Touchpoint (TGHI) 10-K 24 Apr 20 2019 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2019	Apr. 24, 2020	Jun. 28, 2019
Document and Entity Information [Abstract]
Entity Registrant Name	Touchpoint Group Holdings Inc.
Entity Central Index Key	0000225211
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-K
Document Period End Date	Dec. 31, 2019
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2019
Entity Well Known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity shell Company	false
Entity Emerging Growth Company	false
Entity Public Float			$ 2,700,000
Entity Common Stock Shares Outstanding		25,688,386
Entity File Number	001-36530
Entity Interactive Data Current	Yes
Entity Incorporation State Country Code	DE

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Current assets:
Cash	$ 258	$ 313
Accounts receivable, net	80
Prepaid compensation	550	550
Investment		100
Other receivable		2,022
Advances to acquisition target	210	70
Other current assets	88	381
Current assets of continued operations	1,186	3,436
Current assets of discontinued operations	29	586
Total current assets	1,215	4,022
Other receivable	250
Goodwill	419	419
Intangible assets, net	1,992	2,489
Prepaid compensation (non-current)	917	1,467
Non current assets of discontinued operations	34	2,528
Total assets	4,827	10,925
Current liabilities:
Accounts payable	387	311
Accrued expenses	219	121
Accrued compensation	531	181
Loans payable	290
Promissory notes, related parties	1,000	1,000
Current liabilities of continued operations	2,427	1,613
Current liabilities of discontinued operations	428	842
Total current liabilities	2,855	2,455
Total liabilities	2,855	2,455
Temporary Equity - redeemable common stock outstanding 848,611	605	605
Touchpoint Group Holdings, Inc. Stockholders' equity
Preferred stock: $0.0001 par value, authorized 50,000,000; nil shares issued or outstanding
Common stock: $0.0001 par value, authorized 200,000,000 shares, issued and outstanding 4,132,600 (2019) and 3,502,387 (2018)	2	2
Additional paid-in capital	61,749	62,606
Share subscription receivable		(1,425)
Accumulated Deficit	(61,362)	(54,854)
Accumulated other comprehensive loss	(24)	(35)
Total Touchpoint Group Holdings, Inc. Stockholders' equity	365	6,294
Non-controlling interest	1,002	1,571
Total stockholders' equity	1,367	7,865
Total liabilities, temporary equity and stockholders' equity	$ 4,827	$ 10,925

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Redeemable common stock outstanding	848,611	848,611
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	4,132,600	3,502,387
Common stock, shares outstanding	4,132,600	3,502,387

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Revenue	$ 170	$ 306
Cost of revenue
Total cost of revenue	557	1,982
Gross deficit	(387)	(1,676)
Expenses:
General and administrative	3,321	6,642
Acquisition related costs		1,874
Depreciation	1	1
Intangible asset impairment charge		3,761
Total expenses	3,322	12,278
Loss from operations	(3,709)	(13,954)
Other income and expense:
Interest expense	(87)	(428)
Other income (Note 3)	553	968
Foreign currency exchange (losses)/gains	(5)	1
Loss on disposal of investment	(50)
Total other income and expense	411	541
Loss from continuing operations	(3,298)	(13,413)
Loss from discontinued operations	(3,330)	(1,166)
Net loss for the year	(6,628)	(14,579)
Net loss attributable to non controlling interest	120	810
Net loss attributable to Touchpoint Group Holdings, Inc. common stockholders	$ (6,508)	$ (13,769)
Earnings per share
Basic and diluted net loss per share - continuing operations	$ (0.85)	$ (6.59)
Basic and diluted net loss per share - Discontinued operations	$ (0.88)	$ (0.57)
Weighted average number of shares outstanding
Basic and diluted	3,768	2,034
Software and production costs
Cost of revenue
Total cost of revenue	$ 4
Amortization of intangible assets
Cost of revenue
Total cost of revenue	$ 553	$ 1,982

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Statement of Comprehensive Income [Abstract]
Net loss	$ (6,508)	$ (13,769)
Other comprehensive loss:
Foreign currency translation adjustment gain (loss)	11	(13)
Total comprehensive loss	$ (6,497)	$ (13,782)

Consolidated Statements of Temp

Consolidated Statements of Temporary and Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands	Temporary Equity	Common Stock	Additional Paid-In Capital	Stock Subscription Receivable	Accumulated Deficit	Accumulated Other Comprehensive Income	Non-Controlling Interest	Total
Balance at Dec. 31, 2017		$ 1	$ 48,358		$ (41,085)	$ 22		$ 7,252
Balance, shares at Dec. 31, 2017		1,210
Net loss					(13,769)		(810)	(14,579)
Foreign currency translation						(13)		(13)
Warrant modification expense			544					544
Shares issued for services provided	$ 199	$ 1	4,749					4,750
Shares issued for services provided, shares	7	459
Shares issued for exercise of warrants			2,096					2,096
Shares issued for exercise of warrants, shares		347
Shares issued for business combinations			3,341				2,381	5,722
Shares issued for business combinations, shares		491
Shares issued for IP agreement			548					548
Shares issued for IP agreement, shares		120
Shares issued for settlement agreement			96					96
Shares issued for settlement agreement, shares		14
Shares issued in conversion of debt	$ 406
Shares issued in conversion of debt, shares	27
Beneficial conversion feature			200					200
Shares issued for sale of stock			2,674	(1,425)				1,249
Shares issued for sale of stock, shares		861
Balance at Dec. 31, 2018	$ 605	$ 2	62,606	(1,425)	(54,854)	(35)	1,571	7,865
Balance, shares at Dec. 31, 2018	34	3,502
Net loss					(6,508)		(120)	(6,628)
Foreign currency translation						11		11
Additional shares for contract revision			127					127
Additional shares for contract revision, shares		82
Rounding shares issued
Rounding shares issued, shares		6
Shares issued for services provided			189					189
Shares issued for services provided, shares		300
Shares issued as security for loan
Shares issued as security for loan, shares		179
Disposal of equity in subsidiary							(449)	(449)
Shares issued for commitment fees			102
Shares issued for commitment fees, shares		370
Share subscription settled through services provided				150				150
Shares subscription cancelled			(1,275)	1,275
Shares subscription cancelled, shares		(340)
Balance at Dec. 31, 2019	$ 605	$ 2	$ 61,749		$ (61,362)	$ (24)	$ 1,002	$ 1,367
Balance, shares at Dec. 31, 2019	34	4,099

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Operating activities:
Net loss for the year	$ (3,298)	$ (13,413)
Adjustment to reconcile net loss for the year to net cash used in operating activities:
Depreciation of property and equipment	1	1
Amortization of intangible assets	553	1,982
Shares issued for financing commitment	102
Amortization of beneficial conversion feature		355
Shares issued for contract revision	127
Impairment charge		3,761
Amortization of shares issued for services	955	550
Warrants issued for services received		544
Non-cash interest expense	18
Loss on disposal of investment	50
Common shares issued for services received	189	4,729
Other income (non-cash) (Note 3)	(553)	(930)
Changes in operating assets and liabilities:
Accounts receivable	(102)	(102)
Other assets	21	(353)
Accounts payable and accrued expenses	506	(97)
Net cash flows from continuing operating activities	(1,431)	(2,973)
Net cash flows from discontinued operating activities	(633)	(1,058)
Net cash flows from operating activities	(2,064)	(4,031)
Cash used in investing activities:
Cash advances to acquisition target	(140)
Cash consideration of acquisitions (net of cash acquired)		(204)
Proceeds from sale of investments	50
Proceeds from sale of interest in subsidiary	1,750
Acquisition of fixed assets		(1)
Net cash flows from investing activities - continuing operations	1,660	(205)
Cash flows from investing activities - discontinued operations	(77)	(5)
Net cash flows from investing activities	1,583	(210)
Cash flows from financing activities:
Proceeds from loans	762
Repayments on loans	(490)
Cash proceeds from exercise of warrants		2,096
Cash proceeds from issuance of common stock		1,450
Advances from/(repayments to) related parties	19	(30)
Net cash flows from financing activities - continuing operations	291	3,516
Cash flows from financing activities - discontinued operations	69	301
Net cash flows from financing activities	360	3,817
Decrease in cash during the year	(121)	(424)
Foreign exchange effect on cash	10	(26)
Cash at the beginning of the year - continuing operations	313	763
Cash at the beginning of the year - discontinued operations	58
Cash at end of the year - total	258	313
Supplementary Information:
Cash paid for interest
Non-cash transactions:
Common stock issued in acquisitions		5,722
Common stock issued for software		548
Disposal of interest in subsidiary	(449)
Share subscription settled through securities provided	$ 150

Description of Business, Organi

Description of Business, Organization and Principles of Consolidation	12 Months Ended
	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business, Organization and Principles of Consolidation	Note 1. Description of Business, Organization and Principles of Consolidation Description of Business On September 26, 2019, the Company changed its name from One Horizon Group, Inc. to Touchpoint Group Holdings, Inc. (the "Company"). The Company has the following businesses: (i) Touchpoint Connect Limited ("Touchpoint") – a newly formed wholly owned subsidiary that offers a white label product which is a fan engagement platform designed to enhance the fan experience and drive commercial aspects of the sport and entertainment business. (ii) The Company is in negotiations to sell its interests in Love Media House, Inc. ("Love Media House") and as such, it is considered to be discontinued operations. See Note 3 for more information. (iii) The Company signed agreements in February 2020 completing the sale of its interest in Browning Productions & Entertainment, Inc. ("Browning") and its results for 2019 are treated as discontinued operations. See Note 3 for more information. (iv) 123 Wish, Inc. is considered dormant. All operations have been moved to Touchpoint. The Company is based in the United States of America, Hong Kong, China and the United Kingdom. Current Structure of the Company The Company has the following subsidiaries: Subsidiary name % Owned ● 123Wish, Inc. (considered dormant) 51 % ● One Horizon Hong Kong Ltd 100 % ● Horizon Network Technology Co. Ltd 100 % ● Love Media House, Inc. (discontinued operations) 100 % ● Touchpoint Connect Limited (formed in September 2019) 100 % ● Browning Productions & Entertainment, Inc. (discontinued operations and disposed of in February 2020) 51 % In addition to the subsidiaries listed above, Suzhou Aishuo Network Information Co., Ltd ("Suzhou Aishuo") is a limited liability company organized in China and controlled by the Company via various contractual arrangements. Suzhou Aishuo is treated as one of our subsidiaries for financial reporting purposes in accordance with GAAP. All significant intercompany balances and transactions have been eliminated in consolidation.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2. Summary of Significant Accounting Policies Liquidity and Capital Resources Historically, the Company has incurred net losses and negative cash flows from operations which raise substantial doubt about the Company's ability to continue as a going concern. The Company has principally financed these losses from the sale of equity securities and the issuance of debt instruments. The Company may be required to raise additional funds through various sources, such as equity and debt financings. While the Company believes it is probable that such financings could be secured, there can be no assurance the Company will be able to secure additional sources of funds to support its operations or, if such funds are available, that such additional financing will be sufficient to meet the Company's needs or on terms acceptable to us. At December 31, 2019, the Company had cash of $258,000. T ogether with the Company's current operational plan and budget, the Company believes that it is probable that it will have sufficient cash to fund its operations into at least the first quarter of 2021. However, actual results could differ materially from the Company's projections. On August 5, 2019, the Company entered into an equity purchase agreement (the "Equity Purchase Agreement") with Crown Bridge Partners, LLC ("Crown"), whereby Crown are committed to purchase up to $10.0 million of new common stock from the Company at the Company's option during the next three years. The amount is determined by the market value of trades and is priced at an 18% discount to average market price. As of December 31, 2019, no shares have been sold under the Equity Purchase Agreement. In connection with the Equity Purchase Agreement, the Company entered into a six month loan with Labrys Fund, LP in the original principal amount of $180,000. The loan was issued with a 10% original issue discount, and accordingly, the Company received net proceeds of $162,000 and an annual coupon rate of 12%. The loan was repaid on the due date in January 2020. Basis of Accounting and Presentation These consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States ("GAAP"). Foreign Currency Translation The reporting currency of the Company is the U.S. dollar. Assets and liabilities other than those denominated in U.S. dollars, primarily in Singapore, the United Kingdom and China, are translated into U.S. dollars at the rate of exchange at the balance sheet date. Revenues and expenses are translated at the average rate of exchange throughout the period. Gains or losses from these translations are reported as a separate component of other comprehensive income (loss) until all or a part of the investment in the subsidiaries is sold or liquidated. The translation adjustments do not recognize the effect of income tax because the Company expects to reinvest the amounts indefinitely in operations. Transaction gains and losses that arise from exchange-rate fluctuations on transactions denominated in a currency other than the functional currency are included in general and administrative expenses. Cash Cash and cash equivalents include bank demand deposit accounts and highly liquid short-term investments with maturities of three months or less when purchased. Cash consists of checking accounts held at financial institutions in the U.S. and the United Kingdom which, at times, balances may exceed insured limits. The Company has not experienced any losses related to these balances, and management believes the credit risk to be minimal. Accounts Receivable, Concentrations and Revenue Recognition Performance Obligations Revenue Recognition — Discontinued operations 1 Love Media House derives income from recording and video services. Income is recognized when the recording and video services are performed and the final customer product is delivered and the point at which the performance obligation is satisfied. These revenues are non-refundable. 2 Browning derives income from the advertising associated with the airing of television series produced by Browning and also licenses income from the showing of series on certain channels based on the number of viewers attracted. Advertising revenue is recognized when the series to which the advertising relates is aired. — Continued operations 3 Touchpoint – Revenue for the sale of the software license is recognized when the customer has use of the services and has access to use the software. Revenue from maintenance services are recognized over time as the services are provided and charged. The Company does not have off-balance sheet credit exposure related to its customers. As of December 31, 2019, two customers accounted for 100% of the accounts receivable balance and as of December 31, 2018, there was no accounts receivable balance. Five customers accounted for 100% of the revenue for the year ended December 31, 2019 and one customer accounted for 74% of the revenue for the year ended December 31, 2018. During the year ended December 31, 2019, revenues totaling $40,000 were generated from an arrangement with an acquisition target. Intangible Assets Intangible assets include software development costs and acquired technology and are amortized on a straight-line basis over the estimated useful lives ranging from four to five years. The Company periodically evaluates whether changes have occurred that would require revision of the remaining estimated useful life. The Company performs periodic reviews of its capitalized intangible assets to determine if the assets have continuing value to the Company. Impairment of Other Long-Lived Assets The Company evaluates the recoverability of its property and equipment and other long-lived assets whenever events or changes in circumstances indicate impairment may have occurred. An impairment loss is recognized when the net book value of such assets exceeds the estimated future undiscounted cash flows attributed to the assets or the business to which the assets relate. Impairment losses, if any, are measured as the amount by which the carrying value exceeds the fair value of the assets. During the year ended December 31, 2018 the Company, as a result of this review, recognized an impairment charge relating to Horizon Software totaling $3.8 million. As set out in Note 3, during the year ended December 31, 2019, the Company recorded an impairment charge related to the Company's discontinued operations totaling $2.4 million. Income Taxes Deferred income tax assets and liabilities are determined based on temporary differences between financial reporting and tax bases of assets and liabilities, operating loss, and tax credit carryforwards, and are measured using the enacted income tax rates and laws that will be in effect when the differences are expected to be recovered or settled. Realization of certain deferred income tax assets is dependent upon generating sufficient taxable income in the appropriate jurisdiction. The Company records a valuation allowance to reduce deferred income tax assets to amounts that are more likely than not to be realized. The initial recording and any subsequent changes to valuation allowances are based on a number of factors (positive and negative evidence). The Company considers its actual historical results to have a stronger weight than other, more subjective, indicators when considering whether to establish or reduce a valuation allowance. Net Loss per Share Basic net loss per share is calculated by dividing the net loss attributable to common shareholders by the weighted average number of common shares outstanding in the period. Diluted loss per share takes into consideration common shares outstanding (computed under basic loss per share) and potentially dilutive securities. For the years ended December 31, 2019 and 2018, all outstanding warrants are antidilutive because of net losses, and as such, their effect has not been included in the calculation of diluted net loss per share. Common shares issuable are considered outstanding as of the original approval date for purposes of earnings per share computations. Accumulated Other Comprehensive Income (Loss) Other comprehensive income (loss), as defined, includes net income (loss), foreign currency translation adjustment, and all changes in equity (net assets) during a period from non-owner sources. To date, the Company has not had any significant transactions that are required to be reported in other comprehensive income (loss), except for foreign currency translation adjustments. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the fiscal year. The Company makes estimates for, among other items, useful lives for depreciation and amortization, determination of future cash flows associated with impairment testing for long-lived assets, determination of the fair value of stock options and warrants, valuation allowance for deferred tax assets, allowances for doubtful accounts, and potential income tax assessments and other contingencies. The Company bases its estimates on historical experience, current conditions, and other assumptions that it believes to be reasonable under the circumstances. Actual results could differ from those estimates and assumptions. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, "Leases," which created a new Topic, ASC Topic 842 and established the core principle that a lessee should recognize the assets, representing rights-of-use, and liabilities to make lease payments, that arise from leases. For leases with a term of 12 months or less, a lessee is permitted to make an election under which such assets and liabilities would not be recognized, and lease expense would be recognized generally on a straight-line basis over the lease term. This standard is effective for the Company beginning in 2019 and was adopted by the Company for the year beginning January 1, 2019. The Company has evaluated the impact of this revised guidance on its financial statements and determined it had no material impact, as the Company has no leasing arrangements with terms greater than one year.

Acquisitions

Acquisitions	12 Months Ended
	Dec. 31, 2019
Business Combinations [Abstract]
Acquisitions	Note 3. Acquisitions 123Wish, Inc. In February 2018, the Company completed the acquisition of a 51% controlling interest in 123 Wish, Inc. (formerly Once in a Lifetime LLC) ("123 Wish") in exchange for the issuance of 1,333,334 fully paid and non-assessable shares of common stock with a fair value of $1.39 million. In addition, the Company shall issue fully paid and non-assessable shares of common stock equal to 2.5 times of the net, after tax, earnings of 123 Wish for the nine month period after the date of acquisition and fully paid and non-assessable shares of common stock equal to 4.5 times the net, after tax, earnings of 123 Wish for the second six month period after the date of acquisition. 123 Wish has proprietary applications which use the social media aspect of the internet. The following table summarizes the consideration paid and the fair value of the assets acquired and liabilities assumed (In thousands): Consideration Paid: Common stock $ 1,387 Non controlling interest 1,353 $ 2,740 Fair values of identifiable assets acquired and liabilities assumed: Assets acquired: Cash $ 14 Other intangible assets 2,307 Goodwill 419 Net Assets Acquired $ 2,740 The consideration paid was 1,333,334 common shares valued at $1.04 per share. Separately identifiable intangible assets include technology which were valued by management using discounted cash flow and replacement cost approaches. Love Media House, Inc. (formerly C-Rod, Inc.) In March 2018, the Company completed the acquisition of 100% ownership of Love Media House in exchange for $150,000 cash and 3,376,147 fully paid and non-assessable shares of common stock with a fair value of $1.9 million. The financial statements of Love Media House have been included in the consolidated financial statements from the date of acquisition. The following table summarizes the consideration paid and the fair value of the assets acquired and liabilities assumed (In thousands): Consideration Paid: Cash $ 150 Common stock 1,885 $ 2,035 Fair values of identifiable assets acquired and liabilities assumed: Assets acquired: Cash $ 5 Other intangible assets 900 Goodwill 1,172 Total assets acquired 2,077 Liabilities assumed: Accounts payable 42 Total Liabilities Assumed 42 Net Assets Acquired $ 2,035 Separately identifiable intangible assets were customer relationships and were valued by management using discounted cash flow and replacement cost approaches. Banana Whale Studios PTE Ltd In May 2018 the Company completed the acquisition of 51% ownership of Banana Whale Studios PTE Ltd ("BWS" or "Banana Whale") a Singapore corporation. The acquisition of Banana Whale was based on an earnout formula solely and should Banana Whale fail to reach forecasted profit numbers during the first 24 months then some, or all of the shares allocated would be refundable to the Company. At the time of acquisition 295,300 shares of common stock were placed in escrow for payment of the confirmed earn out. However, based on the terms of the ultimate disposition (note 4) of BWS no shares were ultimately transferred or other consideration paid. The following table summarizes the consideration paid and the fair value of the assets acquired and liabilities assumed in May 2018 (In thousands): Consideration Paid: Common stock $ — Non-controlling interest 894 $ 894 Fair values of identifiable assets acquired and (liabilities) assumed: Assets acquired: Cash $ 42 Accounts receivable 11 Equipment 37 Other receivable 2,022 Liabilities assumed: Accounts payable (288 ) $ 1,824 Bargain purchase gain $ 930 On February 4, 2019, the Company sold its interest in Banana Whale for $2.0 million, of which $1.5 million was in cash on completion and the balance was in the form of a promissory note receivable for $500,000 payable by December 31, 2019 (see below). The note is secured by a pledge of Banana Whale shares held in the name the four founding shareholders of Banana Whale. The pledged shares are held in escrow pending the payout of the promissory note. In December 2019, an agreement regarding the remaining amount due on the promissory note of $500,000 was reached whereby the Company received $250,000 in December 2019 and the balance payable over the 2 years ending December 2021 whereby the Company will receive an amount equal to 25% of reported earnings before income tax, depreciation and amortization ("EBITDA") each quarter up to a maximum amount of $250,000 in aggregate. Browning Production & Entertainment In October 2018, the Company completed the acquisition of 51% ownership of Browning in exchange for $10,000 cash and an allocation of 12,000 fully paid shares of common stock with a fair value of $101,100. Of these shares, 6,000 have been issued with the remaining balance of 6,000 to be issued upon receipt of audited financial statements of Browning. The Company had previously paid a deposit of $10,000 cash and 35,000 fully paid shares of common stock with a fair value of $18,200. The following table summarizes the consideration paid and the fair value of the assets acquired and liabilities assumed as of October 22, 2018 (In thousands): Consideration Paid: Common stock $ 119 Cash 20 Non-controlling interest 134 $ 273 Fair values of identifiable assets acquired and (liabilities) assumed: Assets acquired: Cash $ — Accounts receivable 43 Other assets 23 Equipment 2 Goodwill 622 Liabilities assumed: Accounts payable (42 ) Deferred revenue (72 ) Loans and advances (303 ) Net Assets Acquired $ 273

Discontinued Operations

Discontinued Operations	12 Months Ended
	Dec. 31, 2019
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	Note 4. Discontinued Operations In November 2018, the management of the Company's then 51% controlled subsidiary, Banana Whale, entered into discussions whereby the Company would sell its shares of BWS to a third party. Under the agreement, which had an effective date of January 1, 2019, the Company received cash of $1,500,000 and a promissory note of $500,000 and the return of the 295,320 Company shares issued on acquisition. The Company realized a gain of $553,000 on the sale of its 51% interest in BWS during the year ended December 31, 2019. In December 2019, an agreement regarding the remaining amount due on the Promissory note of $500,000 was reached whereby the Company received $250,000 in December 2019 and the balance payable over the 2 years ending December 2021 whereby the Company will receive an amount equal to 25% of reported EBITDA each quarter up to a maximum amount of $250,000 in aggregate. During the year ended December 31, 2019, the Company decided to sell its interests in its subsidiaries, Love Media House and Browning . In connection with this determination, the Company concluded the intangible assets related to these subsidiaries were impaired. Accordingly, the Company recorded an impairment charge of $2,440,000 which is included in the loss from discontinued operations. On February 24, 2020, the Company completed the sale of its interest in Browning to William J. Browning, the holder of the remaining Browning shares. Under the agreement, Browning and Mr. Browning agreed to repay advances totaling $210,000 made to Browning by the Company over a 24-month period ending January 31, 2022 with an early repayment discount given during the six months ending August 31, 2020. Mr. Browning also agreed to return to the Company shares given to Mr. Browning under the original acquisition for cancellation by the Company. The Company has accounted for the operations of BWS, Love Media House and Browning as discontinued operations. The Statements of Operations for year ended December 31, 2019 and 2018 for discontinued operations is as follows: (in thousands) Years Ended 2019 2018 Revenue $ 467 $ 637 Cost of revenue Hardware 193 596 Amortization 150 166 343 762 Gross Profit/(deficit) 124 (125 ) Expenses General and administrative 987 1,054 Depreciation 8 10 Other expenses 19 (23 ) Impairment 2,440 - 3,454 1,041 Loss from Discontinued Operations $ (3,330 ) $ (1,166 ) The balance sheet of discontinued operations as of December 31, 2019 and 2018 is as follows: (in thousands) December 31, 2019 2018 Current Assets Cash $ 2 $ 58 Accounts Receivable - 436 Other current assets 27 92 29 586 Property and equipment 34 39 Intangible assets - 830 Goodwill - 1,659 $ 63 $ 3,114 Current Liabilities Accounts payable and accrued expenses $ 36 $ 59 Deferred revenue 15 177 Loans payable 115 401 Finance contracts, due within one year 51 - Notes payable – related parties 211 205 $ 428 $ 842

Intangible Assets

Intangible Assets	12 Months Ended
	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	Note 5. Intangible Assets Intangible assets consist of the following (in thousands): December 31, 2019 2018 Touchpoint software $ 2,950 $ 2,894 Goodwill 419 419 3,347 3,313 Less accumulated amortization (958 ) (405 ) Intangible assets, net $ 2,411 $ 2,908

Notes Payable

Notes Payable	12 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Notes Payable	Note 6. Notes Payable a) Promissory notes, related parties The promissory notes due to Zhanming Wu ($500,000) and the Company's CEO, Mark White ($500,000), both considered related parties, including accrued interest of 7% per annum from issuance, were due for repayment on August 31, 2019. Such payments were not made and the parties are in negotiations to extend the maturity dates of the promissory notes, but there can be no guarantee that commercially reasonable terms will agreed upon. As of December 31, 2019, the counterparties had not demanded repayment of the promissory notes. b) Century River Limited The $500,000 loan payable with a remaining principal balance of $10,000 at December 31, 2019 is due to Century River Limited, a company controlled by the Company's CEO, Mark White. This loan is due on demand and bears interest of 3% per annum. c) Bespoke Growth Partners The loan payable in the amount of $100,000 is due to Bespoke Growth Partners. This loan was due on January 26, 2020 and bore interest of 20% per annum. During 2020 the loan is in the process of repayment by way of stock issuances to Bespoke Growth Partners. As at April 21, 2020 the Company repaid $64,382 by issuing a total of 7,424,213 shares of common stock to Bespoke Growth Partners. d) Labrys Fund The loan payable in the amount of $180,000 is due to Labrys Fund LP. This loan was due on January 24, 2020 and bore interest of 12% per annum. The Loan was repaid in full on the due date.

Share Capital

Share Capital	12 Months Ended
	Dec. 31, 2019
Stockholders' Equity Note [Abstract]
Share Capital	Note 7. Share Capital Common Stock The Company is authorized to issue 200 million shares of common stock, par value of $0.0001. During the year ended December 31, 2019, the Company issued shares of common stock as follows: ● 81,933 shares of common stock, with a fair value of $126,760, as additional compensation related to acquisition of Browning. ● 200,000 shares of common stock, with a fair value of $150,000, for consulting services to be provided. ● 100,000 shares of common stock with a fair value of $38,750 for consulting services to be provided ● 179,104 shares of common stock as security against the loan payable to Labrys Fund LP. The shares were received back by the Company for cancellation in February 2020. ● 370,000 shares of common stock for a commitment fee payable to Crownbridge Partners During the year ended December 31, 2019, 340,000 shares of common stock, issued in December 2018 was returned to the company for cancellation and the related share subscription due was cancelled. During the year ended December 31, 2018, the Company: ● Issued 9,000 shares of common stock for services with a fair value of $357,750 ● Issued 53,334 shares of common stock, with a fair value of $1.4 million, for the acquisition of 51% of Once in a Lifetime ● Issued 4,000 shares of common stock for services provided with a fair value of $204,000 ● Issued 20,167 shares of common stock for conversion of convertible note and accrued interest in the amount of $302,500 ● Issued 6,889 shares of common stock for conversion of convertible note and accrued interest in the amount of $103,000 ● Issued 6,889 shares of common stock for services provided with a fair value of $200,000 ● Issued 30,000 shares of common stock for exercise of warrants at a price of $18.75 per share. ● Issued 2,000 shares of common stock for services provided with a fair value of $80,000. ● Issued 55,046 shares of common stock, with a fair value of $1,541,285, as part consideration for the acquisition of Love Media House, Inc. ● Issued 4,000 shares of common stock for services to be provided with a fair value of $85,000. ● Issued 9,000 shares of common stock for services to be provided with a fair value of $168,750 ● Issued 34,000 shares of common stock for services provided with a fair value of $425,000 ● Issued 295,320 shares of common stock, for the acquisition of 51% of Banana Whale Studios Pte., Ltd see note 3. ● Issued 63,000 shares of common stock for services provided with a fair value of $787,500 ● Issued 34,000 shares of common stock for exercise of warrants at a price of $12.50 per share ● Issued 24,000 shares of common stock for services provided with a fair value of $306,000 ● Issued 12,000 shares of common stock for services provided with a fair value of $150,000 ● Issued 70,000 shares of common stock for cash of $5.00 per share ● Issued 74,000 shares of common stock for exercise of warrants at a price of $2.50 per share ● Issued 1,400 shares of common stock, with a fair value of $18,200, for an option to acquire an interest in Browning Productions. ● Issued 61,000 shares of common stock for cash of $114,375 ● Issued 39,000 shares of common stock for exercise of warrants at a price of $1.88 per share ● Issued 180,000 shares of common stock for cash of $360,000 ● Issued 40,000 shares of common stock for services provided with a fair value of $175,000 ● Issued 120,000 shares of common stock for acquisition of software with a fair value of $548,000 ● Issued 6,000 shares of common stock, with a fair value of $51,000, for the acquisition of 51% of Browning Productions. ● Issued 222,000 shares of common stock for services provided with a fair value of $1,148,000 ● Issued 170,000 shares of common stock for cash of $324,500 ● Issued 170,000 shares of common stock for exercise of warrants at a price of $5.00 per share ● Issued 14,176 shares of common stock, with a fair value of $96,000, pursuant to a settlement ● Issued 80,000 shares of common stock, with a fair value of $344,000, as an adjustment to the purchase price of Love Media House, Inc. ● Issued 380,000 shares of common stock for subscription receivable of $1,425,000 Stock Purchase Warrants As at December 31, 2019, the Company had reserved 2,890 shares of its common stock for the outstanding warrants with weighted average exercise price of $20.00. Such warrants expire at various times through July 2020. During the year ended December 31, 2019, no warrants were issued or exercised and 4,518 warrants were forfeited. During the year ended December 31, 2018, 209,000 warrants were issued, 12,099 warrants were forfeited and 347,000 warrants were exercised, for proceeds of $2,096,000. During the year ended December 31, 2018, the Company agreed to reduce the exercise price on 0.26 million outstanding warrants, which resulted in additional compensation cost of $544,000, in order to obtain additional funding.

Stock-Based Compensation

Stock-Based Compensation	12 Months Ended
	Dec. 31, 2019
Share-based Payment Arrangement [Abstract]
Stock-Based Compensation	Note 8. Stock-Based Compensation On August 6, 2013, the Company's shareholders approved the 2013 Equity Incentive Plan ("2013 Plan"). The 2013 Plan provides for the issuance of stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, dividend equivalents, cash bonuses and other stock-based awards to employees, directors and consultants of the Company. There were no options issued in the years ended December 31, 2019 and 2018 and there are no options outstanding as at December 31, 2019. In March 2018, the Company adopted the 2018 Equity Incentive Plan (the "2018 Plan") to provide additional incentives to the employees, directors and consultants of the Company to promote the success of the Company's business. During the year ended December 31, 2019, no common stock of the Company was issued under the 2018 Plan.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Income Taxes	Note 9. Income Taxes The difference between the applicable statutory tax rates and the provision for income tax recorded by the Company is primarily attributable to the change in the Company's valuation allowance against its deferred tax assets and the tax treatment of certain gains and losses recorded under GAAP. The potential benefit of net operating loss carryforwards has not been recognized in the consolidated financial statements since the Company cannot determine that it is more likely than not that such benefit will be utilized in future years. The tax years 2006 through 2019 remain open to examination by federal authorities in certain jurisdictions in which the Company operates, namely China and Hong Kong. The components of the net deferred tax assets and the amount of the valuation allowance are as follows: (in thousands) December 31, 2019 2018 Deferred tax assets Net operating loss carryforwards 4,494 3,577 Valuation allowance (4,494 ) (3,577 ) Net deferred tax assets $ — $ — The Company continually evaluates its uncertain income tax positions and may record a liability for any unrecognized tax benefits resulting from uncertain income tax positions taken or expected to be taken in an income tax return. Estimated interest and penalties are recorded as a component of interest expense and other expense, respectively. Because tax laws are complex and subject to different interpretations, significant judgment is required. As a result, the Company makes certain estimates and assumptions in: (1) calculating its income tax expense, deferred tax assets, and deferred tax liabilities; (2) determining any valuation allowance recorded against deferred tax assets; and (3) evaluating the amount of unrecognized tax benefits, as well as the interest and penalties related to such uncertain tax positions. The Company's estimates and assumptions may differ significantly from tax benefits ultimately realized. Historically, the Company has not filed income tax returns and the related required informational filings in the U.S. Certain informational filings if not filed contain penalties. The Company is currently addressing this issue with advisors to determine the amount of potential payments due. Given the complexity of the issue the Company is unable to quantify a range of potential loss. Accordingly, no liability has been recorded in the accompanying consolidated balance sheets in respect of this matter. However, such potential penalties may be material to the Company's financial statements.

Legal Proceedings

Legal Proceedings	12 Months Ended
	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Legal Proceedings	Note 10. Legal Proceedings The Company has received a claim from the landlord of a property leased by Maham LLC, under which the Company is a guarantor. The Company has taken legal advice and its counsel is liaising with the landlord regarding the claim and is also discussing a solution to Maham's financial difficulty. The Company has also been served a claim from the former management of Love Media regarding a claim for unpaid wages. The Company disputes the validity of their claim in its entirety.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2019
Subsequent Events [Abstract]
Subsequent Events	Note 11. Subsequent Events On August 5, 2019, the Company entered into a Consulting Agreement pursuant to which, the Company agreed to issue and immediately and irrevocably deliver to the consultant 2,500,000 restricted shares of Company common stock. On April 21, 2020, the Company entered into the Accord and First Amended Consulting Agreement, dated as of April 16, 2020, pursuant to which the Company agreed to issue 5,000,000 shares of the Company's common stock to the consultant. In addition, pursuant to the terms of the Consulting Agreement, the parties agreed that the 2,500,000 shares that were issued would not be subject to a reverse split. As previously disclosed, on September 26, 2019, the Company effected a 1-for-25 reverse stock split of the Company's common stock (the "Reverse Split"). Pursuant to the terms of the Accord and First Amended Consulting Agreement, the Company agreed to issue to the consultant an additional 2,400,000 shares of Company common stock as a corrective share issuance that the parties agreed was fully earned by the consultant as of August 20, 2019. On April 20, 2020, the Company entered into an Agreement, dated as of April 16, 2020, pursuant to which the Company agreed to issue and immediately and irrevocably deliver to a consultant 2,000,000 restricted shares of Company common stock. With regard to any acquisition of a company introduced by the consultant that results in ownership by the Company of not less than 20% of such company, the Company agreed to compensate the consultant within three business days of closing of such transaction by that amount of cash that equates to 5% of the anticipated total purchase price or deal value or that amount of Company stock that equates to 7.5% of the anticipated purchase price or deal value. On April 24, 2020, the Company issued an aggregate of 5,000,000 shares to an employee in advance of stock awards due to him.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Liquidity and Capital Resources	Liquidity and Capital Resources Historically, the Company has incurred net losses and negative cash flows from operations which raise substantial doubt about the Company's ability to continue as a going concern. The Company has principally financed these losses from the sale of equity securities and the issuance of debt instruments. The Company may be required to raise additional funds through various sources, such as equity and debt financings. While the Company believes it is probable that such financings could be secured, there can be no assurance the Company will be able to secure additional sources of funds to support its operations or, if such funds are available, that such additional financing will be sufficient to meet the Company's needs or on terms acceptable to us. At December 31, 2019, the Company had cash of $258,000. T ogether with the Company's current operational plan and budget, the Company believes that it is probable that it will have sufficient cash to fund its operations into at least the first quarter of 2021. However, actual results could differ materially from the Company's projections. On August 5, 2019, the Company entered into an equity purchase agreement (the "Equity Purchase Agreement") with Crown Bridge Partners, LLC ("Crown"), whereby Crown are committed to purchase up to $10.0 million of new common stock from the Company at the Company's option during the next three years. The amount is determined by the market value of trades and is priced at an 18% discount to average market price. As of December 31, 2019, no shares have been sold under the Equity Purchase Agreement. In connection with the Equity Purchase Agreement, the Company entered into a six month loan with Labrys Fund, LP in the original principal amount of $180,000. The loan was issued with a 10% original issue discount, and accordingly, the Company received net proceeds of $162,000 and an annual coupon rate of 12%. The loan was repaid on the due date in January 2020.
Basis of Accounting and Presentation	Basis of Accounting and Presentation These consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States ("GAAP").
Foreign Currency Translation	Foreign Currency Translation The reporting currency of the Company is the U.S. dollar. Assets and liabilities other than those denominated in U.S. dollars, primarily in Singapore, the United Kingdom and China, are translated into U.S. dollars at the rate of exchange at the balance sheet date. Revenues and expenses are translated at the average rate of exchange throughout the period. Gains or losses from these translations are reported as a separate component of other comprehensive income (loss) until all or a part of the investment in the subsidiaries is sold or liquidated. The translation adjustments do not recognize the effect of income tax because the Company expects to reinvest the amounts indefinitely in operations. Transaction gains and losses that arise from exchange-rate fluctuations on transactions denominated in a currency other than the functional currency are included in general and administrative expenses.
Cash	Cash Cash and cash equivalents include bank demand deposit accounts and highly liquid short-term investments with maturities of three months or less when purchased. Cash consists of checking accounts held at financial institutions in the U.S. and the United Kingdom which, at times, balances may exceed insured limits. The Company has not experienced any losses related to these balances, and management believes the credit risk to be minimal.
Accounts Receivable, Concentrations and Revenue Recognition	Accounts Receivable, Concentrations and Revenue Recognition Performance Obligations Revenue Recognition — Discontinued operations 1 Love Media House derives income from recording and video services. Income is recognized when the recording and video services are performed and the final customer product is delivered and the point at which the performance obligation is satisfied. These revenues are non-refundable. 2 Browning derives income from the advertising associated with the airing of television series produced by Browning and also licenses income from the showing of series on certain channels based on the number of viewers attracted. Advertising revenue is recognized when the series to which the advertising relates is aired. — Continued operations 3 Touchpoint – Revenue for the sale of the software license is recognized when the customer has use of the services and has access to use the software. Revenue from maintenance services are recognized over time as the services are provided and charged. The Company does not have off-balance sheet credit exposure related to its customers. As of December 31, 2019, two customers accounted for 100% of the accounts receivable balance and as of December 31, 2018, there was no accounts receivable balance. Five customers accounted for 100% of the revenue for the year ended December 31, 2019 and one customer accounted for 74% of the revenue for the year ended December 31, 2018. During the year ended December 31, 2019, revenues totaling $40,000 were generated from an arrangement with an acquisition target.
Intangible Assets	Intangible Assets Intangible assets include software development costs and acquired technology and are amortized on a straight-line basis over the estimated useful lives ranging from four to five years. The Company periodically evaluates whether changes have occurred that would require revision of the remaining estimated useful life. The Company performs periodic reviews of its capitalized intangible assets to determine if the assets have continuing value to the Company.
Impairment of Other Long-Lived Assets	Impairment of Other Long-Lived Assets The Company evaluates the recoverability of its property and equipment and other long-lived assets whenever events or changes in circumstances indicate impairment may have occurred. An impairment loss is recognized when the net book value of such assets exceeds the estimated future undiscounted cash flows attributed to the assets or the business to which the assets relate. Impairment losses, if any, are measured as the amount by which the carrying value exceeds the fair value of the assets. During the year ended December 31, 2018 the Company, as a result of this review, recognized an impairment charge relating to Horizon Software totaling $3.8 million. As set out in Note 3, during the year ended December 31, 2019, the Company recorded an impairment charge related to the Company's discontinued operations totaling $2.4 million.
Accumulated Other Comprehensive Income (Loss)	Accumulated Other Comprehensive Income (Loss) Other comprehensive income (loss), as defined, includes net income (loss), foreign currency translation adjustment, and all changes in equity (net assets) during a period from non-owner sources. To date, the Company has not had any significant transactions that are required to be reported in other comprehensive income (loss), except for foreign currency translation adjustments.

Acquisitions (Tables)

Acquisitions (Tables)	12 Months Ended
	Dec. 31, 2019
Love Media House, Inc. [Member]
Schedule of assets acquired and liabilities	Consideration Paid: Cash $ 150 Common stock 1,885 $ 2,035 Fair values of identifiable assets acquired and liabilities assumed: Assets acquired: Cash $ 5 Other intangible assets 900 Goodwill 1,172 Total assets acquired 2,077 Liabilities assumed: Accounts payable 42 Total Liabilities Assumed 42 Net Assets Acquired $ 2,035
123Wish, Inc. [Member]
Schedule of assets acquired and liabilities	Consideration Paid: Common stock $ 1,387 Non controlling interest 1,353 $ 2,740 Fair values of identifiable assets acquired and liabilities assumed: Assets acquired: Cash $ 14 Other intangible assets 2,307 Goodwill 419 Net Assets Acquired $ 2,740
Banana Whale Studios PTE Ltd [Member]
Schedule of assets acquired and liabilities	Consideration Paid: Common stock $ — Non-controlling interest 894 $ 894 Fair values of identifiable assets acquired and (liabilities) assumed: Assets acquired: Cash $ 42 Accounts receivable 11 Equipment 37 Other receivable 2,022 Liabilities assumed: Accounts payable (288 ) $ 1,824 Bargain purchase gain $ 930
Browning Production & Entertainment [Member]
Schedule of assets acquired and liabilities	Consideration Paid: Common stock $ 119 Cash 20 Non-controlling interest 134 $ 273 Fair values of identifiable assets acquired and (liabilities) assumed: Assets acquired: Cash $ — Accounts receivable 43 Other assets 23 Equipment 2 Goodwill 622 Liabilities assumed: Accounts payable (42 ) Deferred revenue (72 ) Loans and advances (303 ) Net Assets Acquired $ 273

Discontinued Operations (Tables

Discontinued Operations (Tables)	12 Months Ended
	Dec. 31, 2019
Discontinued Operations and Disposal Groups [Abstract]
Schedule of financial statements including discontinued operations	Years Ended 2019 2018 Revenue $ 467 $ 637 Cost of revenue Hardware 193 596 Amortization 150 166 343 762 Gross Profit/(deficit) 124 (125 ) Expenses General and administrative 987 1,054 Depreciation 8 10 Other expenses 19 (23 ) Impairment 2,440 - 3,454 1,041 Loss from Discontinued Operations $ (3,330 ) $ (1,166 ) December 31, 2019 2018 Current Assets Cash $ 2 $ 58 Accounts Receivable - 436 Other current assets 27 92 29 586 Property and equipment 34 39 Intangible assets - 830 Goodwill - 1,659 $ 63 $ 3,114 Current Liabilities Accounts payable and accrued expenses $ 36 $ 59 Deferred revenue 15 177 Loans payable 115 401 Finance contracts, due within one year 51 - Notes payable – related parties 211 205 $ 428 $ 842

Intangible Assets (Tables)

Intangible Assets (Tables)	12 Months Ended
	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of intangible assets	December 31, 2019 2018 Touchpoint software $ 2,950 $ 2,894 Goodwill 419 419 3,347 3,313 Less accumulated amortization (958 ) (405 ) Intangible assets, net $ 2,411 $ 2,908

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Schedule of net deferred tax liability	December 31, 2019 2018 Deferred tax assets Net operating loss carryforwards 4,494 3,577 Valuation allowance (4,494 ) (3,577 ) Net deferred tax assets $ — $ —

Description of Business, Orga_2

Description of Business, Organization and Principles of Consolidation (Details)	Dec. 31, 2019
123Wish, Inc. (considered dormant)
Percentage of owned subsidiary	51.00%
One Horizon Hong Kong Ltd [Member]
Percentage of owned subsidiary	100.00%
Horizon Network Technology Co. Ltd [Member]
Percentage of owned subsidiary	100.00%
Love Media House, Inc. (discontinued operations) [Member]
Percentage of owned subsidiary	100.00%
Touchpoint Connect Limited (formed in September 2019) [Member]
Percentage of owned subsidiary	100.00%
Browning Productions And Entertainment, Inc. [Member]
Percentage of owned subsidiary	51.00%

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) $ in Thousands	1 Months Ended	12 Months Ended
	Aug. 05, 2019	Dec. 31, 2019USD ($)Number	Dec. 31, 2018USD ($)Number	Dec. 31, 2017USD ($)
Summary of significant accounting policies (Textual)
Cash		$ 258	$ 313	$ 763
Total revenue		40
Impairment charge		$ 24,000	$ 3,800
Customer Concentration Risk [Member] | Revenue [Member]
Summary of significant accounting policies (Textual)
Number of customers | Number		5	1
Percentage of concentration risk		100.00%	74.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member]
Summary of significant accounting policies (Textual)
Number of customers | Number		2
Percentage of concentration risk		100.00%
Equity Purchase Agreement [Member] | Crown Bridge Partners, LLC [Member]
Summary of significant accounting policies (Textual)
Description of committed to purchase	The Company entered into an equity purchase agreement (the "Equity Purchase Agreement") with Crown Bridge Partners, LLC ("Crown"), whereby Crown are committed to purchase up to $10.0 million of new common stock from the Company at the Company's option during the next three years. The amount is determined by the market value of trades and is priced at an 18% discount to average market price. As of December 31, 2019, no shares have been sold under the Equity Purchase Agreement. In connection with the Equity Purchase Agreement, the Company entered into a six month loan with Labrys Fund, LP in the original principal amount of $180,000. The loan was issued with a 10% original issue discount, and accordingly, the Company received net proceeds of $162,000 and an annual coupon rate of 12%.

Acquisitions (Details)

Acquisitions (Details) - USD ($) $ in Thousands	1 Months Ended
	Feb. 28, 2018	Dec. 31, 2019	Dec. 31, 2018
Assets acquired:
Goodwill		$ 419	$ 419
123Wish, Inc. [Member]
Consideration Paid:
Common stock	$ 1,387
Non controlling interest	1,353
Consideration paid	2,740
Assets acquired:
Cash	14
Other intangible assets	2,307
Goodwill	419
Net Assets Acquired	$ 2,740

Acquisitions (Details 1)

Acquisitions (Details 1) - USD ($) $ in Thousands	1 Months Ended
	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018
Assets acquired:
Goodwill		$ 419	$ 419
Love Media House, Inc. (formerly C-Rod, Inc.)
Consideration Paid:
Cash	$ 150
Common stock	1,885
Consideration paid	2,035
Assets acquired:
Cash	5
Other intangible assets	900
Goodwill	1,172
Total assets acquired	2,077
Liabilities assumed:
Accounts payable	42
Total Liabilities Assumed	42
Net Assets Acquired	$ 2,035

Acquisitions (Details 2)

Acquisitions (Details 2) - Banana Whale Studios PTE Ltd [Member] $ in Thousands	1 Months Ended
	May 31, 2018USD ($)
Consideration Paid:
Common stock
Non-controlling interest	894
Consideration paid	894
Assets acquired:
Cash	42
Accounts receivable	11
Equipment	37
Other receivable	2,022
Liabilities assumed:
Accounts payable	(288)
Total Liabilities Assumed	1,824
Bargain purchase gain	$ 930

Acquisitions (Details 3)

Acquisitions (Details 3) - USD ($) $ in Thousands	Oct. 22, 2018	Dec. 31, 2019	Dec. 31, 2018
Assets acquired:
Goodwill		$ 419	$ 419
Browning Production & Entertainment [Member]
Consideration Paid:
Common stock	$ 119
Cash	20
Non-controlling interest	134
Consideration paid	273
Assets acquired:
Cash
Accounts receivable	43
Other assets	23
Equipment	2
Goodwill	662
Liabilities assumed:
Accounts payable	(42)
Deferred revenue	(72)
Loans and advances	(303)
Net Assets Acquired	$ 273

Acquisitions (Details Textual)

Acquisitions (Details Textual) - USD ($) $ / shares in Units, $ in Thousands	Feb. 04, 2019	Jan. 02, 2019	Oct. 31, 2018	May 31, 2018	Mar. 31, 2018	Feb. 28, 2018	Dec. 31, 2019	Dec. 31, 2018
Acquisitions (Textual)
Exchange for cash								$ 204
Promissory notes payable							$ 500
123Wish, Inc. [Member]
Acquisitions (Textual)
Ownership percentage acquired						51.00%		51.00%
Exchange for issuance of shares paid						1,333,334
Non-assessable shares of common stock fair value						$ 1,390
Consideration paid common shares						1,333,334
Acquisition, description						The Company shall issue fully paid and non-assessable shares of common stock equal to 2.5 times of the net, after tax, earnings of 123 Wish for the nine month period after the date of acquisition and fully paid and non-assessable shares of common stock equal to 4.5 times the net, after tax, earnings of 123 Wish for the second six month period after the date of acquisition. 123 Wish has proprietary applications which use the social media aspect of the internet.
Share price (in dollars per share)						$ 1.04
Browning Production & Entertainment [Member]
Acquisitions (Textual)
Consideration paid common shares			12,000
Exchange for cash			$ 10
Fair value of issued stock			$ 101,100
Number of stock outstanding upon acquisation			6,000
Deposit of cash			$ 10
Number of stock issued			35,000
Fair value of issued stock			$ 18,200
Remaining balance to be issued			6,000
Banana Whale Studios PTE Ltd [Member]
Acquisitions (Textual)
Ownership percentage acquired				51.00%
Acquisition, description							An agreement regarding the remaining amount due on the promissory note of $500,000 was reached whereby the Company received $250,000 in December 2019 and the balance payable over the 2 years ending December 2021 whereby the Company will receive an amount equal to 25% of reported earnings before income tax, depreciation and amortization ("EBITDA") each quarter up to a maximum amount of $250,000 in aggregate.
Acquisition shares of common stock in escrow payment				295,300
Exchange for cash	$ 1,500	$ 1,500
Promissory notes payable		$ 500					$ 500
Number of stock issued	2,000
Love Media House, Inc. (formerly C-Rod, Inc.)
Acquisitions (Textual)
Ownership percentage acquired					100.00%
Exchange for issuance of shares paid					3,376,147
Non-assessable shares of common stock fair value					$ 1,900
Exchange for cash					$ 150
Love Media House, Inc. [Member]
Acquisitions (Textual)
Ownership percentage acquired					100.00%
Browning Productions And Entertainment, Inc. [Member]
Acquisitions (Textual)
Ownership percentage acquired			51.00%

Discontinued Operations (Detail

Discontinued Operations (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Discontinued Operations Details Abstract
Revenue	$ 467	$ 637
Cost of revenue
Hardware	193	596
Amortization	150	166
Total cost of revenue	343	762
Gross Profit/(deficit)	124	(125)
Expenses
General and administrative	987	1,054
Depreciation	8	10
Other expenses	19	(23)
Impairment	2,440
Total expenses	3,454	1,041
Loss from Discontinued Operations	$ (3,330)	$ (1,166)

Discontinued Operations (Deta_2

Discontinued Operations (Details 1) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Current Assets
Cash	$ 2	$ 58
Accounts Receivable		436
Other current assets	27	92
Total current assets of discontinued operations	29	586
Property and equipment	34	39
Intangible assets		830
Goodwill		1,659
Total assets of discontinued operations	63	3,114
Current Liabilities
Accounts payable and accrued expenses	36	59
Deferred revenue	15	177
Loans payable	115	401
Finance contracts, due within one year	51
Notes payable - related parties	211	205
Total current liabilities disposal	$ 428	$ 842

Discontinued Operations (Deta_3

Discontinued Operations (Details Textual) - USD ($) $ in Thousands	Feb. 04, 2019	Jan. 02, 2019	Feb. 24, 2020	Dec. 31, 2019	Dec. 31, 2018	Nov. 30, 2018	Oct. 31, 2018	May 31, 2018
Discontinued operations (Textual)
Cash					$ 204
Promissory notes payable				500
Impairment charge				24,000	$ 3,800
Promissory notes payable				$ 250
Balance payable, description				Balance payable over the 2 years ending December 2021 whereby the Company will receive an amount equal to 25% of reported.
Subsequent Event [Member]
Discontinued operations (Textual)
Balance payable, description			Under the agreement, Browning and Mr. Browning agreed to repay advances totaling $210,000 made to Browning by the Company over a 24-month period ending January 31, 2022 with an early repayment discount given during the six months ending August 31, 2020.
EBITDA [Member]
Discontinued operations (Textual)
Promissory notes payable				$ 250
Banana Whale Studios PTE Ltd. [Member]
Discontinued operations (Textual)
Ownership percentage acquired								51.00%
Cash	$ 1,500	$ 1,500
Promissory notes payable		$ 500		$ 500
Banana Whale Studios PTE Ltd. [Member] | Discontinued Operations [Member]
Discontinued operations (Textual)
Ownership percentage acquired				51.00%		51.00%
Number of shares issued upon acquisition				295,320
Gain on disposition of business				$ 553
Browning Productions And Entertainment, Inc. [Member]
Discontinued operations (Textual)
Ownership percentage acquired							51.00%

Intangible Assets (Details)

Intangible Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Intangible Assets (Textual)
Intangible assets, gross	$ 3,347	$ 3,313
Less accumulated amortization	(958)	(405)
Intangible assets, net	1,992	2,489
Touchpoint software [Member]
Intangible Assets (Textual)
Intangible assets, gross	2,950	2,894
Goodwill [Member]
Intangible Assets (Textual)
Intangible assets, gross	$ 419	$ 419

Notes Payable (Details)

Notes Payable (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2019USD ($)shares
7% Convertible Notes Payable Due August 31, 2019 [Member]
Debt interest percentage	7.00%
Labrys Fund [Member]
Loan payable	$ 180
Debt interest percentage	12.00%
Maturity date	Jan. 24, 2020
Zhanming Wu [Member] | 7% Convertible Notes Payable Due August 31, 2019 [Member]
Debt principal amount	$ 500
Mark White [Member]
Debt principal amount	10
Loan payable	$ 500
Debt interest percentage	3.00%
Mark White [Member] | 7% Convertible Notes Payable Due August 31, 2019 [Member]
Debt principal amount	$ 500
Bespoke Growth Partners [Member] | Loan Payable [Member]
Debt principal amount	100
Loan payable	$ 64,382
Debt interest percentage	20.00%
Maturity date	Jan. 26, 2020
Issuance of common stock | shares	7,424,213

Share Capital (Details)

Share Capital (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Feb. 28, 2018
Share Capital (Textual)
Common stock, authorized	200,000,000	200,000,000
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Number of value issued for services	$ 189	$ 4,750
Proceeds from issuance of stock		1,450
Fair value of services		$ 1,249
Number of shares issued pursuant to a settlement		14,176
Number of value issued pursuant to a settlement		$ 96,000
Number of shares issued for subscription receivable		380,000
Number of value issued pursuant for subscription receivable		$ 1,425,000
Convertible Note [Member]
Share Capital (Textual)
Number of shares issued conversion of convertible note and accrued interest		20,167
Value of shares issued conversion of convertible note and accrued interest		$ 302,500
Convertible Note One [Member]
Share Capital (Textual)
Number of shares issued conversion of convertible note and accrued interest		6,889
Value of shares issued conversion of convertible note and accrued interest		$ 103,000
Crownbridge Partners [Member]
Share Capital (Textual)
Common stock shares	370,000
Browning Production & Entertainment [Member]
Share Capital (Textual)
Common stock shares	81,933
Fair value of services	$ 126,760
Labrys Fund LP [Member]
Share Capital (Textual)
Common stock shares	179,104
Lifetime [Member]
Share Capital (Textual)
Fair value of issued shares for services		$ 53,334
Ownership percentage acquired		51.00%	51.00%
Value of shares issued upon acquisition		$ 1,400,000
Acquisition of Love Media House, Inc. [Member]
Share Capital (Textual)
Number of shares issues upon acquisition		55,046
Value of shares issued upon acquisition		$ 1,541,285
Banana Whale Studios Pte., Ltd [Member]
Share Capital (Textual)
Ownership percentage acquired		51.00%
Number of shares issues upon acquisition		295,320
Software [Member]
Share Capital (Textual)
Number of shares issues upon acquisition		120,000
Value of shares issued upon acquisition		$ 548,000
Browning Productions [Member]
Share Capital (Textual)
Ownership percentage acquired		51.00%
Number of shares issues upon acquisition		6,000
Value of shares issued upon acquisition		$ 51,000
Love Media House, Inc. [Member]
Share Capital (Textual)
Number of shares issues upon acquisition		80,000
Value of shares issued upon acquisition		$ 344,000
Consulting Services [Member]
Share Capital (Textual)
Common stock shares	200,000
Fair value of services	$ 150,000
Consulting Services One [Member]
Share Capital (Textual)
Common stock shares	100,000
Fair value of services	$ 38,750
Warrant [Member]
Share Capital (Textual)
Number of stock reserved for issuance of warrant	2,890
Maturity term	2020-07
Common stock shares	340,000
Warrant issued		209,000
Exercise price (in dollars per share)	$ 20	$ 0.26
Warrant forfeited	4,518	12,099
Proceeds from issuance of warrants		$ 2,096,000
Number of warrant exercise price decrease		347,000
Compensation cost		$ 544,000
Common Stock [Member]
Share Capital (Textual)
Number of shares issued for services	300,000	459,000
Number of value issued for services		$ 1
Common stock shares		861,000
Fair value of services
Common Stock One [Member]
Share Capital (Textual)
Common stock shares		6,889
Fair value of services		$ 200,000
Common Stock Two [Member]
Share Capital (Textual)
Common stock shares		2,000
Fair value of services		$ 80,000
Warrant One [Member]
Share Capital (Textual)
Common stock shares		30,000
Exercise price (in dollars per share)		$ 18.75
Common Stock Three [Member]
Share Capital (Textual)
Common stock shares		4,000
Fair value of services		$ 85,000
Common Stock Four [Member]
Share Capital (Textual)
Common stock shares		9,000
Fair value of services		$ 168,750
Common Stock Five [Member]
Share Capital (Textual)
Common stock shares		34,000
Fair value of services		$ 425,000
Common Stock Six [Member]
Share Capital (Textual)
Common stock shares		63,000
Fair value of services		$ 787,500
Warrant Two [Member]
Share Capital (Textual)
Common stock shares		34,000
Exercise price (in dollars per share)		$ 12.50
Common Stock Seven [Member]
Share Capital (Textual)
Common stock shares		24,000
Fair value of services		$ 306,000
Common Stock Eight [Member]
Share Capital (Textual)
Common stock shares		12,000
Fair value of services		$ 150,000
Common Stock Nine [Member]
Share Capital (Textual)
Common stock shares		70,000
Share price		$ 5
Warrant Three [Member]
Share Capital (Textual)
Common stock shares		39,000
Exercise price (in dollars per share)		$ 1.88
Common Stock Ten [Member]
Share Capital (Textual)
Proceeds from issuance of stock		$ 360,000
Common stock shares		180,000
Common Stock Eleven [Member]
Share Capital (Textual)
Common stock shares		40,000
Fair value of services		$ 175,000
Common Stock Twelve [Member]
Share Capital (Textual)
Common stock shares		222,000
Fair value of services		$ 1,148,000
Common Stock Thirteen [Member]
Share Capital (Textual)
Proceeds from issuance of stock		$ 324,500
Common stock shares		170,000
Warrant Four [Member]
Share Capital (Textual)
Common stock shares		170,000
Exercise price (in dollars per share)		$ 5
Common Stock Fifteen[Member]
Share Capital (Textual)
Number of shares issued for services		9,000
Number of value issued for services		$ 357,750
Common Stock Sixteen [Member]
Share Capital (Textual)
Number of shares issued for services		4,000
Number of value issued for services		$ 204,000
Common Stock Seveenteen [Member]
Share Capital (Textual)
Common stock shares		74,000
Common Stock Eighteen [Member]
Share Capital (Textual)
Common stock shares		1,400
Fair value of services		$ 18,200
Exercise price (in dollars per share)		$ 2.50
Common Stock Nineteen [Member]
Share Capital (Textual)
Common stock shares		61,000
Fair value of services		$ 114,375

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Deferred tax assets
Net operating loss carryforwards	$ 4,494	$ 3,577
Valuation allowance	(4,494)	(3,577)
Net deferred tax assets

Subsequent Events (Details)

Subsequent Events (Details) - shares	Aug. 05, 2019	Apr. 24, 2020	Apr. 20, 2020	Apr. 16, 2020	Sep. 26, 2019	Aug. 20, 2019
Subsequent Event [Member] | Employee Stock [Member]
Issuance of common stock		5,000,000
Consultants [Member]
Aggregate of restricted shares	2,500,000
Issuance of common stock						2,400,000
Additional shares issued					2,500,000
Reverse stock split					1-for-25
Consultants [Member] | Subsequent Event [Member]
Aggregate of restricted shares			2,000,000
Issuance of common stock				5,000,000
Subsequent event, description			The Company agreed to compensate the consultant within three business days of closing of such transaction by that amount of cash that equates to 5% of the anticipated total purchase price or deal value or that amount of Company stock that equates to 7.5% of the anticipated purchase price or deal value.
Ownership, percentage			20.00%