 70.00% |
Principal activities | Investment holding |
April Thirteen Two Thousand and Twenty One Two [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Royal Lion Middle East DMCC |
Date of Incorporation or acquisition | Apr. 13, 2021 |
Place of incorporation or establishment | Dubai |
Ownership interest | 70.00% |
Principal activities | Trading in crypto-commodities |
May 7, 2021 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion NFT Limited |
Date of Incorporation or acquisition | May 7, 2021 |
Place of incorporation or establishment | British Virgin Islands |
Ownership interest | 90.00% |
Principal activities | Investment and innovation in digital assets |
June 17, 2021 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Flying Lion Limited |
Date of Incorporation or acquisition | Jun. 17, 2021 |
Place of incorporation or establishment | Cayman Islands |
Ownership interest | 70.00% |
Principal activities | Investment and innovation in digital assets |
May Seven Two Thousand and Twenty One [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Group (Hangzhou) Investment Limited |
Date of Incorporation or acquisition | May 7, 2021 |
Place of incorporation or establishment | China |
Ownership interest | 100.00% |
Principal activities | Technology development, consulting, conference and exhibition services |
April 12, 2021 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Aquarius Sponsor Ltd. |
Date of Incorporation or acquisition | Apr. 12, 2021 |
Place of incorporation or establishment | British Virgin Islands |
Ownership interest | 51.00% |
Principal activities | Investment holding |
May 4, 2021 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Aquarius II Sponsor Ltd/ |
Date of Incorporation or acquisition | May 4, 2021 |
Place of incorporation or establishment | British Virgin Islands |
Ownership interest | 51.00% |
Principal activities | Investment holding |
April 15, 2021 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Aquarius I Acquisition Corp. |
Date of Incorporation or acquisition | Apr. 15, 2021 |
Place of incorporation or establishment | Cayman Islands |
Ownership interest | 51.00% |
Principal activities | Special purpose acquisition company |
May 5, 2021 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Aquarius II Acquisition Corp. |
Date of Incorporation or acquisition | May 5, 2021 |
Place of incorporation or establishment | Cayman Islands |
Ownership interest | 51.00% |
Principal activities | Special purpose acquisition company |
October 26, 2021 [Member] | |
Organization and Principal Activities (Details) - Schedule of subsidiaries [Line Items] | |
Company name | Lion Metaverse Limited |
Date of Incorporation or acquisition | Oct. 26, 2021 |
Place of incorporation or establishment | British Virgin Islands |
Ownership interest | 50.00% |
Principal activities | Technology development |
Significant Accounting Polici_3
Significant Accounting Policies (Details) - USD ($) | 12 Months Ended | |||||
Dec. 31, 2021 | Dec. 31, 2020 | Jan. 01, 2022 | Oct. 31, 2021 | Oct. 08, 2021 | May 07, 2021 | |
Significant Accounting Policies (Details) [Line Items] | ||||||
Commission receivable | $ 32,463 | $ 71,253 | ||||
Commission payable | 26,801 | $ 39,180 | ||||
Ownership percentage | 50.00% | |||||
Shareholders loan | 600,000 | |||||
Additional equity interest | 30.00% | |||||
Minority shareholders | $ 200,000 | |||||
Future minimum lease payments | $ 1,531,370 | |||||
Minimum [Member] | ||||||
Significant Accounting Policies (Details) [Line Items] | ||||||
Estimated useful lives | 3 years | |||||
Maximum [Member] | ||||||
Significant Accounting Policies (Details) [Line Items] | ||||||
Estimated useful lives | 10 years | |||||
Indemnity Escrow Shares [Member] | ||||||
Significant Accounting Policies (Details) [Line Items] | ||||||
Shares issued (in Shares) | 1,933,740 | |||||
Earnout Escrow Shares [Member] | ||||||
Significant Accounting Policies (Details) [Line Items] | ||||||
Shares issued (in Shares) | 3,867,481 | |||||
Class A ordinary shares [Member] | ||||||
Significant Accounting Policies (Details) [Line Items] | ||||||
Ordinary shares (in Shares) | 5,400,000 | |||||
Subsequent Event [Member] | ||||||
Significant Accounting Policies (Details) [Line Items] | ||||||
Future minimum lease payments | $ 1,446,000 | |||||
Business Combination [Member] | ||||||
Significant Accounting Policies (Details) [Line Items] | ||||||
Equity interest | 60.00% | |||||
Lion Metaverse Limited [Member] | ||||||
Significant Accounting Policies (Details) [Line Items] | ||||||
Ownership percentage | 50.00% |
Significant Accounting Polici_4
Significant Accounting Policies (Details) - Schedule of crypto currencies | 12 Months Ended | |
Dec. 31, 2021USD ($) | ||
Schedule of crypto currencies [Abstract] | ||
Crypto currencies at December 31, 2020 | ||
Additions of crypto currencies | 1,708,753 | |
Realized gain on sale of crypto currencies | 17,496 | |
Impairment of crypto currencies | [1] | |
Sale of crypto currencies | (1,726,249) | |
Crypto currencies at December 31, 2021 | ||
[1] | The Group did not recognize impairment loss on crypto currencies during the year ended December 31, 2021 as the crypto currencies were converted to stable coins shortly after the consideration was received and all stable coins were liquidated before the year end. |
Significant Accounting Polici_5
Significant Accounting Policies (Details) - Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share - shares | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
SPAC Warrants [Member] | |||
Significant Accounting Policies (Details) - Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share [Line Items] | |||
Total basic and diluted earnings (loss) per ordinary share | 17,795,000 | 17,795,000 | 17,795,000 |
August 2020 PIPE Warrants [Member] | |||
Significant Accounting Policies (Details) - Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share [Line Items] | |||
Total basic and diluted earnings (loss) per ordinary share | 1,500,000 | 1,500,000 | |
Convertible Debenture [Member] | |||
Significant Accounting Policies (Details) - Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share [Line Items] | |||
Total basic and diluted earnings (loss) per ordinary share | 800,000 | 800,000 | |
December 2020 Warrants [Member] | |||
Significant Accounting Policies (Details) - Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share [Line Items] | |||
Total basic and diluted earnings (loss) per ordinary share | 13,700,000 | 13,700,000 | |
January 2021 Call Options [Member] | |||
Significant Accounting Policies (Details) - Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share [Line Items] | |||
Total basic and diluted earnings (loss) per ordinary share | 6,000,000 | ||
Series A Convertible Preferred Shares [Member] | |||
Significant Accounting Policies (Details) - Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share [Line Items] | |||
Total basic and diluted earnings (loss) per ordinary share | 2,333,333 | ||
February 2021 Warrants [Member] | |||
Significant Accounting Policies (Details) - Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share [Line Items] | |||
Total basic and diluted earnings (loss) per ordinary share | 26,666,667 | ||
Series B Convertible Preferred Shares [Member] | |||
Significant Accounting Policies (Details) - Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share [Line Items] | |||
Total basic and diluted earnings (loss) per ordinary share | 3,615,584 | ||
December 2021 Warrants [Member] | |||
Significant Accounting Policies (Details) - Schedule of potential dilutive securities denominated in ordinary shares equivalents were excluded from the computation of diluted earnings (loss) per share [Line Items] | |||
Total basic and diluted earnings (loss) per ordinary share | 2,285,715 |
Revenue Recognition (Details)
Revenue Recognition (Details) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Revenue Recognition [Abstract] | |
Realized loss in option trading | $ 49,884 |
Revenue Recognition (Details) -
Revenue Recognition (Details) - Schedule of revenue from contracts with customers - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue Recognition (Details) - Schedule of revenue from contracts with customers [Line Items] | |||
Insurance brokerage commissions | $ 542,795 | $ 959,299 | $ 2,648,119 |
Securities brokerage commissions | 3,188,684 | 1,890,502 | 2,210,915 |
Market making commissions and fees | 4,324,650 | 4,940,623 | 11,056,431 |
Total revenue from contracts with customers | 8,056,129 | 7,790,424 | 15,915,465 |
Geographic revenue | 8,056,129 | 7,790,424 | 15,915,465 |
Hong Kong [Member] | |||
Revenue Recognition (Details) - Schedule of revenue from contracts with customers [Line Items] | |||
Geographic revenue | 3,731,479 | 2,777,831 | 4,859,034 |
Cayman Islands [Member] | |||
Revenue Recognition (Details) - Schedule of revenue from contracts with customers [Line Items] | |||
Geographic revenue | $ 4,324,650 | $ 5,012,593 | $ 11,056,431 |
Revenue Recognition (Details)_2
Revenue Recognition (Details) - Schedule of trading gains (losses) breakdown - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of trading gains (losses) breakdown [Abstract] | |||
CFD trading gain (loss) | $ 4,374,807 | $ 1,883,958 | $ 1,793,810 |
TRS trading gain (loss) | 10,523,974 | 13,157 | |
Other | 546,138 | (63,240) | (11,060) |
Trading Gains (Losses) | $ 15,444,919 | $ 1,833,875 | $ 1,782,750 |
Cash and Restricted Cash (Detai
Cash and Restricted Cash (Details) - Schedule of cash and restricted cash - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of cash and restricted cash [Abstract] | |||
Cash | $ 15,098,151 | $ 3,426,467 | $ 6,388,978 |
Restricted cash | 653,324 | 1,367,630 | 2,192,201 |
Total cash and restricted cash presented in the consolidated statements of cash flows | $ 15,751,475 | $ 4,794,097 | $ 8,581,179 |
Fair Value (Details) - Schedule
Fair Value (Details) - Schedule of Monte-Carlo Simulation model - $ / shares | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Dec. 31, 2021 | |
Monte-Carlo Simulation model [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Expected dividend yield | 0.00% | |
Risk-free interest Rate | 5.00% | |
Monte-Carlo Simulation model [Member] | Minimum [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Stock price (in Dollars per share) | $ 0.49 | |
Exercise price (in Dollars per share) | $ 0.49 | |
Expected term in years | 14 days | |
Volatility | 30.00% | |
Monte-Carlo Simulation model [Member] | Maximum [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Stock price (in Dollars per share) | $ 12.61 | |
Exercise price (in Dollars per share) | $ 12.61 | |
Expected term in years | 2 months 26 days | |
Volatility | 75.00% | |
Black-Sholes-Merton pricing mode [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Stock price (in Dollars per share) | $ 1.28 | |
Exercise price (in Dollars per share) | $ 11.5 | $ 11.5 |
Expected term in years | 3 years 5 months 15 days | |
Expected dividend yield | 0.00% | 0.00% |
Volatility | 80.46% | |
Risk-free interest Rate | 1.22% | |
Black-Sholes-Merton pricing mode [Member] | Minimum [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Stock price (in Dollars per share) | $ 1.89 | |
Expected term in years | 4 years 5 months 15 days | |
Volatility | 54.44% | |
Risk-free interest Rate | 0.364% | |
Black-Sholes-Merton pricing mode [Member] | Maximum [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Stock price (in Dollars per share) | $ 2.43 | |
Expected term in years | 5 years | |
Volatility | 54.92% | |
Risk-free interest Rate | 0.373% |
Fair Value (Details) - Schedu_2
Fair Value (Details) - Schedule of fair value hierarchy for those assets and liabilities measured at fair value on a recurring basis - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 | |
Fair value measurement: | |||
Listed equity securities | $ 15,900,369 | $ 17,622 | |
NAV practical expedient: | |||
Long term investment | 1,550,314 | ||
Total Assets | 17,450,683 | ||
Liabilities | |||
Option liabilities | [1] | (554,710) | |
CFD derivatives | [1] | (5,653) | |
Warrant liabilities | (1,940,625) | (1,469,821) | |
Total Liabilites | (2,495,335) | (1,475,474) | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | |||
Fair value measurement: | |||
Listed equity securities | 15,900,369 | 17,622 | |
NAV practical expedient: | |||
Total Assets | 15,900,369 | ||
Liabilities | |||
Option liabilities | [1] | ||
CFD derivatives | [1] | ||
Warrant liabilities | (1,322,500) | (1,000,500) | |
Total Liabilites | (1,322,500) | (1,000,500) | |
Significant Observable Inputs (Level 2) [Member] | |||
Fair value measurement: | |||
Listed equity securities | |||
NAV practical expedient: | |||
Total Assets | |||
Liabilities | |||
Option liabilities | [1] | (554,710) | |
CFD derivatives | [1] | (5,653) | |
Warrant liabilities | (618,125) | (469,321) | |
Total Liabilites | (1,172,835) | (474,974) | |
Significant Unobservable Inputs (Level 3) [Member] | |||
Fair value measurement: | |||
Listed equity securities | |||
NAV practical expedient: | |||
Total Assets | |||
Liabilities | |||
Option liabilities | [1] | ||
CFD derivatives | [1] | ||
Warrant liabilities | |||
Total Liabilites | |||
[1] | No collateral received or pledged for derivative contracts. |
Fair Value (Details) - Schedu_3
Fair Value (Details) - Schedule of fair values of financial assets and liabilities, excluding financial instruments - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Assets | |||
Cash and cash equivalents | $ 15,098,151 | $ 3,426,467 | $ 6,388,978 |
Bank balances held on behalf of customers | 653,324 | 1,367,630 | |
Receivables from broker-dealers and clearing organizations | 87,938,377 | 8,089,193 | |
Short-term loans receivable | 2,239,378 | ||
Commissions receivable | 71,253 | ||
Other receivables | 67,352 | 724,708 | |
Total assets in fair value | 103,757,204 | 15,918,629 | |
Liabilities | |||
Payables to customers | 35,959,925 | 5,221,270 | |
Payables to broker-dealers and clearing organizations | 53,101,820 | 3,845,740 | |
Commissions payable | 26,801 | 39,180 | |
Accrued expenses and other payables | 1,623,354 | 1,763,094 | |
Short-term borrowings | 110,000 | 293,905 | |
Due to director | 161,044 | 149,522 | |
Total liabilities | 90,956,143 | 11,312,711 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | |||
Assets | |||
Cash and cash equivalents | 15,098,151 | 3,426,467 | |
Bank balances held on behalf of customers | 653,324 | 1,367,630 | |
Receivables from broker-dealers and clearing organizations | |||
Short-term loans receivable | |||
Commissions receivable | |||
Other receivables | |||
Total assets in fair value | 15,751,475 | 4,794,097 | |
Liabilities | |||
Payables to customers | |||
Payables to broker-dealers and clearing organizations | |||
Commissions payable | |||
Accrued expenses and other payables | |||
Short-term borrowings | |||
Due to director | |||
Total liabilities | |||
Significant Observable Inputs (Level 2) [Member] | |||
Assets | |||
Cash and cash equivalents | |||
Bank balances held on behalf of customers | |||
Receivables from broker-dealers and clearing organizations | 87,938,377 | 8,089,193 | |
Short-term loans receivable | 2,239,378 | ||
Commissions receivable | 71,253 | ||
Other receivables | 67,352 | 724,708 | |
Total assets in fair value | 88,005,729 | 11,124,532 | |
Liabilities | |||
Payables to customers | 35,959,925 | 5,221,270 | |
Payables to broker-dealers and clearing organizations | 53,101,820 | 3,845,740 | |
Commissions payable | 39,180 | ||
Accrued expenses and other payables | 1,623,354 | 1,763,094 | |
Short-term borrowings | 110,000 | 293,905 | |
Due to director | 161,044 | 149,522 | |
Total liabilities | 90,956,143 | 11,312,711 | |
Significant Unobservable Inputs (Level 3) [Member] | |||
Assets | |||
Cash and cash equivalents | |||
Bank balances held on behalf of customers | |||
Receivables from broker-dealers and clearing organizations | |||
Short-term loans receivable | |||
Commissions receivable | |||
Other receivables | |||
Total assets in fair value | |||
Liabilities | |||
Payables to customers | |||
Payables to broker-dealers and clearing organizations | |||
Commissions payable | |||
Accrued expenses and other payables | |||
Short-term borrowings | |||
Due to director | |||
Total liabilities | |||
Estimated Fair Value [Member] | |||
Assets | |||
Cash and cash equivalents | 15,098,151 | 3,426,467 | |
Bank balances held on behalf of customers | 653,324 | 1,367,630 | |
Receivables from broker-dealers and clearing organizations | 87,938,377 | 8,089,193 | |
Short-term loans receivable | 2,239,378 | ||
Commissions receivable | 71,253 | ||
Other receivables | 67,352 | 724,708 | |
Total assets in fair value | 103,757,204 | 15,918,629 | |
Liabilities | |||
Payables to customers | 35,959,925 | 5,221,270 | |
Payables to broker-dealers and clearing organizations | 53,101,820 | 3,845,740 | |
Commissions payable | 39,180 | ||
Accrued expenses and other payables | 1,623,354 | 1,763,094 | |
Short-term borrowings | 110,000 | 293,905 | |
Due to director | 161,044 | 149,522 | |
Total liabilities | $ 90,956,143 | $ 11,312,711 |
Prepaids, Deposits, and Other_2
Prepaids, Deposits, and Other (Details) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Aggregate deposits | $ 6,000,000 |
Deposits purchased | 2,500 |
Purchase price | 8,000 |
Total price | $ 20,000,000 |
Prepaids, Deposits, and Other_3
Prepaids, Deposits, and Other (Details) - Schedule of prepaids, deposits, and other - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | ||
Schedule of prepaids, deposits, and other [Abstract] | |||
Prepaid software and IT related services | $ 299,603 | $ 276,514 | |
Prepaid insurance | 160,089 | 126,972 | |
Prepaid stock-based compensation expense | 381,800 | ||
Prepaid rent and utility | 206,768 | 158,752 | |
Prepaid offering expenses | 419,177 | ||
Prepaid consulting | 73,078 | 73,824 | |
Deposit for miners | [1] | 6,000,000 | |
Prepaid research and development expenses | [2] | 1,142,164 | |
Commissions receivable | 32,463 | 71,253 | |
Other | 26,593 | 41,916 | |
Total | $ 8,741,735 | $ 749,231 | |
[1] | The Group paid an aggregate of $6,000,000 to a third-party as deposits to purchase 2,500 Antminer S19j Pros (100 TH/s) bitcoin miners. The proposed purchase price was $8,000 per miner for a total price of $20,000,000. The deposit was refundable if a definitive purchase agreement has not been signed by March 29, 2022. As of March 31, 2022, the Group has collected all deposits from the third-party seller. | ||
[2] | Prepaid research and development expenses mainly comprised of costs related to developing the Group’s newly launched Metaverse project “Lion World”. |
Short-term Loans Receivable (De
Short-term Loans Receivable (Details) - USD ($) | Sep. 27, 2021 | Jun. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 01, 2021 | Apr. 28, 2021 | Dec. 01, 2020 | Jun. 20, 2020 |
Short-term Loans Receivable (Details) [Line Items] | |||||||||
Interest income earned | $ 31,000 | ||||||||
Loan extended date | 3,000 | $ 11,000 | |||||||
Outstanding loans receivable and accrued interest assigned as payment for purchase price | 1,691,000 | ||||||||
Purchase price of system software | $ 8,000,000 | ||||||||
Accrued interest | 534,000 | ||||||||
Loans receivable | 0 | 2,239,378 | |||||||
Loan Agreement [Member] | |||||||||
Short-term Loans Receivable (Details) [Line Items] | |||||||||
Accrued interest rate, percentage | 12.00% | ||||||||
Aggregate principal amount | $ 1,000,000 | ||||||||
Received repayment amount | 497,000 | ||||||||
Interest amount | $ 5,000 | ||||||||
December 20, 2019 [Member] | |||||||||
Short-term Loans Receivable (Details) [Line Items] | |||||||||
Notes receivable | 1,626,000 | ||||||||
Accrued interest rate, percentage | 6.00% | ||||||||
Interest income earned | 16,000 | 99,000 | $ 3,000 | ||||||
June and December 2020 [Member] | |||||||||
Short-term Loans Receivable (Details) [Line Items] | |||||||||
Accrued interest rate, percentage | 6.00% | ||||||||
Interest income earned | 4,000 | 4,000 | |||||||
Aggregate principal amount | $ 380,000 | ||||||||
Loan due date | Apr. 28, 2021 | ||||||||
Outstanding loans receivable and accrued interest assigned as payment for purchase price | 359,000 | ||||||||
Repayment of remaining outstanding | $ 30,000 | ||||||||
June 2020 [Member] | |||||||||
Short-term Loans Receivable (Details) [Line Items] | |||||||||
Aggregate principal amount | $ 300,000 | ||||||||
Outstanding balance | $ 214,000 | ||||||||
Lion Financial Group Limited [Member] | |||||||||
Short-term Loans Receivable (Details) [Line Items] | |||||||||
Accrued interest rate, percentage | 6.00% |
Other Assets (Details)
Other Assets (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disclosure Text Block Supplement [Abstract] | ||
Advance payment for purchase of trading software | $ 1,145,400 | $ 5,950,000 |
Purchase price of portfolio | $ 8,000,000 |
Long-term Investment (Details)
Long-term Investment (Details) | May 31, 2021USD ($) | May 31, 2021CNY (¥) |
Long-term Investment (Details) [Line Items] | ||
Equity interest | $ (1,550,000) | ¥ 10,000,000 |
Equirty interest, percentage | 25.00% | 25.00% |
Total investment | 64,500,000 | |
Tunlan Hongyi [Member] | ||
Long-term Investment (Details) [Line Items] | ||
Equirty interest, percentage | 62.00% | 62.00% |
Fixed Assets, Net (Details)
Fixed Assets, Net (Details) ¥ in Millions | 12 Months Ended | |||
Dec. 31, 2021USD ($) | Dec. 31, 2021CNY (¥) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Fixed Assets, Net (Details) [Line Items] | ||||
Purchase price | $ 2,600,000 | ¥ 17 | ||
Maintenance costs payable | 200,000 | |||
Depreciation expense | 378,554 | |||
Operating expenses | 27,830,815 | $ 12,804,278 | $ 10,246,026 | |
Depreciation [Member] | ||||
Fixed Assets, Net (Details) [Line Items] | ||||
Depreciation expense | 147,248 | |||
Operating expenses | $ 916,916 | $ 40,556 |
Fixed Assets, Net (Details) - S
Fixed Assets, Net (Details) - Schedule of fixed assets - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total cost of fixed assets | $ 18,928,051 | $ 186,511 |
Less: accumulated depreciation | (1,420,309) | (151,592) |
Fixed assets, net | 17,507,742 | 34,919 |
Cryptocurrency mining Machines [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost of fixed assets | 2,584,071 | |
Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost of fixed assets | 16,000,000 | |
Leasehold improvement [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost of fixed assets | 38,329 | 38,463 |
Office and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost of fixed assets | $ 305,651 | $ 148,048 |
Short-term Borrowings (Details)
Short-term Borrowings (Details) | Dec. 05, 2019USD ($) | Nov. 30, 2019 | Sep. 30, 2019USD ($) | Mar. 05, 2020USD ($) | Nov. 30, 2019 | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2021CNY (¥) | Oct. 31, 2021 |
Short-term Borrowings (Details) [Line Items] | ||||||||||
Related party | $ 110,000 | |||||||||
Equity interest | 50.00% | |||||||||
Short-term borrowing due | Lion Wealth Limited (“LWL”) obtained short-term borrowings in an aggregate of $20,409,250 from China Tonghai Financial Limited (“Tonghai”) with an interest rate of 13% per annum and due on December 5, 2019. | |||||||||
Aggregate of short-term borrowings | $ 20,409,250 | |||||||||
Accrue interest rate | 15.00% | 12.00% | 13.00% | |||||||
Aggregate of short term loan | $ 19,108,159 | |||||||||
Remaining loan balance after novation | $ 19,100,000 | |||||||||
Original borrowing agreement | $ 1,300,000 | |||||||||
Borrowers Amoubt | $ 19,100,000 | |||||||||
Gain from forgiveness of debts | 26,000 | |||||||||
Outstanding short-term borrowings | $ 1,284,155 | |||||||||
Obtained Short Term Borrowing, Description | LWL obtained short-term borrowings from a related party in the amount of $128,415 with an interest rate of 12% per annum due on February 6, 2020 | |||||||||
Interest expense | 2,000 | |||||||||
China Tonghai Financial [Member] | ||||||||||
Short-term Borrowings (Details) [Line Items] | ||||||||||
Repayments of loan | $ 990,000 | |||||||||
Interest expense | 105,000 | |||||||||
Outstanding loan amount | $ 294,000 | |||||||||
Lion Financial Group Limited [Member] | ||||||||||
Short-term Borrowings (Details) [Line Items] | ||||||||||
Related party | $ 510,230 | |||||||||
Accrue interest rate | 12.00% | |||||||||
Interest expense | 15,000 | |||||||||
Unrelated party borrowing | 128,415 | |||||||||
Remaining balance borrowing | $ 128,415 | |||||||||
Lion Metaverse Limited [Member] | ||||||||||
Short-term Borrowings (Details) [Line Items] | ||||||||||
Total loan | $ 2,325,000 | ¥ 15,000,000 |
Derivatives (Details)
Derivatives (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative liabilities | $ 555,000 | $ 555,000 |
Foreign currency amount | $ 6,000 | $ 6,000 |
Related Parties (Details)
Related Parties (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Related Parties (Details) [Line Items] | ||
Dividends paid | $ 385,901 | |
Due to director | $ 160,000 | 150,000 |
Expenses development amount | $ 119,000 | |
Director [Member] | ||
Related Parties (Details) [Line Items] | ||
Advances for working capital needs | 1,617,000 | |
Aggregate amount repaid | $ 1,467,000 |
Convertible Securities and At_3
Convertible Securities and Attached Warrants (Details) - USD ($) | Dec. 13, 2021 | Feb. 15, 2021 | Jan. 29, 2021 | Dec. 14, 2020 | Jan. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
December 2020 Convertible Debenture and Warrants [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Net proceeds allocated to convertible debenture | $ 1,540,000 | $ 1,540,000 | |||||
Convertible debenture, description | i) a 9% senior secured convertible debenture (the “2020 Convertible Debenture” or “Debenture”) in the principal amount of $1,600,000, which is convertible up to 800,000 ADSs at $2.00 per ADS at any time, matures 30 months from the date of issuance and accrues interest at 9% per annum payable quarterly in cash or, in lieu of cash payment, in our ADSs, subject to adjustment and certain customary equity conditions; ii) a 2-year warrant (“Series B Warrant”) to purchase 5,000,000 ADS at an exercise price of $2.00 per ADS; iii) a warrant to purchase 1,200,000 ADS (“Series A Warrant”) until December 14, 2027 at an exercise price of $2.45 per ADS; and iv) a 7-year warrant to purchase 7,500,000 ADS (“Series C Warrant”, together with Series A Warrant and Series B Warrant, the “December 2020 Warrants”) at an exercise price of $2.45 per ADS. The exercisability of Series C Warrant shall vest ratably from time to time in proportion to the exercise of the Series B Warrant by the holder. Further, for each $1 million of subscription amount under the 2020 Convertible Debenture and the Series B Warrant, the purchaser shall receive a certificate representing 50,000 ADSs (or such lesser number on a ratable basis if the subscription amount is less than $1 million). | ||||||
Net proceeds allocated to convertible debenture | 206,000 | ||||||
Net proceeds from issuance of warrants | 27,400,000 | ||||||
Debt discount | 206,000 | ||||||
Issuance costs charged to equity | 77,500 | ||||||
Debt discounts original issue discount | 60,000 | ||||||
Accrued interest | $ 11,600 | ||||||
Interest expense | 796,000 | $ 20,000 | |||||
Contractual interest | 12,000 | 7,000 | |||||
Amortization of the debt discounts and debt issuance cost | 784,000 | 13,000 | |||||
Debenture carrying value | 0 | $ 816,000 | |||||
Warrant exercise price increase (in Dollars per share) | $ 2.45 | ||||||
Warrant exercise price decrease (in Dollars per share) | $ 2 | ||||||
Aggregate amount | 743,500 | ||||||
December 2020 Convertible Debenture and Warrants [Member] | Series A [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Net proceeds from issuance of warrants | 157,000 | ||||||
Debt discount | 737,000 | ||||||
December 2020 Convertible Debenture and Warrants [Member] | Series B [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Net proceeds from issuance of warrants | 375,000 | ||||||
Debt discount | 803,000 | ||||||
December 2020 Convertible Debenture and Warrants [Member] | Series C [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Net proceeds from issuance of warrants | $ 802,000 | ||||||
December 2020 Convertible Debenture and Warrants [Member] | Class A Ordinary Shares [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Converted shares (in Shares) | 889,667 | ||||||
Issuance of shares (in Shares) | 14,200,000 | ||||||
February 2021 Series A Convertible Preferred Shares and Warrants [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Convertible debenture, description | On February 15, 2021, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement-February”) with one third party investor (the “Purchaser”), pursuant to which the Company received $6,440,000 in consideration of the issuance of: a) Series A Convertible Preferred Shares (the “Series A Convertible Preferred Shares”) with a stated value of $7,000,000; b) a warrant (the “Series D Warrant”) to purchase 2,333,333 ADSs of the Company until the fifth year anniversary of the closing date at an exercise price of $3.00 per ADS; c) a one-year warrant to purchase 13,333,333 ADS (the “Series E Warrant”) at an exercise price of $3.00 per ADS, each exercise of which entitles the warrant holder to receive one ADS and a 8% cash discount; and d) a 5-year warrant to purchase 13,333,333 ADS (the “Series F Warrant”, together with the Series D Warrant and the Series E Warrant, the “February 2021 Warrants”) at an exercise price of $3.00 per ADS. | In consideration of the transaction entered into in December 2021 below, the investor agrees to waive the full ratchet anti-dilution provision and set the conversion price and exercise prices as follows: (i) the conversion price of the Series A Preferred Shares is adjusted to the lower of $1.75 or 90% of the lowest daily Volume-Weighted Average Price in the last 10 trading days prior to conversion, in no event that the conversion price shall be lower than $0.75, as amended; (ii) the exercise price of the Series D Warrants is adjusted to $2.50; (iii) the exercise price of the Series E Warrants is adjusted to $2.00; and (iv) the exercise price of the Series F Warrants is adjusted to $2.50. | |||||
Debt received | $ 6,440,000 | ||||||
Conversion price (in Dollars per share) | $ 1.495 | ||||||
Net proceeds of convertible preferred shares | $ 1,563,000 | ||||||
Additional paid in capital | 81,000 | ||||||
Net of debt discounts paid | 620,000 | ||||||
Warrants an aggregate | $ 5,300,000 | ||||||
Accrued dividend converted into an aggregate (in Shares) | 349,789 | ||||||
Series A preferred shares remained outstanding (in Shares) | 6,500 | ||||||
February 2021 Series A Convertible Preferred Shares and Warrants [Member] | Series D [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Net proceeds of convertible preferred shares | $ 560,000 | ||||||
Aggregate proceeds | 2,149,000 | ||||||
February 2021 Series A Convertible Preferred Shares and Warrants [Member] | Series E [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Net proceeds of convertible preferred shares | 1,588,000 | ||||||
Aggregate proceeds | 4,231,000 | ||||||
February 2021 Series A Convertible Preferred Shares and Warrants [Member] | Series F [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Net proceeds of convertible preferred shares | $ 2,669,000 | ||||||
February 2021 Series A Convertible Preferred Shares and Warrants [Member] | Series A Convertible Preferred Shares [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Series convertible preferred shares (in Shares) | 7,000 | ||||||
Series convertible preferred shares par value (in Dollars per share) | $ 0.0001 | ||||||
Series convertible preferred shares par value | $ 1,000 | ||||||
Dividend rights rate | 8.00% | ||||||
Conversion price (in Dollars per share) | $ 3 | ||||||
Prefer stock discount | $ 1,563,000 | ||||||
February 2021 Series A Convertible Preferred Shares and Warrants [Member] | Series A Preferred Shares [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Dividend shares (in Shares) | 500 | ||||||
December 2021 Series B Convertible Preferred Shares and Warrants [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Convertible debenture, description | On December 13, 2021, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement-December”) with the same third party investor (the “Purchaser”), pursuant to which the Company received net proceeds of $3,800,000 in consideration of the issuance of: a) Series B Convertible Preferred Shares (the “Series B Convertible Preferred Shares”) with a stated value of $4,000,000; and b) a 5-year warrant to purchase 2,285,715 ADSs (the “Series G Warrants”, or the “December 2021 Warrants”) of the Company until on or prior to December 13, 2026 at an exercise price of $2.50 per ADS. | ||||||
Debt discount | $ 1,613,000 | ||||||
Debt discounts original issue discount | 50,000 | ||||||
Warrants an aggregate | $ 8,000 | ||||||
Received net proceeds | $ 3,800,000 | ||||||
Percentage of lowest daily volume-weighted average price | The Series B Convertible Preferred Shares have no voting rights, bear dividend rights at a rate of 8% per annum commencing on the closing date, and are convertible into the ADSs, beginning after its original date of issuance at an initial conversion price of $1.75 per share or 90% of the lowest daily volume-weighted average price during the 10 consecutive trading days prior to the conversion date, in no event that the conversion price shall be lower than $0.75, as amended. | ||||||
Aggregate cash | 100.00% | ||||||
Cash investment | $ 3,800,000 | ||||||
Stock and classified in stockholders’ equity, description | The fair value of December 2021 Warrants is estimated to be at $0.58 per share by using Binomial Option Pricing Model with an expected term of 5 years, a stock price of $1.70 per share, volatility of 53.42%, a risk free rate of 1.30% and an expected dividend yield of 0%. | ||||||
Deemed dividends to preferred stockholders in amount | $ 36,000 | ||||||
Carrying amount accreted | 1,222,000 | ||||||
December 2021 Series B Convertible Preferred Shares and Warrants [Member] | Series B [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Net proceeds of convertible preferred shares | 2,800,000 | ||||||
December 2021 Series B Convertible Preferred Shares and Warrants [Member] | Series G [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Debt discount | 1,613,000 | ||||||
Net proceeds of convertible preferred shares | 950,000 | ||||||
Proceeds to the detachable Series G Warrants | 950,000 | ||||||
Convertible amount | $ 1,186,000 | ||||||
December 2021 Series B Convertible Preferred Shares and Warrants [Member] | Series B Convertible Preferred Shares [Member] | |||||||
Convertible Securities and Attached Warrants (Details) [Line Items] | |||||||
Series convertible preferred shares (in Shares) | 4,000 | ||||||
Series convertible preferred shares par value (in Dollars per share) | $ 0.0001 | ||||||
Series convertible preferred shares par value | $ 1,000 |
Convertible Securities and At_4
Convertible Securities and Attached Warrants (Details) - Schedule of assumptions used to measure the fair value of warrants on the date of issuance - December 2020 Convertible Debenture and Warrants [Member] | 12 Months Ended |
Dec. 31, 2021$ / shares | |
Series A [Member] | |
Convertible Securities and Attached Warrants (Details) - Schedule of assumptions used to measure the fair value of warrants on the date of issuance [Line Items] | |
Expected term in years | 7 years |
Stock price (in Dollars per share) | $ 2.32 |
Expected dividend yield | 0.00% |
Volatility | 46.68% |
Risk-free interest Rate | 0.63% |
Initial fair value per share (in Dollars per share) | $ 1.01 |
Series B [Member] | |
Convertible Securities and Attached Warrants (Details) - Schedule of assumptions used to measure the fair value of warrants on the date of issuance [Line Items] | |
Expected term in years | 2 years |
Stock price (in Dollars per share) | $ 2.4 |
Expected dividend yield | 0.00% |
Volatility | 49.61% |
Risk-free interest Rate | 0.20% |
Initial fair value per share (in Dollars per share) | $ 0.58 |
Series C [Member] | |
Convertible Securities and Attached Warrants (Details) - Schedule of assumptions used to measure the fair value of warrants on the date of issuance [Line Items] | |
Expected term in years | 7 years |
Stock price (in Dollars per share) | $ 2.4 |
Expected dividend yield | 0.00% |
Volatility | 46.68% |
Risk-free interest Rate | 0.63% |
Initial fair value per share (in Dollars per share) | $ 0.83 |
Convertible Securities and At_5
Convertible Securities and Attached Warrants (Details) - Schedule of assumptions used to measure the fair value of warrants on the date of issuance - February 2021 Series A Convertible Preferred Shares and Warrants [Member] | 12 Months Ended |
Dec. 31, 2021$ / shares | |
Series D [Member] | |
Convertible Securities and Attached Warrants (Details) - Schedule of assumptions used to measure the fair value of warrants on the date of issuance [Line Items] | |
Expected term in years | 5 years |
Stock price (in Dollars per share) | $ 2.97 |
Expected dividend yield | 0.00% |
Volatility | 43.05% |
Risk-free interest Rate | 0.63% |
Initial fair value per share (in Dollars per share) | $ 1.07 |
Series E [Member] | |
Convertible Securities and Attached Warrants (Details) - Schedule of assumptions used to measure the fair value of warrants on the date of issuance [Line Items] | |
Expected term in years | 1 year |
Stock price (in Dollars per share) | $ 3.02 |
Expected dividend yield | 0.00% |
Volatility | 50.45% |
Risk-free interest Rate | 0.21% |
Initial fair value per share (in Dollars per share) | $ 0.53 |
Series F [Member] | |
Convertible Securities and Attached Warrants (Details) - Schedule of assumptions used to measure the fair value of warrants on the date of issuance [Line Items] | |
Expected term in years | 5 years |
Stock price (in Dollars per share) | $ 2.97 |
Expected dividend yield | 0.00% |
Volatility | 43.05% |
Risk-free interest Rate | 0.63% |
Initial fair value per share (in Dollars per share) | $ 0.89 |
Stockholders_ Equity (Details)
Stockholders’ Equity (Details) - USD ($) | Aug. 01, 2020 | Feb. 16, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2021 | Jan. 31, 2021 | Jan. 06, 2021 | Dec. 19, 2020 | Jun. 16, 2020 |
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Description of ordinary shares and preferred shares | The Company is authorized to issue (i) 450,000,000 ordinary shares, $0.0001 par value per share, divided into 300,000,000 Class A ordinary shares and 150,000,000 Class B ordinary shares, and (ii) 50,000,000 preferred shares, $0.0001 par value per share. | |||||||||
Ordinary shares outstanding | 17,399,176 | |||||||||
Net proceeds (in Dollars) | $ 1,500,000 | |||||||||
Exercise price of public warrants (in Dollars per share) | $ 1.75 | $ 2 | ||||||||
Aggregate Value (in Dollars) | $ 16,000 | |||||||||
Closing price description | (iii) if the closing price of the shares in the Company exceeds US$7.50 per share for 3 consecutive trading days, Mr. Yao may exercise 2 million call options. | |||||||||
Fair value call option (in Dollars per share) | $ 1,909,000 | |||||||||
Expected term | 2 years | |||||||||
Stock price per share (in Dollars per share) | $ 1.94 | |||||||||
Volatility percentage | 51.69% | |||||||||
Risk free rate percentage | 0.21% | |||||||||
Expected dividend percentage | 0.00% | |||||||||
Recognized in expenses (in Dollars) | $ 382,000 | |||||||||
Shares issued | 2,000,000 | |||||||||
Exercise of call options (in Dollars) | $ 4,000,000 | |||||||||
Share Subscription Agreement with Yun Tian [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Subscription price (in Dollars) | $ 800,000 | |||||||||
Subscription shares | 353,623 | |||||||||
August 2020 Private Placement [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Description of securities purchase agreement | the Company entered into a securities purchase agreement (as amended on September 29, 2020, and later amended and restated on October 19, 2020) with three investors (collectively, the “Investors”). Two tranches of transactions contemplated under the agreement were closed on August 3 and November 13, 2020, respectively. As a result, an aggregate of 1,500,000 ADSs and 1,500,000 warrants to purchase an aggregate of 1,500,000 of our ADS at US$3.00 per ADS (the “August 2020 PIPE Warrants”) were issued at US$2.00 per ADS for an aggregate purchase price of US$3 million, and an aggregate of 150,000 ADSs were issued as origination fee. Issuance costs of approximately $469,000 were recorded as a charge to additional paid-in capital, including legal and accounting | |||||||||
Net proceeds (in Dollars) | $ 2,531,000 | |||||||||
Other receivables (in Dollars) | $ 508,750 | |||||||||
PIPE Warrants [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Ordinary shares issued | 770,833 | |||||||||
Aggregate Value (in Dollars) | $ 278,000 | |||||||||
Class A Ordinary Shares [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Ordinary shares outstanding | 29,677,969 | 9,627,553 | 7,647,962 | |||||||
Ordinary shares issued | 29,677,969 | 9,627,553 | 1,486,504 | 6,000,000 | ||||||
Ordinary shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 2 | |||||||
Shares issued | 4,507,574 | |||||||||
Class A Ordinary Shares [Member] | Share Subscription Agreement with Yun Tian [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Ordinary shares issued | 4,540,000 | |||||||||
Ordinary shares, par value (in Dollars per share) | $ 2.2 | |||||||||
Class B Ordinary Shares [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Ordinary shares outstanding | 9,843,096 | 9,843,096 | 9,751,214 | |||||||
Ordinary shares issued | 9,843,096 | 9,843,096 | ||||||||
Ordinary shares, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | ||||||||
Series A Preferred Shares [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Preferred shares issued | 6,500 | |||||||||
Series B Preferred Shares [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Preferred shares issued | 4,000 | |||||||||
Subsequent Event [Member] | Class B Ordinary Shares [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Number of votes | On February 16, 2022, the Company held a General Meeting of Shareholders that approved the increase by the number of votes attached to Class B Ordinary Shares from ten (10) votes per Class B Ordinary Share to twenty five (25) votes per Class B Ordinary Share. | |||||||||
ADS [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Exercise of call options (in Dollars) | $ 4 | |||||||||
Tranches One [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Fair value call option (in Dollars per share) | $ 0.47 | |||||||||
Tranches One [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Fair value call option (in Dollars per share) | 0.33 | |||||||||
Tranches One [Member] | ||||||||||
Stockholders’ Equity (Details) [Line Items] | ||||||||||
Fair value call option (in Dollars per share) | $ 0.16 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - 2020 Share Incentive Plan [Member] - shares | 1 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-Based Compensation (Details) [Line Items] | |||
Ordinary shares issued | 4,632,449 | ||
Contractual term | 10 years | ||
Total shares granted | 1,486,504 | ||
Shares remained available for future awards | 3,145,945 |
Income Taxes (Details)
Income Taxes (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Applicable tax rate, description | the applicable tax rate was 8.25% on the first HK $2,000,000 of assessable profits and 16.5% on any assessable profits above that threshold. The 8.25% tax rate can only be utilized by one entity in a controlled group. All other Hong Kong entities in the Group utilize the 16.5% tax rate. |
Tax rate | 17.00% |
Federal tax rate | 21.00% |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of current and deferred portions of the income tax expense - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of current and deferred portions of the income tax expense [Abstract] | |||
Current | $ 53,239 | $ 1,767 | $ 66,299 |
Deferred | 1,128 | (451) | (1,827) |
Income tax expense | $ 54,367 | $ 1,316 | $ 64,472 |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule a reconciliation of the difference between the expected income tax expense or benefit computed at applicable statutory income tax rates and the Group’s income tax expense - USD ($) | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Schedule a reconciliation of the difference between the expected income tax expense or benefit computed at applicable statutory income tax rates and the Group’s income tax expense [Abstract] | ||||
Income tax expense (benefit) at applicable statutory rate | [1] | $ 3,085 | $ (348,782) | $ 1,345,164 |
Nondeductible expenses | (398,706) | |||
(Income) loss not subject to tax | [2] | (1,208,726) | (214,313) | (1,716,553) |
Current year change in valuation allowance | 1,606,803 | 558,859 | 406,506 | |
Other | (1,328) | 5,552 | 29,355 | |
Prior year examination adjustment | 53,239 | |||
Reported income taxes | $ 54,367 | $ 1,316 | $ 64,472 | |
[1] | The applicable statutory rate applied is based on the profits tax rates in Hong Kong. Effective for tax years ended on or after December 31, 2018, the applicable tax rate was 8.25% on the first HK $2,000,000 of assessable profits and 16.5% on any assessable profits above that threshold. The 8.25% tax rate can only be utilized by one entity in a controlled group. All other Hong Kong entities in the Group utilize the 16.5% tax rate. The Singapore entity within the Group has an applicable tax rate of 17.0%. The entity in the United States within the Group has a federal tax rate of 21.0%. | |||
[2] | The Group also has entities domiciled in the British Virgin Islands and the Cayman Islands, but such entities are not subject to income or capital gains taxes. |
Income Taxes (Details) - Signif
Income Taxes (Details) - Significant components of the Group’s deferred tax assets - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax asset | ||
Others | $ 1,128 | |
Net operating loss carryforwards | 2,987,597 | 1,367,309 |
Less: valuation allowance | (2,987,597) | (1,367,309) |
Net deferred tax asset | $ 1,128 |
Commitments (Details)
Commitments (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Rent expenses under operating leases | $ 779,000 | $ 683,000 | $ 592,000 |
Commitments (Details) - Schedul
Commitments (Details) - Schedule of future minimum payments under non-cancelable operating leases | Dec. 31, 2021USD ($) |
Schedule of future minimum payments under non-cancelable operating leases [Abstract] | |
2022 | $ 664,583 |
2023 | 476,306 |
2024 | 390,481 |
2025 | |
2026 | |
Total future minimum payments | $ 1,531,370 |
Regulatory Requirements (Detail
Regulatory Requirements (Details) - 1 months ended Feb. 18, 2022 | USD ($) | CLP ($) |
Subsequent Event [Member] | ||
Regulatory Requirements (Details) [Line Items] | ||
Received administrative fine notice amount | $ 314,000 | $ 261,991 |
Regulatory Requirements (Deta_2
Regulatory Requirements (Details) - Schedule of the minimum regulatory capital required and the actual amounts of capital maintained | Dec. 31, 2021USD ($) | |
Regulatory Asset [Line Items] | ||
Minimum Regulatory Capital Requirements | $ 7,356,074 | |
Capital Levels Maintained | 23,517,168 | |
Excess Net Capital | $ 16,161,094 | |
Percent of requirement Maintained | 320.00% | |
Lion International Securities Group Limited [Member] | ||
Regulatory Asset [Line Items] | ||
Minimum Regulatory Capital Requirements | $ 384,736 | |
Capital Levels Maintained | 1,231,361 | |
Excess Net Capital | $ 846,625 | |
Percent of requirement Maintained | 320.00% | |
Lion Futures Limited [Member] | ||
Regulatory Asset [Line Items] | ||
Minimum Regulatory Capital Requirements | $ 384,736 | |
Capital Levels Maintained | 1,241,548 | |
Excess Net Capital | $ 856,812 | |
Percent of requirement Maintained | 323.00% | |
Lion Asset Management Limited [Member] | ||
Regulatory Asset [Line Items] | ||
Minimum Regulatory Capital Requirements | $ 12,825 | |
Capital Levels Maintained | 53,199 | |
Excess Net Capital | $ 40,374 | |
Percent of requirement Maintained | 415.00% | |
BC Wealth Management Limited [Member] | ||
Regulatory Asset [Line Items] | ||
Minimum Regulatory Capital Requirements | $ 12,825 | |
Capital Levels Maintained | 285,086 | |
Excess Net Capital | $ 272,261 | |
Percent of requirement Maintained | 2223.00% | |
Lion International Financial (Singapore) Pte. Ltd. [Member] | ||
Regulatory Asset [Line Items] | ||
Minimum Regulatory Capital Requirements | $ 739,694 | |
Capital Levels Maintained | 1,073,516 | |
Excess Net Capital | $ 333,822 | |
Percent of requirement Maintained | 145.00% | |
Lion Broker Limited (Cayman) [Member] | ||
Regulatory Asset [Line Items] | ||
Minimum Regulatory Capital Requirements | $ 5,821,258 | [1] |
Capital Levels Maintained | 19,632,458 | [1] |
Excess Net Capital | $ 13,811,200 | [1] |
Percent of requirement Maintained | 337.00% | [1] |
[1] | On February 18, 2022, Lion Broker Limited (“LBL”) received an administrative fine notice in the amount of CI $261,991 (approximately USD $314,000) for LBL’s failure to comply with the legislative requirements in 2019. At December 31, 2021, the amount was included in the line item “accrued expenses and other payables” in the consolidated balance sheets. |
Segment Reporting (Details)
Segment Reporting (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Operating segments, description | Reportable segments are defined as an operating segment that either (a) exceeds 10% of revenue, or (b) reported profit or loss in absolute amount exceeds 10% of profit of all operating segments that did not report a loss or (c) exceeds 10% of the combined assets of all operating segments. |
Number of operating segments | 3 |
Segment Reporting (Details) - S
Segment Reporting (Details) - Schedule of operating segments - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 27,058,485 | $ 10,230,135 | $ 18,526,850 |
Commissions and fees | 3,317,692 | 1,845,994 | 3,355,205 |
Compensation and benefits | 4,069,203 | 3,802,793 | 2,430,636 |
Occupancy | 778,881 | 683,160 | 591,936 |
Communication and technology | 1,929,981 | 1,454,050 | 823,433 |
General and administrative | 2,016,582 | 2,264,318 | 692,648 |
Crypto currencies | 1,163,846 | ||
Professional fees | 3,836,817 | 1,565,834 | 761,238 |
Research and development | 1,205,040 | ||
Service fees | 3,574,579 | 833,864 | 384,840 |
Interest | 1,608,100 | 183,157 | 731,812 |
Depreciation | 916,916 | 40,556 | 52,852 |
Marketing | 913,675 | 651,324 | 55,378 |
Payment service charge | (181,249) | 245,030 | 355,585 |
Unrealized loss on equity securities | 1,916,033 | ||
Change in fair value of warrant liabilities | 470,804 | (777,266) | |
Change in fair value of option liabilities | 149,740 | ||
Other operating expenses | 144,175 | 11,464 | 10,463 |
Total operating expenses | 27,830,815 | 12,804,278 | 10,246,026 |
Income (loss) from operations | (772,330) | (2,574,143) | 8,280,824 |
Total segment assets | 148,916,831 | 22,906,069 | 13,418,348 |
Futures insurance and securities brokerage services [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 2,800,543 | 2,029,669 | 2,215,867 |
Commissions and fees | 2,037,619 | 1,316,800 | 1,526,852 |
Compensation and benefits | 1,083,943 | 1,110,192 | 1,154,378 |
Occupancy | 202,467 | ||
Communication and technology | 437,629 | 455,323 | 469,818 |
General and administrative | 89,040 | 55,028 | 72,403 |
Crypto currencies | |||
Professional fees | 14,281 | 26,690 | 7,369 |
Research and development | |||
Service fees | |||
Interest | |||
Depreciation | 2,027 | 13,000 | 26,845 |
Marketing | 2,171 | 222 | 2,608 |
Payment service charge | |||
Unrealized loss on equity securities | |||
Change in fair value of warrant liabilities | |||
Change in fair value of option liabilities | |||
Other operating expenses | 1,224 | 5,739 | |
Total operating expenses | 3,667,934 | 2,977,255 | 3,468,479 |
Income (loss) from operations | (867,391) | (947,586) | (1,252,612) |
Total segment assets | 4,097,364 | 4,624,325 | 4,823,056 |
CFD Trading [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 8,700,009 | 6,810,520 | 12,843,574 |
Commissions and fees | 63,654 | 70,124 | 322,130 |
Compensation and benefits | |||
Occupancy | 3,900 | 3,300 | 1,200 |
Communication and technology | 418,227 | 409,961 | 343,556 |
General and administrative | 393,005 | 225,067 | 140,598 |
Crypto currencies | |||
Professional fees | 136,755 | 108,175 | 118,929 |
Research and development | |||
Service fees | 449,765 | 300,990 | 119,711 |
Interest | 0 | ||
Depreciation | 640,326 | (26,403) | |
Marketing | 70,000 | 166,013 | 51,714 |
Payment service charge | (274,616) | 245,030 | 355,585 |
Unrealized loss on equity securities | |||
Change in fair value of warrant liabilities | |||
Change in fair value of option liabilities | |||
Other operating expenses | 79,934 | ||
Total operating expenses | 1,980,950 | 1,502,257 | 1,453,423 |
Income (loss) from operations | 6,719,059 | 5,308,263 | 11,390,151 |
Total segment assets | 12,028,984 | 11,558,061 | 5,307,525 |
TRS Trading [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 13,132,832 | 223,927 | |
Commissions and fees | 1,031,416 | 45,719 | |
Compensation and benefits | |||
Occupancy | 3,900 | 3,300 | |
Communication and technology | 698,262 | 233,669 | |
General and administrative | 78,616 | 18,105 | |
Crypto currencies | |||
Professional fees | 136,755 | 170,544 | |
Research and development | |||
Service fees | 2,730,596 | 13,352 | |
Interest | 804,621 | 52,240 | |
Depreciation | 93,007 | 26,403 | |
Marketing | |||
Payment service charge | 93,367 | ||
Unrealized loss on equity securities | |||
Change in fair value of warrant liabilities | |||
Change in fair value of option liabilities | 149,740 | ||
Other operating expenses | |||
Total operating expenses | 5,820,280 | 563,332 | |
Income (loss) from operations | 7,312,552 | (339,405) | |
Total segment assets | 112,623,891 | 3,078,078 | |
Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 2,425,101 | 1,166,019 | 3,467,409 |
Commissions and fees | 185,003 | 413,351 | 1,506,223 |
Compensation and benefits | 2,985,260 | 2,692,601 | 1,276,258 |
Occupancy | 771,081 | 676,560 | 388,269 |
Communication and technology | 375,863 | 355,097 | 10,059 |
General and administrative | 1,455,921 | 1,966,118 | 479,647 |
Crypto currencies | 1,163,846 | ||
Professional fees | 3,549,026 | 1,260,425 | 634,940 |
Research and development | 1,205,040 | ||
Service fees | 394,218 | 519,522 | 265,129 |
Interest | 803,479 | 130,917 | 731,812 |
Depreciation | 181,556 | 27,556 | 26,007 |
Marketing | 841,504 | 485,089 | 1,056 |
Payment service charge | |||
Unrealized loss on equity securities | 1,916,033 | ||
Change in fair value of warrant liabilities | 470,804 | (777,266) | |
Change in fair value of option liabilities | |||
Other operating expenses | 63,017 | 11,464 | 4,724 |
Total operating expenses | 16,361,651 | 7,761,434 | 5,324,124 |
Income (loss) from operations | (13,936,550) | (6,595,415) | (1,856,715) |
Total segment assets | $ 20,166,592 | $ 3,645,605 | $ 3,287,767 |
SPAC Warrants (Details)
SPAC Warrants (Details) - $ / shares | Jun. 03, 2019 | Dec. 31, 2021 | Dec. 31, 2020 |
SPAC Warrants (Details) [Line Items] | |||
Warrant description | PAAC’s warrants (collectively, the “SPAC Warrants”), which include (i) 11,500,000 warrants, those warrants included in the units as part of initial public offering (the “IPO”) on June 3, 2019 (the “Public Warrants”), (ii) 5,375,000 warrants purchased by the founders of PAAC in a private placement simultaneously closed with PAAC’s IPO (the “Private Warrants”) and (iii) 920,000 warrants issued to the underwriters of PAAC’s IPO (the “Underwriters’ Warrants”). | The Company may call the warrants for redemption (excluding the private warrants), in whole and not in part, at a price of $0.01 per warrant,• at any time while the warrants are exercisable;• upon not less than 30 days’ prior written notice of redemption to each warrant holder;• if, and only if, the reported last sale price of the Company’s ADSs equals or exceeds $18.00 per ADS, for any 20 trading days within a 30-day trading period ending on the third business day prior to the notice of Redemption to warrant holders; and• if, and only if, there is a current registration statement in effect with respect to the Class A ordinary shares underlying such warrants commencing five business days prior to the 30-day trading period and continuing each day thereafter until the date of redemption. | |
Warrant exercise price per share | $ 12 | ||
Public Warrants [Member] | |||
SPAC Warrants (Details) [Line Items] | |||
Warrants purchased | 11,500,000 | ||
Private Warrants [Member] | |||
SPAC Warrants (Details) [Line Items] | |||
Warrants purchased | 5,375,000 | ||
Underwriters [Member] | |||
SPAC Warrants (Details) [Line Items] | |||
Warrants purchased | 920,000 | ||
PAAC [Member] | |||
SPAC Warrants (Details) [Line Items] | |||
Business combination, description | Upon the closing, each outstanding Public Warrants and Private Warrants of PAAC automatically represents the right to purchase one Class A ordinary share in the form of the Company’s ADSs in lieu of one ordinary share of PAAC at a price of $11.50 per share or $11.50 per ADS, subject to adjustment in the event of a share dividend, extraordinary dividend or our recapitalization, reorganization, merger or consolidation. |
Subsequent Events (Details)
Subsequent Events (Details) | 1 Months Ended |
Mar. 31, 2022 | |
Subsequent Event [Member] | |
Subsequent Events (Details) [Line Items] | |
Subsequent event, description | In March 2022, the Group issued an aggregate of 2,450,000 deferred shares to third-party consultants in exchange for their services over the next two years. |