Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 07, 2020 | |
Cover [Abstract] | ||
Entity Registrant Name | fuboTV Inc. /FL | |
Entity Central Index Key | 0001484769 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2020 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 42,064,459 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2020 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 7,356 | $ 7,624 |
Accounts receivable, net | 4,112 | 8,904 |
Prepaid expenses and other current assets | 2,839 | 1,445 |
Assets held for sale (Note 7) | 35,494 | |
Total current assets | 49,801 | 17,973 |
Property and equipment, net | 1,933 | 335 |
Restricted cash | 1,330 | |
Financial assets at fair value | 1,965 | |
Intangible assets, net | 340,785 | 116,646 |
Goodwill | 710,962 | 227,763 |
Operating leases - right-of-use assets | 5,152 | 3,519 |
Other non-current assets | 403 | 24 |
Total assets | 1,110,366 | 368,225 |
Current liabilities | ||
Accounts payable, accrued expenses and other current liabilities | 109,404 | 56,775 |
Accounts payable - due to related parties | 17,010 | 665 |
Accrued expenses - due to related parties | 43,170 | |
Notes payable, net of discount | 16,542 | 4,090 |
Notes payable - related parties | 539 | 368 |
Convertible notes, net of $2,027 and $710 discount as of June 30, 2020 and December 31, 2019, respectively | 4,407 | 1,358 |
Shares settled liability for intangible asset | 1,000 | |
Deferred revenue | 8,855 | |
Profit share liability | 2,119 | 1,971 |
Warrant liability - subsidiary | 21 | 24 |
Warrant liability | 40,617 | |
Derivative liability | 163 | 376 |
Long term borrowings - current portion | 8,154 | |
Current portion of operating lease liabilities | 970 | 815 |
Liabilities held for sale (Note 7) | 56,137 | |
Total current liabilities | 308,108 | 67,442 |
Deferred income taxes | 90,794 | 30,879 |
Operating lease liability | 4,189 | 2,705 |
Long term borrowings | 19,197 | 43,982 |
Other long-term liabilities | 1 | 41 |
Total liabilities | 422,289 | 145,049 |
COMMITMENTS AND CONTINGENCIES (Note 19) | ||
Series D Convertible Preferred stock, $0.0001 par value, 2,000,000 shares authorized, 203,000 and 456,000 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively; aggregate liquidation preference of $208 and $462 as of June 30, 2020 and December 31, 2019, respectively | 208 | 462 |
Stockholders' equity: | ||
Common stock par value $0.0001: 400,000,000 shares authorized; 38,684,514 and 28,912,500 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively | 4 | 3 |
Additional paid-in capital | 315,871 | 257,002 |
Accumulated deficit | (210,540) | (56,123) |
Non-controlling interest | 16,410 | 22,602 |
Accumulated other comprehensive loss | (770) | |
Total stockholders' equity | 687,869 | 222,714 |
TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY | 1,110,366 | 368,225 |
Series AA Preferred stock [Member] | ||
Stockholders' equity: | ||
Preferred stock value | 566,124 | |
Series A Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock value | ||
Series B Convertible Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock value | ||
Series C Convertible Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock value | ||
Series X Convertible Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock value |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Convertible notes, net of discount | $ 2,027 | $ 710 |
Series D Convertible Preferred stock , par value | $ 0.0001 | $ 0.0001 |
Series D Convertible Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Series D Convertible Preferred stock, shares issued | 203,000 | 456,000 |
Series D Convertible Preferred stock, shares outstanding | 203,000 | 456,000 |
Series D Convertible Preferred stock, liquidation preference | $ 208 | $ 462 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, shares issued | 38,684,514 | 28,912,500 |
Common stock, shares outstanding | 38,684,514 | 28,912,500 |
Series AA Preferred stock [Member] | ||
Preferred stock, par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 35,800,000 | 35,800,000 |
Preferred stock, shares issued | 27,412,193 | 0 |
Preferred stock, shares outstanding | 27,412,193 | 0 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series B Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series C Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 41,000,000 | 41,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series X Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenues, net | ||||
Total revenues | $ 44,172 | $ 51,467 | ||
Operating expenses: | ||||
Subscriber related expenses | 53,087 | 53,087 | ||
Broadcasting and transmission | 9,492 | 9,492 | ||
Sales and marketing | 7,577 | 111 | 11,256 | 324 |
Technology and development | 9,551 | 9,551 | ||
General and administrative | 17,338 | 693 | 33,862 | 1,517 |
Depreciation and amortization | 14,417 | 5,158 | 19,637 | 10,316 |
Total operating expenses | 111,462 | 5,962 | 136,885 | 12,157 |
Operating loss | (67,290) | (5,962) | (85,418) | (12,157) |
Other income (expense): | ||||
Interest expense and financing costs | (13,325) | (454) | (15,906) | (900) |
Loss on deconsolidation of Nexway | (11,919) | |||
Loss on issuance of notes, bonds and warrants | (26,753) | (50,806) | ||
Change in fair value of warrant liabilities | 4,966 | 4,600 | ||
Change in fair value of subsidiary warrant liability | 18 | 1,124 | 3 | 3,601 |
Change in fair value of shares settled liability | (1,485) | (1,665) | ||
Change in fair value of derivative liabilities | (823) | 890 | (526) | 1,018 |
Change in fair value of profit share liability | (148) | (148) | ||
Unrealized gain on equity method investment | 2,614 | 2,614 | ||
Other expense | (1,010) | (1,446) | ||
Total other (expense) income | (35,946) | 1,560 | (75,199) | 3,719 |
Loss before income taxes | (103,236) | (4,402) | (160,617) | (8,438) |
Income tax benefit | 3,481 | 1,037 | 4,519 | 2,206 |
Net loss | (99,755) | (3,365) | (156,098) | (6,232) |
Less: net (loss) income attributable to non-controlling interest | (682) | 2,182 | (1,555) | 2,781 |
Net loss attributable to controlling interest | (99,073) | (5,547) | (154,543) | (9,013) |
Less: Deemed dividend - beneficial conversion feature on preferred stock | 171 | |||
Net loss attributable to common stockholders | $ (99,073) | $ (5,547) | $ (154,714) | $ (9,013) |
Net loss per share attributable to common stockholders | ||||
Basic and diluted | $ (2.82) | $ (0.24) | $ (4.77) | $ (0.50) |
Weighted average shares outstanding: | ||||
Basic and diluted | 35,045,390 | 22,964,199 | 32,390,829 | 17,952,188 |
Subscriptions [Member] | ||||
Revenues, net | ||||
Total revenues | $ 39,511 | $ 39,511 | ||
Advertising [Member] | ||||
Revenues, net | ||||
Total revenues | 4,323 | 4,323 | ||
Software Licenses, Net [Member] | ||||
Revenues, net | ||||
Total revenues | 7,295 | |||
Other [Member] | ||||
Revenues, net | ||||
Total revenues | $ 338 | $ 338 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Series AA Convertible Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss | Noncontrolling Interest [Member] | Total |
Balance at Dec. 31, 2018 | $ 1 | $ 227,570 | $ (21,763) | $ 26,742 | $ 232,550 | ||
Balance, shares at Dec. 31, 2018 | 1,000,000 | 7,532,776 | |||||
Issuance of common stock for cash | 1,778 | 1,778 | |||||
Issuance of common stock for cash, shares | 378,098 | ||||||
Preferred stock converted to common stock | $ 1 | (1) | |||||
Preferred stock converted to common stock, shares | (1,000,000) | 15,000,000 | |||||
Common stock issued for lease settlement | $ 130 | $ 130 | |||||
Common stock issued for lease settlement, shares | 18,935 | ||||||
Issuance of subsidiary common stock for cash, shares | 65 | 65 | |||||
Additional shares issued for reverse stock split | |||||||
Additional shares issued for reverse stock split, shares | 1,374 | ||||||
Net loss | (3,466) | 599 | (2,867) | ||||
Balance at Mar. 31, 2019 | $ 2 | 229,542 | (25,229) | 27,341 | 231,656 | ||
Balance, shares at Mar. 31, 2019 | 22,931,183 | ||||||
Balance at Dec. 31, 2018 | $ 1 | 227,570 | (21,763) | 26,742 | 232,550 | ||
Balance, shares at Dec. 31, 2018 | 1,000,000 | 7,532,776 | |||||
Net loss | (6,232) | ||||||
Balance at Jun. 30, 2019 | $ 2 | 229,964 | (30,776) | 29,523 | 228,713 | ||
Balance, shares at Jun. 30, 2019 | 23,317,975 | ||||||
Balance at Mar. 31, 2019 | $ 2 | 229,542 | (25,229) | 27,341 | 231,656 | ||
Balance, shares at Mar. 31, 2019 | 22,931,183 | ||||||
Issuance of common stock for cash | 422 | 422 | |||||
Net loss | (5,547) | 2,182 | (3,365) | ||||
Balance at Jun. 30, 2019 | $ 2 | 229,964 | (30,776) | 29,523 | 228,713 | ||
Balance, shares at Jun. 30, 2019 | 23,317,975 | ||||||
Balance at Dec. 31, 2019 | $ 3 | 257,002 | (56,123) | $ (770) | 22,602 | 222,714 | |
Balance, shares at Dec. 31, 2019 | 28,912,500 | ||||||
Issuance of common stock for cash | 2,297 | 2,297 | |||||
Issuance of common stock for cash, shares | 795,593 | ||||||
Issuance of common stock - subsidiary share exchange | 1,150 | (1,150) | |||||
Issuance of common stock - subsidiary share exchange, shares | 1,552,070 | ||||||
Common stock issued in connection with note payable | 67 | 67 | |||||
Common stock issued in connection with note payable, shares | 7,500 | ||||||
Stock based compensation | 10,061 | 10,061 | |||||
Stock based compensation, shares | 1,040,000 | ||||||
Deemed dividend related to immediate accretion of redemption feature of convertible preferred stock | (171) | (171) | |||||
Accrued Series D Preferred Stock dividends | (9) | (9) | |||||
Deconsolidation of Nexway | 770 | (2,595) | (1,825) | ||||
Net loss | (55,470) | (873) | (56,343) | ||||
Balance at Mar. 31, 2020 | $ 3 | 270,397 | (111,593) | 17,984 | 176,191 | ||
Balance, shares at Mar. 31, 2020 | 32,307,663 | ||||||
Balance at Dec. 31, 2019 | $ 3 | 257,002 | (56,123) | (770) | 22,602 | 222,714 | |
Balance, shares at Dec. 31, 2019 | 28,912,500 | ||||||
Net loss | (156,098) | ||||||
Balance at Jun. 30, 2020 | $ 566,124 | $ 4 | 315,871 | (210,540) | 16,410 | 687,869 | |
Balance, shares at Jun. 30, 2020 | 32,324,362 | 38,684,514 | |||||
Balance at Mar. 31, 2020 | $ 3 | 270,397 | (111,593) | 17,984 | 176,191 | ||
Balance, shares at Mar. 31, 2020 | 32,307,663 | ||||||
Issuance of common stock - subsidiary share exchange | 892 | (892) | |||||
Issuance of common stock - subsidiary share exchange, shares | 1,201,749 | ||||||
Common stock issued in connection with note payable | 192 | 192 | |||||
Common stock issued in connection with note payable, shares | 25,000 | ||||||
Right to receive Series AA Preferred Stock in connection with acquisition of fuboTV Pre-Merger | $ 566,124 | 566,124 | |||||
Right to receive Series AA Preferred Stock in connection with acquisition of fuboTV Pre-Merger Pre-Merger, shares | 32,324,362 | ||||||
Settlement of share settled liability | 9,054 | 9,054 | |||||
Settlement of share settled liability, shares | 900,000 | ||||||
Stock based compensation | 8,715 | 8,715 | |||||
Stock based compensation, shares | 343,789 | ||||||
Deemed dividend related to immediate accretion of redemption feature of convertible preferred stock | 126 | 126 | |||||
Accrued Series D Preferred Stock dividends | (8) | (8) | |||||
Issuance of common stock and warrants for cash | $ 1 | 26,629 | 26,630 | ||||
Issuance of common stock and warrants for cash, shares | 3,906,313 | ||||||
Net loss | (99,073) | (682) | (99,755) | ||||
Balance at Jun. 30, 2020 | $ 566,124 | $ 4 | $ 315,871 | $ (210,540) | $ 16,410 | $ 687,869 | |
Balance, shares at Jun. 30, 2020 | 32,324,362 | 38,684,514 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Operating activities | ||
Net loss | $ (156,098) | $ (6,232) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 19,637 | 10,316 |
Stock-based compensation | 17,776 | |
Loss on deconsolidation of Nexway, net of cash retained by Nexway | 8,564 | |
Common stock issued in connection with note payable | 67 | |
Loss on issuance of notes, bonds and warrants | 50,806 | |
Non-cash expense relating to issuance of warrants and common stock | 2,208 | |
Amortization of debt discount | 10,981 | 454 |
Deferred income tax benefit | (4,519) | (2,206) |
Change in fair value of derivative liabilities | 526 | (1,018) |
Change in fair value of warrant liabilities | (4,600) | |
Change in fair value of subsidiary warrant liability | (3) | (3,601) |
Change in fair value of shares settled liability | 1,665 | |
Change in fair value of profit share liability | 148 | |
Unrealized gain on investment | (2,614) | |
Amortization of right-of-use assets | 167 | 26 |
Foreign exchange loss | 1,010 | |
Accrued interest on note payable | 246 | 295 |
Other, net | (31) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 792 | |
Prepaid expenses and other current and long-term assets | (614) | (15) |
Due to related parties | 10,889 | |
Accounts payable, accrued expenses and other current and long-term liabilities | 799 | 459 |
Operating lease liabilities | (162) | (26) |
Deferred revenue | 46 | |
Net cash used in operating activities | (42,314) | (1,548) |
Investing activities | ||
Capital expenditures | (70) | (9) |
Investment in Panda Productions (HK) Limited | (1,000) | |
Advance of fuboTV Pre-Merger | (10,000) | |
Acquisition of fuboTV's Pre-Merger cash and cash equivalents and restricted cash | 9,373 | |
Sale of profit interest in investment in Panda Productions (HK) Limited | 655 | |
Lease security deposit | (20) | |
Net cash used in investing activities | (697) | (374) |
Financing activities | ||
Proceeds from issuance of convertible notes | 3,003 | |
Repayments of convertible notes | (1,140) | (523) |
Proceeds from issuance Series D Preferred Stock | 203 | |
Proceeds from sale of common stock | 28,926 | 2,199 |
Proceeds from sale of subsidiary's common stock | 65 | |
Redemption of Series D Preferred Stock | (611) | |
Proceeds from short-term borrowings | 18,950 | |
Repayments of short-term borrowings | (8,407) | |
Proceeds from long-term borrowings | 4,699 | |
Repayments of long-term borrowings | (1,250) | |
Proceeds from related parties | 410 | |
Repayments to related parties | (300) | (109) |
Net cash provided by financing activities | 44,073 | 2,042 |
Net increase in cash and cash equivalents and restricted cash | 1,062 | 120 |
Cash and cash equivalents and restricted cash, beginning of period | 7,624 | 31 |
Cash and cash equivalents and restricted cash, end of period | $ 8,686 | $ 151 |
Organization and Nature of Busi
Organization and Nature of Business | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Organization and Nature of Business | 1. Organization and Nature of Business Incorporation fuboTV Inc. (“fuboTV” or the “Company”) was incorporated under the laws of the State of Florida in February 2009 under the name York Entertainment, Inc. The Company changed its name to FaceBank Group, Inc. on September 30, 2019. On August 10, 2020, the Company changed its name to fuboTV Inc. (the “Name Change”) and as of May 1, 2020, the Company’s trading symbol was changed to “FUBO.” The Company has filed a Notice of Corporate Action (the “Action”) with FINRA regarding the Name Change. The Action is pending FINRA approval at this time. Unless the context otherwise requires, “fuboTV,” “we,” “us,” “our,” and the “Company” refers to fuboTV and its subsidiaries on a consolidated basis, and “fuboTV Pre-Merger” refers to fuboTV Inc., a Delaware corporation, prior to the Merger, and “fuboTV Sub” refers to fuboTV Inc., a Delaware corporation, and the Company’s wholly-owned subsidiary following the Merger. “FaceBank Pre-Merger” refers to FaceBank Group, Inc. prior to the Merger and its subsidiaries prior to the closing of the Merger, and “fuboTV Pre-Merger” refers to fuboTV Inc., a Delaware corporation and its subsidiaries prior to the Merger. Merger with fuboTV Pre-Merger On April 1, 2020, fuboTV Acquisition Corp., a Delaware corporation and FaceBank Pre-Merger’s wholly-owned subsidiary (“Merger Sub”) merged with and into fuboTV Pre-Merger, whereby fuboTV Pre-Merger continued as the surviving corporation and became our wholly-owned subsidiary pursuant to the terms of the Agreement and Plan of Merger and Reorganization dated as of March 19, 2020, by and among us, Merger Sub and fuboTV Pre-Merger (the “Merger Agreement” and such transaction, the “Merger”) (See Note 4). In accordance with the terms of the Merger Agreement, at the effective time of the Merger (the “Effective Time”), all of the capital stock of fuboTV Pre-Merger was converted into shares of our newly-created class of Series AA Convertible Preferred Stock, par value $0.0001 per share (the “Series AA Preferred Stock”) (See Note 17). Each share of Series AA Convertible Preferred Stock is entitled to 0.8 votes per share and is convertible into two shares of our common stock, only in connection with the sale of such shares on an arms’-length basis either pursuant to an exemption from registration under Rule 144 promulgated under the Securities Act or pursuant to an effective registration statement under the Securities Act. Until the time we are able to uplist to a national securities exchange, the Series AA Convertible Preferred Stock benefits from certain protective provisions that, for example, require us to obtain the approval of a majority of the shares of outstanding Series AA Convertible Preferred Stock, voting as a separate class, before undertaking certain matters. Prior to the Merger, the Company was, and after the Merger continues to be, a character-based virtual entertainment company and a leading developer of digital human likeness for celebrities and consumers, focused on applications in traditional entertainment, sports entertainment, live events, social networking, mixed reality (AR/VR) and artificial intelligence. As a result of the Merger, fuboTV Pre-Merger, a leading live TV streaming platform for sports, news, and entertainment, became a wholly-owned subsidiary of the Company. In connection with the Merger, on March 11, 2020, the Company and HLEE Finance S.a r.l. (“HLEE”) entered into a Credit Agreement, dated as of March 11, 2020, pursuant to which HLEE provided the Company with a $100.0 million revolving line of credit (the “Credit Facility”). The Credit Facility is secured by substantially all the assets of the Company. As of June 30, 2020, there were no amounts outstanding under the Credit Facility. See Note 13 for more information about the Credit Facility. The Credit Facility was terminated on July 8, 2020. On March 19, 2020, the Company, Merger Sub, Evolution AI Corporation (“EAI”) and Pulse Evolution Corporation (“PEC” and collectively with EAI, Merger Sub and the Company, the “Initial Borrower”) and FB Loan Series I, LLC (“FB Loan”) entered into a Note Purchase Agreement (the “Note Purchase Agreement”), pursuant to which the Initial Borrower sold to FB Loan senior secured promissory notes in an aggregate principal amount of $10.1 million (the “Senior Notes”). The Company received proceeds of $7.4 million, net of an original issue discount of $2.7 million. In connection with the FB Loan, the Company, fuboTV Sub and certain of their respective subsidiaries granted a lien on substantially of their assets to secure the obligations under the Senior Notes. See Note 13 for more information about the Note Purchase Agreement. Prior to the Merger, fuboTV Pre-Merger and its subsidiaries were party to a Credit and Guaranty Agreement, dated as of April 6, 2018 (the “AMC Agreement”), with AMC Networks Ventures LLC as lender, administrative agent and collateral agent (“AMC Networks Ventures”). fuboTV Pre-Merger previously granted AMC Networks Ventures a lien on substantially all of its assets to secure its obligations thereunder. The AMC Agreement survived the Merger and, as of the Effective Time, there was $23.6 million outstanding under the AMC Agreement, net of debt issuance costs. In connection with the Merger, the Company guaranteed the obligations of fuboTV Pre-Merger under the AMC Agreement on an unsecured basis. The liens of AMC Networks Ventures on the assets of fuboTV Pre-Merger are senior to the liens in favor of FB Loan and FaceBank Pre-Merger securing the Senior Notes. Nature of Business after the Merger Prior to the Merger, the Company focused on developing its technology-driven IP in sports, movies and live performances. Since the acquisition of fuboTV Pre-Merger, we are principally focused on offering consumers a leading live TV streaming platform for sports, news and entertainment through fuboTV. The Company’s revenues are almost entirely derived from the sale of subscription services and the sale of advertisements in the United States. Our subscription-based streaming services are offered to consumers who can sign-up for accounts through which we provide basic plans with the flexibility for consumers to purchase the add-ons and features best suited for them. Besides the website, consumers can also sign-up via some TV-connected devices. The fuboTV platform provides a broad suite of unique features and personalization tools such as multi-channel viewing capabilities, favorites lists and a dynamic recommendation engine as well as 4K streaming and Cloud DVR offerings. |
Liquidity, Going Concern and Ma
Liquidity, Going Concern and Management Plans | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity, Going Concern and Management Plans | 2. Liquidity, Going Concern and Management Plans The accompanying unaudited condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. The Company had cash and cash equivalents of $7.4 million, a working capital deficiency of $258.3 million and an accumulated deficit of $210.5 million as of June 30, 2020. The Company incurred a $156.1 million net loss for the six months ended June 30, 2020. The Company expects to continue incurring losses in the foreseeable future and will need to raise additional capital to fund its operations, meet its obligations in the ordinary course of business and execute its longer-term business plan. Our obligations include liabilities assumed from acquisitions that are in arrears and payable on demand. These factors raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date that these financial statements are issued. The unaudited condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. The Company’s future capital requirements and the adequacy of its available funds will depend on many factors, including its ability to successfully attract and retain subscribers, develop new technologies that can compete in a rapidly changing market with many competitors and the need to enter into collaborations with other companies or acquire other companies or technologies to enhance or complement its product and service offerings. Management believes that the Company has access to capital resources through potential issuances of debt and equity securities. The ability of the Company to continue as a going concern is dependent on the Company’s ability to execute its strategy and raise additional funds. Management is currently seeking additional funds, primarily through the issuance of equity securities for cash, to operate its business. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in the case of an equity financing. In addition to the foregoing, based on the Company’s current assessment, the Company does not expect any material impact on its long-term development timeline and its liquidity due to the worldwide spread of a novel strain of coronavirus (“COVID 19”). However, the Company is continuing to assess the effect on its operations by monitoring the spread of COVID-19 and the actions implemented to combat the virus throughout the world. Given the daily evolution of the COVID-19 outbreak and the global response to curb its spread, COVID-19 may affect the Company’s results of operations, financial condition or liquidity. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 3. Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts, as of June 30, 2020, of the Company, its wholly-owned subsidiaries and its 99.7%-owned operating subsidiary EAI, which, until the Merger, was the Company’s principal operating subsidiary; inactive subsidiaries York Production LLC and York Production II LLC; wholly-owned subsidiaries Facebank AG, StockAccess Holdings SAS (“SAH”) and FBNK Finance Sarl (“FBNK Finance”); its 70.0% ownership in Highlight Finance Corp. (“HFC”); and its 76% ownership in Pulse Evolution Corporation (“PEC”). Subsequent to the Merger, fuboTV Pre-Merger became our wholly owned subsidiary. All inter-company balances and transactions have been eliminated in consolidation. Investments in business entities in which we lack control but have the ability to exercise significant influence over operating and financial policies are accounted for using the equity method. We have elected the fair value option to account for our equity method investments. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission (the “SEC”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments and events in the current period such as the Nexway deconsolidation and acquisition of fuboTV Pre-Merger, considered necessary for a fair presentation of such interim results. The results for the unaudited condensed consolidated statement of operations are not necessarily indicative of results to be expected for the year ending December 31, 2020 or for any future interim period. The unaudited condensed consolidated balance sheet as at December 31, 2019 has been derived from the audited financial statements; however, it does not include all of the information and notes required by U.S. GAAP for complete financial statements. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements for the year ended December 31, 2019 and notes thereto included in the Company’s Annual Report on Form 10-K/A filed with the SEC on August 10, 2020 along with the consolidated financial statements for fuboTV Pre-Merger for the year ended December 31, 2019 and notes thereto included on Form 8-K/A filed with the SEC on June 17, 2020. Reclassifications For the three and six months ended June 30, 2019, the Company has reclassified certain prior year amounts on the face of the financial statements in order to conform to the current year presentation. These reclassifications had no effect on the Company’s consolidated financial position, results of operations, or liquidity. 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 at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates. The significant estimates and assumptions include allocating the fair value of purchase consideration to assets acquired and liabilities assumed in business acquisitions, useful lives of property and equipment and intangible assets, recoverability of goodwill, long-lived assets, and investments, accruals for contingent liabilities, valuations of derivative liabilities and equity instruments issued in share-based payment arrangements and fair value of equity method investees, and accounting for income taxes, including the valuation allowance on deferred tax assets. Significant Accounting Policies For a detailed discussion about the Company’s significant accounting policies, see the Company’s Annual Report on Form 10-K/A filed with the SEC on August 10, 2020. Segment Information Operating segments are defined as components of an entity for which discrete financial information is available that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. A committee consisting of the Company’s executives are determined to be the CODM. The CODM reviews financial information on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. As such, the Company has one operating segment. Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with remaining maturities at the date of purchase of three months or less to be cash equivalents, including balances held in the Company’s money market account. The Company also classifies amounts in transit from payment processors for customer credit card and debit card transactions as cash equivalents. Restricted cash primarily represents cash on deposit with financial institutions in support of a letter of credit outstanding in favor of the Company’s landlord for office space. The restricted cash balance has been excluded from the cash balance and is classified as restricted cash on the condensed consolidated balance sheets. The following table provides a reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheet that sum to the total of the same on the consolidated statement of cash flows: June 30, December 31, 2020 2019 Cash and cash equivalents $ 7,356 $ 7,624 Restricted cash 1,330 — Total cash, cash equivalents and restricted cash $ 8,686 $ 7,624 Certain Risks and Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of demand deposits. The Company maintains cash deposits with financial institutions that at times exceed applicable insurance limits. The majority of the Company’s software and computer systems utilizes data processing, storage capabilities and other services provided by Amazon Web Services, or AWS, which cannot be easily switched to another cloud service provider. As such, any disruption of the Company’s interference with AWS would adversely impact the Company’s operations and business. Fair Value of Financial Instruments The Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurements. This statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements, ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels as follows: Level 1 — quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 — observable inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable; and Level 3 — assets and liabilities whose significant value drivers are unobservable. Accounts Receivable, net The Company records accounts receivable at the invoiced amount less an allowance for any potentially uncollectable accounts. The Company’s accounts receivable balance includes subscription fees billed by, but not yet received from, third-party app stores and amounts due from the sale of advertisements. In evaluating our ability to collect outstanding receivable balances, we consider many factors, including the age of the balance, collection history, and current economic trends. Bad debts are written off after all collection efforts have ceased. Based on the Company’s current and historical collection experience, management concluded that an allowance for doubtful accounts was not necessary as of June 30, 2020 or December 31, 2019. No individual customer accounted for more than 10% of revenue for the three and six months ended June 30, 2020 and 2019. Three customers accounted for more than 10% of accounts receivable as of June 30, 2020. No customers accounted for more than 10% of accounts receivable as of December 31, 2019. Property and Equipment, net Property and equipment is stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life of the assets. When assets are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the consolidated statements of operations and comprehensive loss in the period realized. Maintenance and repairs are expensed as incurred. Acquisitions and Business Combinations The Company allocates the fair value of purchase consideration issued in business combination transactions to the tangible assets acquired, liabilities assumed, and separately identified intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets and certain liabilities. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from: (a) acquired technology, (b) trademarks and trade names, and (c) customer relationships, useful lives, and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. Revenue From Contracts With Customers The Company recognizes revenue from contracts with customers under ASC 606, Revenue from Contracts with Customers ● Step 1: Identify the contract with the customer ● Step 2: Identify the performance obligations in the contract ● Step 3: Determine the transaction price ● Step 4: Allocate the transaction price to the performance obligations in the contract ● Step 5: Recognize revenue when the company satisfies a performance obligation The Company generates revenue from the following sources: 1. Subscriptions – The Company sells various subscription plans through its website and third-party app stores. These subscription plans provide different levels of streamed content and functionality depending on the plan selected. Subscription fees are fixed and paid in advance by credit card on a monthly, quarterly or annual basis. A subscription customer executes a contract by agreeing to the Company’s terms of service. The Company considers the subscription contract legally enforceable once the customer has accepted terms of service and the Company has received credit card authorization from the customer’s credit card company. The terms of service allow customers to terminate the subscription at any time, however, in the event of termination, no prepaid subscription fees are refundable. The Company recognizes revenue at a point in time when it satisfies a performance obligation by transferring control of the promised services to the customers. Upon the customer agreeing to the Company’s terms and conditions and authorization of the credit card, the customer simultaneously receives and consumes the benefits of the streamed content ratably throughout the term of the contract. Subscription services sold through third-party app stores are recorded gross in revenue with fees to the third-party app stores recorded in subscriber related expenses in the consolidated statement of operations. Management concluded that the customers are the end user of the subscription services sold by these third-party app stores. 2. Advertisements – The Company executes agreements with advertisers that want to display ads (“impressions”) within the streamed content. The Company enters into individual insertion orders (“IOs”) with advertisers, which specify the term of each ad campaign, the number of impressions to be delivered and the applicable rate to be charged. The Company invoices advertisers monthly for impressions actually delivered during the period. Each executed IO provides the terms and conditions agreed to in respect of each party’s obligations. The Company recognizes revenue at a point in time when it satisfies a performance obligation by transferring control of the promised services to the advertiser, which generally is when the advertisement has been displayed. 3. Software licenses, net – Revenue from the sale of software licenses are recognized as a single performance obligation at the point in time that the software license is delivered to the customer. The Company under its contracts is required to provide its customers with 30 days to return the license for a full refund, regardless of reason, and the Company will be provided a refund in full of its cost to sell the license. Therefore, for Nexway, the Company acts as an agent and recognizes revenue on a net basis. 4. Other – The Company has an annual contract to sub-license its rights to broadcast certain international sporting events to a third party. The Company recognizes revenue under this contract at a point in time when it satisfies a performance obligation by transferring control of the promised services to the third party, which generally is when the third party has access to the programming content. Subscriber Related Expenses Subscriber related expenses consist primarily of affiliate distribution rights and other distribution costs related to content streaming. The cost of affiliate distribution rights is generally incurred on a per subscriber basis and are recognized when the related programming is distributed to subscribers. The Company has certain arrangements whereby affiliate distribution rights are paid in advance or are subject to minimum guaranteed payments. An accrual is established when actual affiliate distribution costs are expected to fall short of the minimum guaranteed amounts. To the extent actual per subscriber fees do not exceed the minimum guaranteed amounts, the Company will expense the minimum guarantee in a manner reflective of the pattern of benefit provided by these subscriber related expenses, which approximates a straight-line basis over each minimum guarantee period within the arrangement. Subscriber related expenses also include credit card and payment processing fees for subscription revenue, customer service, certain employee compensation and benefits, cloud computing, streaming, and facility costs. The Company receives advertising spots from television networks for sale to advertisers as part of the affiliate distribution agreements. Broadcasting and Transmission Broadcasting and transmission expenses are charged to operations as incurred and consist primarily of the cost to acquire a signal, transcode, store, and retransmit it to the subscribers. Sales and Marketing Sales and marketing expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, agency costs, advertising campaigns and branding initiatives. All sales and marketing costs are expensed as they are incurred. Advertising expense totaled $4.5 million for the three and six months ended June 30, 2020 and $0.1 million and $0.3 million in advertising expense was incurred for the three and six months ended June 30, 2019, respectively. Technology and Development Technology and development expenses are charged to operations as incurred. Technology and development expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, technical services, software expenses, and hosting expenses. General and Administrative General and administrative expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, corporate insurance, office expenses, professional fees, as well as travel, meals, and entertainment costs. Net Loss Per Share Basic net loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per common share excludes the potential impact of the Company’s convertible notes, convertible preferred stock, common stock options and warrants because their effect would be anti-dilutive. The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Basic loss per share: Net loss (99,755 ) (3,365 ) (156,098 ) (6,232 ) Less: net (loss) income attributable to non-controlling interest (682 ) 2,182 (1,555 ) 2,781 Less: Deemed dividend - beneficial conversion feature on preferred stock — — 171 — Add: gain on redemption of Series D Preferred Stock 126 — 126 — Net loss attributable to common stockholders (98,947 ) (5,547 ) (154,588 ) (9,013 ) Shares used in computation: Weighted-average common shares outstanding 35,045,390 22,964,199 32,390,829 17,952,188 Basic and diluted loss per share (2.82 ) (0.24 ) (4.77 ) (0.50 ) The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Common stock purchase warrants 603,576 200,007 1,147,844 200,007 Convertible preferred shares 64,355,375 — 32,405,688 — Stock options 6,377,997 16,667 6,361,982 16,667 Convertible notes variable settlement feature 536,164 524,945 536,164 524,945 Total 71,873,112 741,619 40,451,678 741,619 Recently Issued Accounting Standards In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The amendments in ASU 2018-13 modify the disclosure requirements on fair value measurements based on the concepts in the Concepts Statement, including the consideration of costs and benefits. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The amendments are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating ASU 2018-13 and its impact on its condensed consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company is currently evaluating the impact of this standard on its condensed consolidated financial statements and related disclosures. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | 4. Acquisitions On April 1, 2020, we completed the Merger, as described in Note 1. In accordance with the terms of the Merger Agreement, all of the capital stock of fuboTV Pre-Merger was converted, at a stock exchange ratio of 1.82, into the right to receive 32,324,362 shares of Series AA Convertible Preferred Stock, a newly-created class of our Preferred Stock. Pursuant to the Series AA Certificate of Designation, each share of Series AA Convertible Preferred Stock is convertible into two shares of the Company’s common stock only in connection with the sale of such shares on an arms’-length basis either pursuant to an exemption from registration under Rule 144 promulgated under the Securities Act or pursuant to an effective registration statement under the Securities Act. As of June 30, 2020, 27,412,393 shares of Series AA Convertible Preferred Stock were issued. In addition, each outstanding option to purchase shares of common stock of fuboTV Pre-Merger was assumed by FaceBank Pre-Merger and converted into options to acquire FaceBank Pre-Merger’s common stock at a stock exchange ratio of 3.64. In addition, in accordance with the terms of the Merger Agreement, the Company assumed 8,051,098 stock options issued and outstanding under the fuboTV Pre-Merger’s 2015 Equity Incentive Plan (the “2015 Plan”) with a weighted-average exercise price of $1.32 per share. From and after the Effective Time, such options may be exercised for shares of the Company’s common stock under the terms of the 2015 Plan. The preliminary purchase price for the merger was determined to be $576.1 million, which consists of (i) $530.1 million market value ($8.20 per share stock price of the Company as of April 1, 2020) of 64.6 million common shares, (ii) $36.0 million related to the fair value of outstanding options vested prior to the Merger and (iii) $10.0 million related to the effective settlement of a preexisting loan receivable from fuboTV Pre-Merger. No gain or loss was recognized on the settlement as the loan was effectively settled at the recorded amount. Transaction costs of $0.9 million were expensed as incurred. The Company accounted for the Merger as a business combination under the acquisition method of accounting. FaceBank Pre-Merger was determined to be the accounting acquirer based upon the terms of the Merger Agreement and other factors including: (i) FaceBank Pre-Merger’s stockholders own approximately 57% of the voting common shares of the combined company immediately following the closing of the Acquisition (54% assuming the exercise of all vested stock options as of the closing of the transaction) and (ii) directors appointed by FaceBank Pre-Merger will hold a majority of board seats in the combined company. The following table presents a preliminary allocation of the purchase price to the net assets acquired, inclusive of intangible assets, with the excess fair value recorded to goodwill. The goodwill, which is not deductible for tax purposes, is attributable to the assembled workforce of fuboTV Pre-Merger, planned growth in new markets, and synergies expected to be achieved from the combined operations of FaceBank Pre-Merger and fuboTV Pre-Merger. The goodwill established will be included within a new fuboTV reporting unit. These estimates are provisional in nature and adjustments may be recorded in future periods as appraisals and other valuation reviews are finalized. Any necessary adjustments will be finalized within one year from the date of acquisition (in thousands). Fair Value Assets acquired: Cash and cash equivalents $ 8,040 Accounts receivable 5,831 Prepaid expenses and other current assets 976 Property & equipment 2,042 Restricted cash 1,333 Other noncurrent assets 397 Operating leases - right-of-use assets 5,395 Intangible assets 243,612 Goodwill 562,908 Total assets acquired $ 830,534 Liabilities assumed Accounts payable $ 51,687 Accounts payable – due to related parties 14,811 Accrued expenses and other current liabilities 50,249 Accrued expenses and other current liabilities – due to related parties 34,109 Long term borrowings - current portion 5,625 Operating lease liabilities 5,395 Deferred revenue 8,809 Long-term debt, net of issuance costs 18,125 Deferred tax liabilities 65,613 Total liabilities assumed $ 254,423 Net assets acquired $ 576,111 The fair values of the intangible assets acquired were determined using the income and cost approaches. The fair value measurements were primarily based on significant inputs that are not observable in the market and thus represent Level 3 measurements as defined in ASC 820. The relief from royalty method was used to value the software and technology and tradenames. The relief from royalty method is an application of the income method and estimates fair value for an asset based on the expected cost to license a similar asset from a third-party. Projected cash flows are discounted at a required rate of return that reflects the relative risk of achieving the cash flow and the time value of money. The cost approach, which estimates value by determining the current cost of replacing an asset with another of equivalent economic utility, was used for customer relationships. The cost to replace a given asset reflects the estimated reproduction or replacement cost for these customer related assets. The estimated useful lives and fair value of the intangible assets acquired are as follows (in thousands): Estimated Useful Life (in Years) Fair Value Software and technology 9 $ 181,737 Customer relationships 2 23,678 Tradenames 9 38,197 Total $ 243,612 The deferred tax liabilities represent the deferred tax impact associated with the differences in book and tax basis, including incremental differences created from the preliminary purchase price allocation and acquired net operating losses. Deferred taxes associated with estimated fair value adjustments reflect an estimated blended federal and state tax rate, net of tax effects on state valuation allowances. For balance sheet purposes, where U.S. tax rates were used, rates were based on recently enacted U.S. tax law. The effective tax rate of the combined company could be significantly different (either higher or lower) depending on post-merger activities, including cash needs, the geographical mix of income, and changes in tax law. This determination is preliminary and subject to change based upon the final determination of the fair value of the acquired assets and assumed liabilities of fuboTV Pre-Merger. For the three month period ended June 30, 2020, our condensed consolidated statement of operations included $44.2 million of revenues and a $47.7 million operating loss, which included $9.1 million of intangible asset amortization, from the acquisition of fuboTV Pre-Merger. Net loss attributable to common stockholders for the six months ended June 30, 2020 reflects $10.1 million of interest expense associated with a short-term loan issued in connection with the Merger. The following unaudited pro forma consolidated results of operations assume that the acquisition of fuboTV Pre-Merger was completed as of January 1, 2019 (in thousands, except per share data). Six months ended June 30 2020 2019 Total revenues 102,514 62,680 Net loss attributable to common stockholders (190,672 ) (81,828 ) Basic and diluted net loss per share attributable to common stockholders (1.96 ) (0.99 ) Pro forma data may not be indicative of the results that would have been obtained had these events occurred at the beginning of the periods presented, nor is it intended to be a projection of future results. |
Revenue From Contracts With Cus
Revenue From Contracts With Customers | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue From Contracts With Customers | 5. Revenue from contracts with customers Disaggregated revenue The following table presents the Company’s revenues disaggregated into categories based on the nature of such revenues (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Subscriptions $ 39,511 $ — $ 39,511 $ — Advertisements 4,323 — 4,323 — Software licenses, net – Nexway eCommerce Solutions — — 7,295 — Other 338 — 338 — Total revenue $ 44,172 $ — $ 51,467 $ — Transaction price allocated to remaining performance obligations The Company does not disclose the transaction price allocated to remaining performance obligations since subscription and advertising contracts have an original expected term of one year or less. |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 6. Property and equipment, net Property and equipment, net, is comprised of the following (in thousands): Estimated June 30, December 31, useful lives 2020 2019 Furniture and fixtures 5 years $ 293 $ 338 Computer equipment 3 years 199 — Leasehold improvements Lesser of useful life or lease term 1,572 — 2,064 338 Less: Accumulated depreciation (131 ) (3 ) Total property and equipment, net $ 1,933 $ 335 |
FaceBank AG and Nexway - Assets
FaceBank AG and Nexway - Assets Held For Sale | 6 Months Ended |
Jun. 30, 2020 | |
Facebank Ag And Nexway - Assets Held For Sale | |
FaceBank AG and Nexway - Assets Held For Sale | 7. FaceBank AG and Nexway - Assets Held For Sale Through its ownership in FaceBank AG, the Company had an equity investment of 62.3% in Nexway AG (“Nexway”), which it acquired on September 16, 2019. The equity investment in Nexway was a controlling financial interest and the Company consolidated its investment in Nexway under ASC 810, Consolidation. On March 31, 2020, the Company relinquished 20% of the total Nexway shareholder votes associated with its investment, which reduced the Company’s voting interest in Nexway to 37.6%. As a result of the Company’s loss of control in Nexway, the Company deconsolidated Nexway as of March 31, 2020 as it no longer has a controlling financial interest. The deconsolidation of Nexway resulted in a loss of approximately $11.9 million calculated as follows (in thousands): Cash $ 5,776 Accounts receivable 9,831 Inventory 50 Prepaid expenses 164 Goodwill 51,168 Property and equipment, net 380 Right-of-use assets 3,594 Total assets $ 70,963 Less: Accounts payable 34,262 Accrued expenses 15,788 Lease liability 3,594 Deferred income taxes 1,161 Other liabilities 40 Total liabilities $ 54,845 Non-controlling interest 2,595 Foreign currency translation adjustment (770 ) Loss before fair value – investment in Nexway 14,293 Less: fair value of shares owned by the Company 2,374 Loss on deconsolidation of Nexway $ 11,919 As of June 30, 2020, the Company’s voting interest in Nexway was further diluted to 31.2% as a result of an additional financing which the Company did not participate in. The fair value of the Nexway shares owned by the Company as of June 30, 2020 is approximately $5.0 million, calculated as follows (dollars in thousands, except per share value): Price per share Euros € 10.90 Exchange rate 1.123 Price per share USD $ 12.24 Nexway shares held by the Company 407,550 Fair value - investment in Nexway $ 4,988 As of June 30, 2020, the Company committed to a plan to sell its investment in FaceBank AG and Nexway and expects the sale of these investments to be completed within one year and to recognize a gain on sale. The long-lived assets which consist of the investments, financial assets and goodwill and a loan payable are classified as held for sale. These assets and liabilities are carried at the lower of carrying value or fair value less costs to sell and no additional depreciation is being recognized. As of June 30, 2020, the carrying amounts totaled ($20.6) million. The Company has determined this disposition did not constitute a strategic shift of the Company’s operations. The following are assets and liabilities held of sales (in thousands): June 30, 2020 Investment in Nexway $ 4,988 Financial assets 1,965 Goodwill 28,541 Total assets $ 35,494 Loan payable $ 56,137 Total liabilities $ 56,137 Net carrying amount $ (20,643 ) |
Panda Interests
Panda Interests | 6 Months Ended |
Jun. 30, 2020 | |
Notes to Financial Statements | |
Panda Interests | 8. Panda Interests In March 2019, the Company entered into an agreement to finance and co-produce Broadway Asia’s theatrical production of DreamWorks’ Kung Fu Panda Spectacular Live at the Venetian Theatre in Macau (“Macau Show”). The Company determined the fair value of the profits interest sold to certain investors to be approximately $1.8 million as of the date of this transaction and $2.1 million and $2.0 million as of June 30, 2020 and December 31, 2019, respectively. The table below summarizes the Company’s profits interest since the date of the transaction (in thousands except for unit and per unit information): Panda units granted 26.2 Fair value per unit on grant date $ 67,690 Grant date fair value $ 1,773 Change in fair value of Panda interests 198 Fair value at December 31, 2019 $ 1,971 Change in fair value of Panda interests — Fair value at March 31, 2020 $ 1,971 Change in fair value of Panda interests 148 Fair value at June 30, 2020 $ 2,119 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | 9. Intangible Assets and Goodwill Intangible Assets The table below summarizes the Company’s intangible assets at June 30, 2020 and December 31, 2019 (in thousands): Useful Weighted Average June 30, 2020 Lives (Years) Remaining Life (Years) Intangible Assets Accumulated Amortization Net Balance Human animation technologies 7 5.1 $ 123,436 (33,463 ) $ 89,973 Trademark and trade names 7 5.1 7,746 (2,102 ) 5,644 Animation and visual effects technologies 7 5.1 6,016 (1,633 ) 4,383 Digital asset library 5-7 4.9 7,536 (1,897 ) 5,639 Intellectual Property 7 5.1 828 (225 ) 603 Customer relationships 2 1.8 23,678 (2,960 ) 20,718 fuboTV Tradename 9 8.8 38,197 (1,061 ) 37,136 Software and technology 9 8.8 181,737 (5,048 ) 176,689 Total $ 389,174 $ (48,389 ) $ 340,785 December 31, 2019 Useful Lives (Years) Weighted Average Remaining Life (Years) Intangible Assets Intangible Asset Impairment Accumulated Amortization Net Balance Human animation technologies 7 6 $123,436 $ — $ (24,646 ) $ 98,790 Trademark and trade names 7 6 9,432 (1,686 ) (1,549 ) 6,197 Animation and visual effects technologies 7 6 6,016 — (1,203 ) 4,813 Digital asset library 5-7 5.5 7,505 — (1,251 ) 6,254 Intellectual Property 7 6 3,258 (2,430 ) (236 ) 592 Customer relationships 11 11 4,482 (4,482 ) — — Total $154,129 $ (8,598 ) $ (28,885 ) $ 116,646 The Company recorded amortization expense of $14.3 million and $5.2 million during the three months ended June 30, 2020 and 2019, respectively, and $19.5 million and $10.3 million during the six months ended June 30, 2020 and 2019, respectively. The estimated future amortization expense associated with intangible assets is as follows (in thousands): Future Amortization 2020 $ 28,572 2021 57,144 2022 48,266 2023 45,306 2024 45,233 Thereafter 116,264 Total $ 340,785 Goodwill The following table is a summary of the changes to goodwill for the three and six months ended June 30, 2020 (in thousands): Balance – December 31, 2019 $ 227,763 Deconsolidation of Nexway (51,168 ) Balance – March 31, 2020 $ 176,595 Acquisition of fuboTV Pre-Merger 562,908 Less: transfer to asset held for sale (28,541 ) Balance – June 30, 2020 $ 710,962 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2020 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses and Other Current Liabilities | 10. Accounts Payable and Accrued Expenses and Other Current Liabilities Accrued payable and accrued expenses and other current liabilities are presented below (in thousands): June 30, 2020 December 31, 2019 Suppliers — $ 37,508 Affiliate fees 61,883 — Broadcasting and transmission 17,960 — Selling and marketing 5,735 — Payroll taxes (in arrears) 1,308 1,308 Accrued compensation 1,553 3,649 Legal and professional fees 3,379 3,936 Accrued litigation loss 524 524 Taxes (including value added) 8,118 5,953 Subscriber related 2,694 — Other 6,250 3,897 Total 109,404 $ 56,775 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes During the three and six months ended June 30, 2020, the Company recorded a deferred tax liability of $65.6 million associated with the difference in book and tax basis, including incremental differences created from the preliminary purchase price allocation and acquired net operating losses, in connection with the acquisition of intangible assets of fuboTV Pre-Merger (See Note 4). The Company recorded income tax benefits associated with the amortization of intangible assets of $3.5 million and $1.0 million during the three months ended June 30, 2020 and 2019, respectively, and $4.5 million and $2.2 million during the six months ended June 30, 2020 and 2019, respectively. The Company’s provision for income taxes consists of state and foreign income taxes and is immaterial in all periods presented. The Company regularly evaluates the realizability of its deferred tax assets and establishes a valuation allowance if it is more likely than not that some or all the deferred tax assets will not be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, loss carryback and tax-planning strategies. Generally, more weight is given to objectively verifiable evidence, such as the cumulative loss in recent years, as a significant piece of negative evidence to overcome. At June 30, 2020 and December 31, 2019, the Company continued to maintain that the realization of its deferred tax assets has not achieved a more likely than not threshold therefore, the net deferred tax assets have been fully offset by a valuation allowance. The following is a rollforward of the Company’s deferred tax liability from January 1, 2020 to June 30, 2020 (in thousands): Balance – December 31, 2019 $ 30,879 Income tax benefit (associated with the amortization of intangible assets) (1,038 ) Deconsolidation of Nexway (1,162 ) Balance – March 31, 2020 28,679 Acquisition of fuboTV Pre-Merger 65,613 Income tax benefit (associated with the amortization of intangible assets) (3,498 ) Balance – June 30, 2020 $ 90,794 |
Related Parties
Related Parties | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Parties | 12. Related Parties Accounts payable and accrued expenses due to related parties as of June 30, 2020 and December 31, 2019 consist of the following (in thousands): June 30, 2020 December 31, 2019 Affiliate fees $ 59,651 $ — Alexander Bafer, Executive Chairman 256 $ 20 John Textor, Chief Executive Officer and affiliated companies 264 592 Other 9 53 Total $ 60,180 $ 665 The Company has entered into affiliate distribution agreements with CBS Corporation and related entities, New Univision Enterprises, LLC, AMC Network Ventures, LLC, Viacom International, Inc. and Discovery, Inc. and related entities which are holders of the Company’s convertible preferred stock. AMC Networks Ventures, LLC is also the lender to the senior secured loan (see Note 13). The accrued fees payable under the affiliate distribution agreements are classified as accounts payables – due to related parties and accrued expenses – due to related parties in the accompanying condensed consolidated balance sheet. The aggregate affiliate distribution fees recorded to subscriber related expenses for related parties were $23.0 million and $0 for the three and six months ended June 30, 2020, respectively, and $0 for the three and six months ended June 30,2019, respectively. On July 31, 2020, Alexander Bafer resigned as a member of the Company’s Board of Directors and as an executive officer of the Company. The amounts due to Mr. Bafer represent an unsecured, non-interest-bearing loan to the Company which is payable on demand. On July 31, 2020, John Textor resigned as a member of the Board of Directors of the Company. Mr. Textor will continue as Head of Studio, which the Company has determined is not an executive officer position. The amounts due to Mr. Textor represent an unpaid compensation liability assumed in the acquisition of EAI. The amounts due to other related parties also represent financing obligations assumed in the acquisition of EAI. During the year ended December 31, 2019, the Company received a $300,000 advance (the “FaceBank Advance”) from FaceBank, Inc., a development stage company controlled by Mr. Textor. Mr. Textor is our current Head of Studio and, at the time of the transaction, was our Chief Executive Officer. During the quarter ended June 30, 2020, the Company repaid the FaceBank Advance in full to FaceBank, Inc. No further amounts are due and payable by the Company under the FaceBank Advance. Notes Payable – Related Parties On August 8, 2018, the Company assumed a $172,000 note payable due to a relative of the then-Chief Executive Officer, John Textor. The note has three-month roll-over provision and different maturity and repayment amounts if not fully paid by its due date and bears interest at 18% per annum. The Company has accrued default interest for additional liability in excess of the principal amount. The note was in default as of June 30, 2020. Accrued interest and penalties as of June 30, 2020 and December 31, 2019 related to this note was $0.5 million and $0.3 million, respectively, and were recognized as note payable – related parties on the accompanying condensed consolidated balance sheet. On August 3, 2020, the maturity date was extended to December 31, 2020 and is no longer in default. |
Notes Payable
Notes Payable | 6 Months Ended |
Jun. 30, 2020 | |
Notes Payable [Abstract] | |
Notes Payable | 13. Notes Payable Senior Secured Loan In April 2018, fuboTV pre-Merger entered into a senior secured term loan with AMC Networks Ventures, LLC (the “Term Loan”) with a principal amount of $25.0 million, bearing interest equal to LIBOR (London Interbank Offered Rate) plus 5.25% per annum and with scheduled principal payments beginning in 2020. The Company recorded this loan at its fair value of $23.8 million in connection with its acquisition of fuboTV Pre-Merger on April 1, 2020. The Company has made principal repayments of $1.3 million during the three months ended June 30, 2020. The outstanding balance of the Term Loan is $22.5 million as of June 30, 2020. The Term Loan matures on April 6, 2023, has certain financial covenants and requires the Company to maintain a certain minimum subscriber level. The Company was in compliance with all covenants at June 30, 2020. Evolution AI Corporation The Company has recognized, through the accounting consolidation of EAI, a $2.7 million note payable bearing interest at the rate of 10% per annum that was due on October 1, 2018 (“EAI Note”). The cumulative accrued interest on the EAI Note amounts to $1.6 million. The EAI Note is currently in a default condition due to non-payment of principal and interest. The EAI Note relates to the acquisition of technology from parties who, as a result of the acquisition of EAI, own 15,000,000 shares of the Company’s common stock (after the conversion of 1,000,0000 shares of Series X Convertible Preferred Stock during the year ended December 31, 2019). The holders of the EAI Note have agreed not to declare the EAI Note in default and to forbear from exercising remedies which would otherwise be available in the event of a default, while the EAI Note continues to accrue interest. The Company is currently in negotiation with such holders to resolve the matter and the outstanding balance as of June 30, 2020, including interest and penalties, is $4.3 million. FBNK Finance SarL On February 17, 2020, FBNK Finance issued EUR 50.0 million of bonds (or $56.1 million as of June 30, 2020). There were 5,000 notes with a nominal value EUR 10,000 per note. The bonds were issued at par with 100% redemption price. The maturity date of the bonds is February 15, 2023 and the bonds have a 4.5% annual fixed rate of interest. Interest is payable semi-annually on August 15 and February 15. The majority of the proceeds was used for the redemption of the bonds issued by SAH, HFC and Nexway SAS. The bonds are unconditional and unsubordinated obligations of the FBNK Finance. As part of this transaction, the Company recorded a $11.1 million loss on extinguishment during the three months ended March 31, 2020 as component of other income/(expense) in loss on issuances of notes, bonds and warrants. During the three months ended June 30, 2020, the Company recorded a $1.0 foreign exchange loss upon remeasurement to USD. Credit and Security Agreement As described in Note 1, on March 11, 2020, the Company and HLEEF entered into the Credit Facility with HLEEF. The Credit Facility is secured by substantially all the assets of the Company. As of June 30, 2020, there were no amounts outstanding under the Credit Facility. The Credit Facility contains customary affirmative and negative covenants, including restrictions on the ability of the Company to incur indebtedness in excess of $50.0 million, subject to certain exceptions, to make loans in excess of $250,000 to directors or officers of the Company or to any subsidiary other than fuboTV Sub, and to declare and pay any distributions, subject to certain exceptions. The Credit Facility also contains customary events of default that include, among other things, certain payment defaults, cross defaults to other material indebtedness, covenant defaults, change of control defaults, judgment defaults, and bankruptcy and insolvency defaults. If an event of default exists, the lenders may require the immediate payment of all obligations under the Credit Facility, and may exercise certain other rights and remedies provided for under the Credit Facility, the HLEEF Security Agreement, the other loan documents and applicable law. On July 8, 2020, this Credit Agreement was terminated. Refer to Subsequent Events footnote for details surrounding this Termination and Release Agreement. Note Purchase Agreement As described in Note 1, on March 19, 2020, the Company and the other parties thereto entered into the Note Purchase Agreement, pursuant to which the Company sold to FB Loan the Senior Notes. On April 2, 2020, fuboTV and Sports Rights Management, LLC, a Delaware limited liability company (“SRM”), also joined the Note Purchase Agreement as borrowers (fuboTV Sub, SRM and the Initial Borrower, collectively, the “Borrower”). In connection with the Company’s acquisition of fuboTV Pre-Merger, the proceeds of $7.4 million, net of an original issue discount of $2.7 million, were received directly by fuboTV Pre-Merger. Each Borrower’s obligations under the Senior Notes are secured by substantially all of the assets of each such Borrower pursuant to a Security Agreement, dated as of March 19, 2020, by and among Borrower and FB Loan (the “Security Agreement”). The Note Purchase Agreement contains customary affirmative and negative covenants, including covenants limiting the ability of the Borrower and its subsidiaries to, among other things, incur debt, grant liens, make certain restricted payments, make certain loans and other investments, undertake certain fundamental changes, enter into restrictive agreements, dispose of assets, and enter into transactions with affiliates, in each case, subject to limitations and exceptions set forth in the Note Purchase Agreement. The Note Purchase Agreement also contains customary events of default that include, among other things, certain payment defaults, cross defaults to other material obligations, covenant defaults, change of control defaults, judgment defaults, and bankruptcy and insolvency defaults. If an event of default exists, the lenders may require the immediate payment of all obligations under the Note Purchase Agreement, and may exercise certain other rights and remedies provided for under the Note Purchase Agreement, the Security Agreement, the other loan documents and applicable law. The Company was in compliance with all covenants at June 30, 2020. Interest on the Senior Notes shall accrue until full and final repayment of the principal amount of the Senior Note at a rate of 17.39% per annum. On the first business day of each calendar month in which the Senior Note is outstanding, beginning on April 1, 2020, Borrower shall pay in arrears in cash to FB Loan accrued interest on the outstanding principal amount of the Senior Note. The maturity date of the Senior Notes is the earlier to occur of (i) July 8, 2020 and (ii) the date the Borrower receives the proceeds of any financing. The Borrower may prepay or redeem the Senior Note in whole or in part without penalty or premium. In connection with the Note Purchase Agreement, the Company issued FB Loan a warrant to purchase 3,269,231 shares of its common stock at an exercise price of $5.00 per share (the “FB Loan Warrant”) and 900,000 shares of its common stock. The fair value of the warrant on the Senior Notes issuance date was approximately $15.6 million and is recorded as a warrant liability in the accompanying condensed consolidated balance sheet with subsequent changes in fair value recognized in earnings each reporting period (see Note 14). The fair value of the 900,000 common stock issued was based upon the closing price of the Company’s common stock as of March 19, 2020 (or $8.15 per share or $7.3 million). Since the fair value of the warrants and common stock exceeded the principal balance of the Senior Notes, the Company recorded a loss on issuance of the Senior Notes totaling $12.9 million and is reflected in the accompanying condensed consolidated statement of operations. The 900,000 shares were valued at $8.15 per share at March 19, 2020 and $7.5 million set forth on the balance sheet for shares settled payable for note payable reflects the fair value of 900,000 shares to be issued at $8.35 per share as of March 31, 2020. On April 28, 2020, these shares were issued at $10.00 per share. The Company recorded change in fair value of shares settled payable of $1.5 million and $1.7 million during the three and six months ended June 30, 2020, respectively. The carrying value of the Senior Notes as of June 30, 2020 is comprised of the following (in thousands): June 30, 2020 Principal value of Senior Note $ 10,050 Original issue discount (2,650 ) Discount resulting from allocation of proceeds to warrant liability (7,400 ) Amortization of discount 9,183 Principal repayment (7,500 ) Net carrying value of Senior Note $ 1,683 Pursuant to the Note Purchase Agreement, the Borrower agreed, among other things that (i) the Company shall file a registration statement with the Commission regarding the purchase and sale of 900,000 shares of the Company’s common stock issued to FB Loan in connection with the Note Purchase Agreement (the “Shares”) and any shares of capital stock issuable upon exercise of the FB Loan Warrant (the “Warrant Shares)”); and (ii) the Company shall have filed an application to list the Company’s Common Stock for trading on the NASDAQ exchange, on or before the date that is thirty (30) days following the closing date of the Note Purchase Agreement. Refer to the Amendments to the Note Purchase Agreements Amendments to the Note Purchase Agreement On April 21, 2020, the Company and the other parties to the Note Purchase Agreement entered into an Amendment to the Note Purchase Agreement to (i) extend the deadline for registration of the resale of the Shares and the Warrant Shares to May 25, 2020 and (ii) provide that in lieu of the obligation under the Note Purchase Agreement to apply to list on NASDAQ within thirty (30) days of March 19, 2020, the Company shall have initiated the process to list its capital stock on a national exchange on or before the date that is thirty (30) days following March 19, 2020. The Company has initiated this process. Subsequently, on May 28, 2020, the Company and the other parties to the Note Purchase Agreement entered into a Consent and Second Amendment to the Note Purchase Agreement (the “Second Amendment”), pursuant to which, among other things, FB Loan agreed to extend the deadline for registration for of the Shares and the Warrant Shares for resale to July 1, 2020. In addition: (i) FB Loan consented to the May 11, 2020 sale by the Company of capital stock for aggregate consideration in the amount of $7.5 million; and (ii) the provision requiring that following receipt by any loan party or any subsidiary of proceeds of any financing, the Borrower must prepay the Senior Note in an amount equal to 100% of the cash proceeds of such financing, was removed. Further, on July 1, 2020, the Company and the other parties to the Note Purchase Agreement entered into a Third Amendment to Note Purchase Agreement (the “Third Amendment”), pursuant to which (i) the deadline for registration of the Shares and the Warrant Shares for resale was extended to July 8, 2020 and (ii) the deadline for the redemption of the Senior Notes by the Borrower was amended to be the earlier to occur of (y) July 8, 2020 and (z) the date the Borrower receives the proceeds of any financing. Finally, on August 3, 2020, pursuant to the Fourth Amendment to the Note Purchase Agreement (the “Fourth Amendment”), the Company agreed (i) to file a registration statement on Form S-1 (the “Registration Statement”) prior to August 7, 2020 that shall include the Shares, (ii) that within 91 days after the effective date of the Registration Statement, the Company shall file a registration statement with the Commission registering the Shares and the Warrant Shares, and (iii) that the Company shall have been approved to list its capital stock on a national exchange prior to the effective date of the Registration Statement. The Company made a $7.5 million payment on the Note Purchase Agreement on May 28, 2020 and paid the remaining balance of $2.6 million and all accrued interest on July 3, 2020. Joinder Agreement and Guaranty Agreement On April 30, 2020, fuboTV Sub and SRM entered into a joinder agreement (the “Joinder Agreement”) in favor of FB Loan in connection with the Note Purchase Agreement. The Joinder Agreement is effective as of April 2, 2020. Pursuant to the Joinder Agreement, (a) fuboTV Sub joined the Note Purchase Agreement, became an issuer of notes and a borrower thereunder, assumed all obligations of the Borrower in connection therewith, and granted a lien on substantially all of its assets to secure its obligations under the Note Purchase Agreement and any notes issued pursuant thereto and (b) SRM guaranteed the obligations of the Borrower and fuboTV Sub under the Note Purchase Agreement and any notes issued pursuant thereto and granted a security interest in substantially all of its assets to secure its guaranty obligations. On April 30, 2020, in connection with the Joinder Agreement, SRM entered into a guaranty agreement (the “Guaranty Agreement”) in favor of FB Loan, pursuant to which SRM guaranteed the obligations of Borrower under fuboTV Sub under the Note Purchase Agreement. The Guaranty Agreement is effective as of April 2, 2020. Paycheck Protection Program Loan On April 21, 2020, the Company received a loan in the amount of $4.7 million from JPMorgan Chase Bank, N.A. (the “Loan”), pursuant to the Paycheck Protection Program (the “PPP”) administered by the United States Small Business Administration (the “SBA”). The PPP is part of the Coronavirus Aid, Relief, and Economic Security Act (the “Cares Act”), which provides for forgiveness of up to the full principal amount and accrued interest of qualifying loans guaranteed under the PPP. The Loan was granted under a note payable (the “Note”) dated April 21, 2020 issued by the Company. The Note matures on April 21, 2022 and bears interest at a rate of 0.98% per annum. Principal and accrued interest are payable monthly in equal installments through the maturity date, commencing on November 21, 2020, unless forgiven as described below. The Note may be prepaid at any time prior to maturity with no prepayment penalties. Loan proceeds may be used only to retain workers and maintain payroll or make mortgage payments, lease payments, and utility payments. Forgiveness of the Loan is only available for principal that is used for the limited purposes that qualify for forgiveness under SBA requirements. To obtain forgiveness, the Company must request it, provide documentation in accordance with the SBA requirements, and certify that the amounts requested to be forgiven qualify under those requirements. There is no guarantee that the Loan will be forgiven by the SBA and therefore the Company has recorded the $4.7 million as a loan on the June 30, 2020 condensed consolidated balance sheet. Of this amount, $1.9 million has been recorded as a current liability to reflect the amount due within twelve months from the balance sheet. Revenue Participation Agreement On May 15, 2020, the Company entered into a revenue participation agreement with Fundigo, LLC for $10.0 million (the “Purchase Price”). The Company received net proceeds of $9.5 million, net of an original issue discount of $0.5 million, in exchange for participation in all of the Company’s future accounts, contract rights, and other obligations arising from or relating to the payment of monies from the Company’s customers and/or third party payors (the “Revenues”), until an amount equal to 145% of the Purchase Price, or $14.5 million (the “Revenue Purchased Amount”). The repayment amount is reduced under the following circumstances. (i) If the Company pays $12.0 million of the Revenue Purchased Amount to Fundigo LLC before June 15, 2020, such payments shall constitute payment in full of the Revenue Purchased Amounts and no additional debits will be made. (ii) If the Company pays $13.0 million of the Revenue Purchased Amount to Fundigo LLC before July 4, 2020, such payments shall constitute payment in full of the Revenue Purchased Amounts and no additional debits will be made. This Agreement shall continue until Fundigo, LLC receives the full Revenue Purchased Amount, or earlier if terminated pursuant to any provision of the agreement. The Company accounted for this agreement as a loan and had an outstanding principal balance of $9.1 million as of June 30, 2020. Interest expense incurred on the loan was $2.7 million for the three months ending June 30, 2020. All outstanding amounts were repaid on July 6, 2020. Century Venture On May 15, 2020, the Company entered into a loan agreement (the “Loan”) with Century Venture, SA, receiving proceeds of $1.6 million to use for working capital and general corporate purposes. The Loan will bear interest at a rate of 8% per annum, payable in arrears on the 15 th All remaining unpaid principal together with interest accrued and unpaid shall be due and payable upon the earlier of (a) completion of any debt or equity financing of the Company, which results in proceeds of at least $50 million, or (b) May 14, 2021. The entire $1.6 million remained outstanding as of June 30, 2020 and interest expense incurred on the loan for the three months ended June 30, 2020 was immaterial. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 14. Fair Value Measurements The Company holds investments in equity securities and limited partnership interests, which are accounted for at fair value and classified within financial assets at fair value on the condensed consolidated balance sheet, with changes in fair value recognized as investment gain / loss in the condensed consolidated statements of operations. The Company also has an investment in Nexway common stock that is publicly traded on the Frankfurt Exchange. Additionally, the Company’s convertible notes, derivatives and warrants were classified as liabilities and measured at fair value on the issuance date, with changes in fair value recognized as other income/expense in the condensed consolidated statements of operations. The following table classifies the Company’s assets and liabilities measured at fair value on a recurring basis into the fair value hierarchy as of June 30, 2020 and December 31, 2019 (in thousands): June 30, 2020 Total Level 1 Level 2 Level 3 Financial Liabilities at Fair Value: Convertible notes $ 3,661 $ — $ — $ 3,661 Profit share liability 2,119 $ — — 2,119 Derivative liability 163 — — 163 Warrant liability – subsidiary 21 — — 21 Warrant liabilities 40,617 — — 40,617 Total $ 46,581 $ — $ — $ 46,581 December 31, 2019 Total Level 1 Level 2 Level 3 Financial Assets at Fair Value: Financial assets at fair value $ 1,965 $ — $ 1,965 $ — Total $ 1,965 $ — $ 1,965 $ — Financial Liabilities at Fair Value: Convertible notes $ 1,203 $ — $ — $ 1,203 Profit share liability 1,971 — — 1,971 Derivative liability 376 — — 376 Warrant liability - subsidiary 24 — — 24 Total $ 3,574 $ — $ — $ 3,574 Derivative Financial Instruments The following table presents changes in Level 3 liabilities measured at fair value (in thousands) for the three and six months ended June 30, 2020. Unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Convertible Notes Warrant Liability - Subsidiary Profits Share Liability Warrant Liabilities Derivative Liability Fair value at December 31, 2019 $ 1,203 $ 24 $ 1,971 $ — $ 376 Change in fair value (200 ) 15 — 366 (97 ) Additions 689 — — 15,621 172 Redemption — — — — (62 ) Fair value at March 31, 2020 $ 1,692 $ 39 $ 1,971 $ 15,987 $ 389 Change in fair value (925 ) (18 ) 148 (4,966 ) (23 ) Additions 2,894 — — 29,596 — Redemption — — — — (203 ) Fair value at June 30, 2020 $ 3,661 $ 21 $ 2,119 $ 40,617 $ 163 Warrant Liability - Subsidiary June 30, December 31, Exercise price $ 0.75 $ 0.75 Stock price – subsidiary $ 0.05 $ 0.02 Fair value of stock price $ — $ — Risk free rate 0.17 % 1.62 % Contractual term (years) 2.58 3.08 Expected dividend yield — % — % Expected volatility 69.2 % 83.7 % Number of subsidiary warrants outstanding 48,904,037 48,904,037 In arriving at the fair value of stock price as of June 30, 2020 and December 31, 2019, no discount was applied to the trading price of the PEC stock, as a result of illiquidity in the volumes being traded on the OTC markets. Risk-free interest rate was based on rates established by the Federal Reserve Bank. The volatility rate was based on stock prices of comparable companies. Profit Share Liability Warrant Liabilities FB Loan Warrant In connection with its Note Purchase Agreement (see Note 13), the Company issued the FB Loan Warrant and utilized the Black-Scholes pricing model. Absent the Company’s sequencing policy as disclosed in the Company’s Annual Report on Form 10-K/A filed with the SEC on August 10, 2020, the Company would have recorded these warrants as equity classified. The warrant liability was recorded at the date of grant at fair value. Subsequent changes in fair value for the three and six months ended June 30, 2020 was ($5.5) million and ($5.1) million, respectively and was recorded as other expense in the condensed consolidated statement of operations. The significant assumptions used in the valuation are as follows: June 30, 2020 Fair value of underlying common shares $ 10.45 Exercise price $ 5.00 Expected dividend yield — % Expected volatility 50.5 % Risk free rate 0.17 % Expected term (years) 4.72 Purchase Agreements with Investors Between May 11, 2020 and June 8, 2020, the Company entered into Purchase Agreements with certain investors (the “Investors”), pursuant to which the Company sold an aggregate of 3,735,922 shares (the “Purchased Shares”) of the Company’s common stock and issued 3,735,922 warrants to the Investors. See Note 17. The warrant liability was recorded at the date of grant at fair value using a Monte Carlo simulation model. Subsequent changes in fair value for the three and six months ended June 30, 2020 were $10.4 million and was recorded as other income in the condensed consolidated statement of operations. The Company used a Monte Carlo simulation model to estimate the fair value of the warrant liability at June 30, 2020: June 30, 2020 Fair value of underlying common shares $ 10.45 Exercise price $ 7.00 Expected dividend yield — % Expected volatility 68.9 – 70.2 % Risk free rate 0.16 % Expected term (years) 1.37 – 1.44 ARETE Wealth Management On May 25, 2020, the Company issued to ARETE Wealth Management a warrant to purchase 275,000 shares of the Company’s common stock for investment services. Absent the Company’s sequencing policy as disclosed in the Company’s Annual Report on Form 10-K/A filed with the SEC on August 10, 2020, the Company would have recorded these warrants as equity classified. The warrant liability was recorded at the date of grant at fair value. Subsequent changes in fair value for the three and six months ended June 30, 2020 was $0.4 million and was recorded as other income in the condensed consolidated statement of operations. The significant assumptions used in the valuation are as follows: June 30, 2020 Fair value of underlying common shares $ 10.45 Exercise price $ 5.00 Expected dividend yield — % Expected volatility 50.4 % Risk free rate 0.28 % Expected term (years) 4.9 Derivative Liability June 30, December 31, Stock price $ 10.45 $ 8.91 – 9.03 Fixed conversion price $ 0.25 $ 0.25 Risk free rate 0.16 % 1.6 % Contractual term (years) 1.0 – 1.2 1.2 – 1.5 Expected dividend yield 8.0 % 8.0 % Expected volatility 72.3% - 76.3 % 89.2% - 90.4 % |
Convertible Notes Payable
Convertible Notes Payable | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Convertible Notes Payable | 15. Convertible Notes Payable At June 30, 2020 and December 31, 2019, the carrying amounts of the convertible notes including the remaining principal balance plus the fair value of the derivative liabilities associated with the variable share settlement feature and unamortized discounts is as follows (in thousands): Issuance Date Stated Interest Rate Maturity Date Principal Unamortized Discount Variable Share Settlement Feature at Fair Value Carrying amount Convertible notes GS Capital Partners (5) 1/17/2020 10 % 1/17/2021 150 (82 ) 196 264 EMA Financial, LLC (6) 2/6/2020 10 % 11/6/2020 125 (59 ) 187 253 Adar Alef, LLC (7) 2/10/2020 12 % 2/10/2021 150 (92 ) 196 254 BHP Capital (8) 3/24/2020 10 % 3/24/2020 100 (71 ) 90 119 Jefferson Street Capital, LLC (9) 3/24/2020 10 % 3/24/2020 100 (71 ) 90 119 Auctus Fund (10) 4/1/2020 10 % 3/30/2021 1,100 (825 ) 1,663 1,938 Eagle Equities (11) 4/2/2020 10 % 3/31/2021 275 (207 ) 351 419 Platinum Point (12) 4/2/2020 10 % 3/31/2021 103 (69 ) 92 126 Platinum Point (13) 4/2/2020 10 % 4/20/2021 420 (340 ) 381 461 EMA Financial, LLC (14) 5/5/2020 10 % 5/5/2020 250 (211 ) 415 454 Balance at June 30, 2020 $ 2,773 $ (2,027 ) $ 3,661 $ 4,407 Issuance Date Stated Maturity Date Principal Unamortized Variable Share Settlement Carrying Convertible notes Adar Bays - Alef (1) 7/30/2019 10 % 7/30/2020 $ 275 $ (159 ) $ 379 $ 495 JSJ Investments (2) 12/6/2019 10 % 12/6/2020 255 (238 ) 422 439 Eagle Equities (3) 12/12/2019 12 % 12/12/2020 210 (199 ) 285 296 BHP Capital (4) 12/20/2019 10 % 12/20/2020 125 (114 ) 117 128 Balance at December 31, 2019 $ 865 $ (710 ) $ 1,203 $ 1,358 The derivative liabilities results from the variable share settlement provision featured within the convertible notes issued by the Company. The fair value of the derivative liabilities was estimated using the Monte Carlo simulation model on the dates that the notes were issued and were subsequently revalued at June 30, 2020 and December 31, 2019, with the following weighted average assumptions: June 30, 2020 December 31, 2019 Stock Price $ 7.00 – 12.10 $ 8.91 – 10.15 Risk Free Interest Rate 0.13 – 0.19 % 1.52 – 1.60 % Expected life (years) 0.08 – 1.00 0.58 – 1.00 Expected dividend yield — % — % Expected volatility 73.5 – 79.9 % 90.0 – 95.3 % Fair Value - Note Variable Share Settlement Feature (in thousands) $ 3,661 $ 1,203 (1) On July 30, 2019, the Company issued a convertible promissory note to Adar Alef, LLC in the amount of $275,000. The note accrues interest at a rate of 12% per annum and matures on July 30, 2020. The note is not convertible until the six month anniversary of the note, at which time if the note has not already been repaid by the Company, the note holder shall be entitled to convert all or part of the note into shares of the Company’s common stock, at a price per share equal to 53% of the lowest trading price of the common stock for the twenty prior trading days upon which the conversion notice is received by the Company. On January 20, 2020, the Company repaid the principal balance of $275,000 and accrued interest of approximately $16,000. (2) On December 6, 2019, the Company issued a convertible promissory note to JSJ Investments with a principal balance of $255,000. The Company received net proceeds of $250,000. The note matures on December 6, 2020 and bears interest at 10% per annum. The Company may prepay this note and unpaid interest on or prior to July 3, 2020. The loan and any accrued interest may be converted into shares of the Company’s common stock at a rate of 47% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. On June 2, 2020, the Company repaid the principal balance of $255,000 and accrued interest of approximately $12,000. (3) On December 12, 2019, the Company issued a convertible promissory note to Eagle Equities, LLC with a principal balance of $210,000. The Company received net proceeds of $200,000. The note matures on December 12, 2020 and bears interest at 12% per annum. The loan and any accrued interest may be converted into shares of the Company’s common stock, at any time after the six month anniversary of the note, at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. On June 10, 2020, the Company repaid the principal balance of $210,000 and accrued interest of approximately $13,000. (4) On December 20, 2019, the Company issued a convertible promissory note to BHP Capital NY Inc. with a principal balance of $125,000. The Company received net proceeds of $122,500. The note matures on December 20, 2020 and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company’s common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. In connection with the promissory note, the Company issued 5,000 shares of its restricted common stock with a fair value of approximately $47,000. The Company had the option to buy back the shares 180 days from the issue date, for a one-time payment of $8.00 per share. This option was not exercised and has expired as of June 30, 2020. On June 17, 2020, the Company repaid the principal balance of $125,000 and accrued interest of approximately $6,000. (5) On January 17, 2020, the Company issued a convertible promissory note to GS Capital Partners, LLC. with a principal balance of $150,000. The note matures on January 17, 2021 and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company’s common stock at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. On July 15, 2020, the Company repaid the principal balance of $150,000 and accrued interest of approximately $7,000. (6) On February 6, 2020, the Company issued a convertible promissory note to EMA Financial, LLC. with a principal balance of $125,000. The note matures on November 6, 2020 and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company’s common stock equal to the lower of (i) the lowest closing price of the common stock during the preceding twenty (20) day trading period ending on the latest trading day prior to the note issuance date or (ii) at a rate of 50% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. (7) On February 10, 2020, the Company issued a convertible promissory note to Adar Alef, LLC. with a principal balance of $150,000. The note matures on February 10, 2021 and bears interest at 12% per annum. The loan and any accrued interest may be converted into shares of the Company’s common stock at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. (8) On March 24, 2020, the Company issued a convertible promissory note to BHP Capital NY Inc. with a principal balance of $100,000. The note matures on demand and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company’s common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. (9) On March 24, 2020, the Company issued a convertible promissory note to Jefferson Street Capital, LLC. with a principal balance of $100,000. The note matures on demand and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company’s common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. (10) On April 1, 2020, the Company issued a convertible promissory note to Auctus Fund, LLC. with a principal balance of $1.1 million. The note matures on March 30, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company’s common stock at a rate of 50% multiplied by the lowest trading price during the previous thirty (30) day trading period ending on the latest complete trading day prior to the conversion date. In connection with this convertible promissory note, the Company issued 142,118 warrants and 30,000 shares of common stock. See Note 17. (11) On April 2, 2020, the Company issued a convertible promissory note to Eagle Equities, LLC. with a principal balance of $275,000. The note matures on March 31, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company’s common stock at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. (12) On April 2, 2020, the Company issued a convertible promissory note to Platinum Point Capital, LLC. with a principal balance of $103,000. The note matures on March 31, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company’s common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. (13) On April 23, 2020, the Company issued a convertible promissory note to Platinum Point Capital, LLC. with a principal balance of $420,000. The note matures on April 20, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company’s common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. In connection with this convertible promissory note, the Company issued 55,172 warrants and 25,000 shares of common stock. See Note 17. (14) On May 11, 2020, the Company issued a convertible promissory note to EMA Financial, LLC. with a principal balance of $250,000. The note matures on May 5, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company’s common stock equal to the lower of (i) the lowest closing price of the common stock during the preceding twenty (20) day trading period ending on the latest trading day prior to the note issuance date or (ii) at a rate of 50% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. In addition to the above convertible promissory notes, on January 29, 2020, the Company issued a convertible promissory note to Auctus Fund, LLC. with a principal balance of $275,000. The note matures on November 29, 2020 and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company’s common stock at a rate of 50% multiplied by the lowest trading price during the previous twenty five (25) day trading period ending on the latest complete trading day prior to the conversion date. On March 19, 2020, the Company repaid in full the principal balance and interest of approximately $4,000. |
Temporary Equity
Temporary Equity | 6 Months Ended |
Jun. 30, 2020 | |
Temporary Equity [Abstract] | |
Temporary Equity | 16. Temporary Equity Series D Convertible Preferred Stock On March 6, 2020, the Company (i) entered into a stock purchase agreement to issue 203,000 shares of its Series D Preferred Stock, for proceeds of $203,000 and (ii) redeemed the 203,000 shares of Series D Preferred Stock previously issued on September 6, 2019. On June 16, 2020, the Company redeemed 253,000 shares of its Series D Preferred Stock previously issued on December 19, 2019 in exchange for $339,174. As a result, the total number of shares of Series D Preferred Stock outstanding as of June 30, 2020 was 203,000. The following table summarizes the Company’s Series D Preferred Stock activities for the three and six months ended June 30, 2020 (dollars in thousands): Series D Preferred Stock Shares Amount Total temporary equity as of December 31, 2019 461,839 $ 462 Issuance of Series D convertible preferred stock for cash 203,000 203 Offering cost related to issuance of Series D convertible preferred stock — (3 ) Deemed dividends related to immediate accretion of offering cost — 3 Accrued Series D preferred stock dividends 8,868 9 Bifurcated redemption feature of Series D convertible preferred stock — (171 ) Deemed dividends related to immediate accretion of bifurcated redemption feature of Series D convertible preferred stock — 171 Redemption of Series D preferred stock (including accrued dividends) (210,831 ) (211 ) Total temporary equity as of March 31, 2020 462,876 $ 463 Accrued Series D preferred stock dividends 8,330 8 Redemption of Series D preferred stock (including accrued dividends) (263,037 ) (263 ) Total temporary equity as of June 30, 2020 208,169 $ 208 The redemption of the 203,000 shares of Series D Preferred Stock (previously issued on September 6, 2019) on March 6, 2020 occurred as follows (amounts in thousands except share and per share values): Series D preferred stock issued 203,000 Per share value $ 1.00 Series D preferred stock value $ 203 Accrued dividends $ 8 Total Series D preferred stock $ 211 Redemption percentage $ 1.29 Total redemption $ 272 The redemption of the 253,000 shares of Series D Preferred Stock (previously issued on December 19, 2019) on June 16, 2020 occurred as follows (amounts in thousands except share and per share values): Series D preferred stock issued 253,000 Per share value $ 1.00 Series D preferred stock value $ 253 Accrued dividends $ 10 Total Series D preferred stock value $ 263 Redemption percentage 1.29 % Total redemption $ 339 Holders of shares of the Series D Preferred Stock are entitled to receive, cumulative cash dividends at the rate of 8% on $1.00 per share of the Series D Preferred Stock per annum (equivalent to $0.08 per annum per share), subject to adjustment. The dividends are payable solely upon redemption, liquidation or conversion. The Company recorded approximately $5,000 accrued dividend as of June 30, 2020. The Series D Preferred Stock is being classified as temporary equity because it has redemption features that are outside of the Company’s control upon certain triggering events, such as a Market Event. A “Market Event” is defined as any trading day during the period which shares of the Series D Preferred Stock are issued and outstanding, where the trading price for such date is less than $0.35. In the event of a Market Event, the Series D Preferred Stock shall be subject to mandatory redemption and the stated value shall immediately be increased to $1.29 per share of Series D Preferred Stock. The Market Event is considered to be outside the control of the Company, resulting in classification of the Series D Preferred Stock as temporary equity. The initial discounted carrying value resulted in recognition of a bifurcated redemption feature of $0.2 million, further reducing the initial carrying value of the shares of Series D Preferred Stock. The discount to the aggregate stated value of the shares of Series A Convertible Preferred Stock, resulting from recognition of the bifurcated redemption feature was immediately accreted as a reduction of additional paid-in capital and an increase in the carrying value of the Series D Shares. The accretion is presented in the condensed consolidated statement of operations as a deemed dividend, increasing net loss to arrive at net loss attributable to common stockholders. |
Stockholders' Equity _ (Deficit
Stockholders' Equity / (Deficit) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stockholders' Equity / (Deficit) | 17. Stockholders’ Equity/ (Deficit) Preferred Stock Designations On March 20, 2020, FaceBank Pre-Merger amended its Articles of Incorporation to withdraw, cancel and terminate the previously-filed (i) Certificate of Designation of with respect to 5,000,000 shares of its Series A Preferred Stock, par value $0.0001 per share, (ii) Certificate of Designation with respect to 1,000,000 shares of its Series B Preferred Stock, par value $0.0001 per share, (iii) Certificate of Designation with respect to 41,000,000 shares of its Series C Preferred Stock, par value $0.0001 per share and (iv) Certificate of Designation with respect to 1,000,000 shares of its Series X Preferred Stock, par value $0.0001 per share. Upon the withdrawal, cancelation and termination of such designations, all shares previously designated as Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series X Preferred Stock were returned to the status of authorized but undesignated shares of the Company’s Preferred Stock, par value $0.0001 per share. On March 20, 2020, in connection with the Merger, FaceBank Pre-Merger filed an amendment to its Articles of Incorporation to designate 35,800,000 of its authorized preferred stock as “Series AA Convertible Preferred Stock” pursuant to a Certificate of Designation of Series AA Convertible Preferred Stock (the “Series AA Preferred Stock Certificate of Designation”). The Series AA Convertible Preferred Stock (the “Series AA Preferred Stock”) has no liquidation preference. The Series AA Preferred Stock is entitled to receive dividends and other distributions as and when paid on the Common Stock on an as converted basis. Each share of Series AA Preferred Stock is initially convertible into two shares of Common Stock, subject to adjustment as provided in the Series AA Preferred Stock Certificate of Designation and shall only be convertible immediately following the sale of such shares on an arms’-length basis either pursuant to an exemption from registration under Rule 144 promulgated under the Securities Act or pursuant to an effective registration statement under the Securities Act. Each share of Series AA Preferred Stock shall have 0.8 votes per share (the “Voting Rate”) on any matter submitted to the holders of the Common Stock for a vote and shall vote together with the Common Stock on such matters for as long as the Series AA Preferred Stock is outstanding. The Voting Rate shall be subject to adjustment in the event of stock splits, stock combinations, recapitalizations reclassifications, extraordinary distributions and similar events. There are 4,912,069 shares reserved for issuance to certain shareholders of fuboTV Pre-Merger in connection with the Merger. Common Stock Activity Issuance of Common Stock for Cash The Company raised approximately $2.3 million through issuances of an aggregate of 795,593 shares of its common stock in private placement transactions during the three months ended March 31, 2020 with investors. The Company raised approximately $0.5 million through issuances of an aggregate of 170,391 shares of its common stock in private placement transactions during the three months ended June 30, 2020 with investors. Issuance of Common Stock and Warrants for Cash Between May 11, 2020 and June 8, 2020, the Company entered into Purchase Agreements Investors, pursuant to which the Company sold an aggregate of 3,735,922 shares of the Company’s common stock at a purchase price of $7.00 per share and issued warrants to the Investors covering a total of 3,735,922 shares of the Company’s common stock for an aggregate purchase price of $26.1 million. Issuance of Common Stock Related to PEC Acquisition During the three and six months ended June 30, 2020, the Company has issued 1,201,749 and 4,928,829 shares of its common stock in exchange for 14,222,975 and 17,950,055 shares of its subsidiary PEC, respectively. The interests exchange in PEC were previously recorded within noncontrolling interests and the transactions were accounted for as a reduction of $0.9 million and $2.0 million of noncontrolling interests for the carrying value of those noncontrolling interests at the date of exchange with an offsetting increase in Additional paid-in capital, during the three and six months ended June 30, 2020. Issuance of Common Stock for Services Rendered On January 1, 2020, the Company entered into the first amendment to a joint business development agreement and issued 200,000 shares of its restricted common stock with a fair value of $1.8 million in exchange for business development services. During the three months ended March 31, 2020, the Company issued 275,000 shares of its common stock with a fair value of $2.3 million in exchange for consulting services. During the three months ended March 31, 2020, the Company issued 62,500 shares of its common stock with a fair value of approximately $0.6 million in exchange for services rendered in connection with the Company’s amended Digital Likeness Development Agreement by and among Floyd Mayweather, the Company and FaceBank, Inc., effective as of July 31, 2019, as amended (the “Mayweather Agreement”). During the three months ended March 31, 2020, the Company issued 2,500 shares of its common stock with a fair value of $26,000 in exchange for consulting services. During the three months ended June 30, 2020, the Company issued 343,789 shares of its common stock with a fair value of $3.1 million in exchange for consulting services. Issuance of Common Stock for Employee Compensation On February 20, 2020, the Company issued 300,000 shares of its common stock to an officer of the Company at a fair value of $2.7 million, or $9.00 per share. During the three months ended March 31, 2020, the Company issued 200,000 shares of its common stock with a fair value of $1.6 million as compensation to service providers for services rendered. The Company did not issue any common stock for employee compensation during the three months ended June 30, 2020. Issuance of Common Stock in Connection with Convertible Notes During the three and six months ended June 30, 2020, the Company issued 25,000 and 62,500 shares of its common stock with a fair value of approximately $0.2 million and $0.3 million, respectively, in connection with the issuance of convertible notes. Equity Compensation Plan Information The Company’s 2014 Equity Incentive Stock Plan (the “2014 Plan”) provides for the issuance of up to 16,667 incentive stock options and nonqualified stock options to the Company’s employees, officers, directors, and certain consultants. The 2014 Plan is administered by the Company’s Board and has a term of 10 years. Contemporaneous with the closing of the Merger, the Company assumed 8,051,098 stock options issued and outstanding under the fuboTV Pre-Merger 2015 Equity Incentive Plan (the “2015 Plan”) with a weighted-average exercise price of $1.32 per share. From the Effective Time, such options may be exercised for shares of our common stock under the terms of the 2015 Plan. On April 1, 2020, the Company approved the establishment of the Company’s 2020 Equity Incentive Plan (the “Plan”). The Company created an incentive option pool of 12,116,646 shares of the Company’s Common Stock under the Plan. On May 21, 2020, we established our Outside Director Compensation Policy to set forth guidelines for the compensation of our non-employee directors for their service on our Board of Directors. Options The fair value of the Company’s common stock was based upon the publicly quoted price on the date that the final approval of the awards was obtained. The Company does not expect to pay dividends in the foreseeable future so therefore the expected dividend yield is 0%. The expected term for stock options granted with service conditions represents the average period the stock options are expected to remain outstanding and is based on 10 years. The Company obtained the risk-free interest rate from publicly available data published by the Federal Reserve. The Company uses a methodology in estimating its volatility percentage from a computation that was based on a comparison of average volatility rates of similar companies to a computation based on the standard deviation of the Company’s own underlying stock price’s daily logarithmic returns. Due to the changes in the Company subsequent to the Merger, the Company changed its peer group for estimating expected volatility. During the three months ended March 31, 2020, 280,000 options were granted outside of the Plan, and there were no options granted during the three months ended March 31, 2019. There were no options granted outside of the Plan in the three and six months ended June 30, 2020. Employees The following reflects stock option activity for the six months ended June 30, 2020 (in thousands, except share and per share amounts): Number of Shares Weighted Average Total Intrinsic Value Weighted Average Remaining Contractual Life Outstanding as of December 31, 2019 16,667 $ 28.20 $ — 8.1 Options assumed from Merger 8,051,098 $ 1.31 Granted 5,747,039 $ 8.51 Forfeited or expired (359,331 ) $ 0.75 Outstanding as of June 30, 2020 13,445,473 $ 4.44 $ 81,360 8.3 Options vested and exercisable as of June 30, 2020 5,442,709 $ 4.43 $ 81,378 6.9 There were no employee options granted, forfeited or expired in the three months ended March 31, 2020. Total compensation cost related to unvested options not yet recognized was approximately $38.0 million and $0 as of June 30, 2020 and December 31, 2019, respectively. The weighted average period over which this compensation cost related to unvested employee options will be recognized is 2.7 and 0 years as of June 30, 2020 and December 31, 2019, respectively. The weighted average grant-date fair value of options granted during the three and six months ended June 30, 2020 was $4.20. No options were exercised during the three and six months ended June 30, 2020. The aggregate fair value of options vested during the three months and six months ended June 30, 2020 was $1.3 million. There was no stock-based compensation recognized during the six months ended June 30, 2019. Market and Service Condition Based Options In the three and six months ended June 30, 2020, 3,078,297 options were granted that vest on the earlier of each anniversary of the grant date or based on the achievement of pre-established parameters relating to the performance of the Company’s stock price (not included in table above). Compensation expense is based on the estimated value of the awards on the grant date, and is recognized over the period from the grant date through the expected vest dates of each vesting condition, both of which were estimated based on a Monte Carlo simulation model applying the following key assumptions as of the grant date: Dividend yield — % Expected volatility 76.0 – 88.1 % Risk free rate 0.24 – 0.30 % Derived service period 1.59 – 1.91 Non-employees During the three months ended March 31, 2020, in connection with the Mayweather Agreement, the Company granted options to purchase 280,000 shares of the Company’s common stock at an exercise price of $7.20 per share. This option has a fair value of $1,031,000, a five-year term and expires on December 21, 2024. These options were immediately vested as of the grant date. As part of the Merger, the Company also assumed 343,047 options granted to non-employees with a weighted average exercise price of $0.23 (included in table above). Total compensation cost related to unvested non-employee options is immaterial as of June 30, 2020. There were no options granted to non-employees in the three months ended June 30, 2020. Warrants A summary of the Company’s outstanding warrants as of June 30, 2020 are presented below (in thousands, except share and per share amounts): Number of Warrants Weighted Average Total Intrinsic Value Outstanding as of December 31, 2019 200,007 $ 12.15 $ — Issued 7,477,443 $ 6.08 $ 32,670 Expired (200,000 ) $ — $ — Outstanding as of June 30, 2020 7,477,450 $ 6.10 $ 32,670 Warrants exercisable as of June 30, 2020 7,477,450 $ 6.10 $ 32,670 On March 19, 2020, in connection with its Note Purchase Agreement (see Note 13), the Company issued the FB Loan Warrant, a warrant to purchase 3,269,231 shares of its common stock with a fair value of $15.6 million. On April 1, 2020, the Company issued 142,118 warrants in connection with a $1.1 million convertible note. The exercise price is $7.74 with a 5-year term. On April 23, 2020, the Company issued 55,172 warrants in connection with a $0.4 million convertible note. The exercise price is $9.00 with a 3-year term. Between May 11, 2020 and June 8, 2020, the Company issued 3,735,922 warrants in connection with Purchase Agreements with Investors with an exercise price of $7.00 with a 1.5-year term. On May 25, 2020, the Company issued to ARETE Wealth Management a warrant to purchase 275,000 shares of the Company’s common stock with an initial exercise price of $5.00 per share. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases | 18. Leases On February 14, 2019, the Company entered into a lease for offices in Jupiter, Florida. The lease has an initial term of 18 months commencing March 1, 2019 until August 31, 2020 with a base annual rent of $89,000. The Company has an option to extend the lease for another year until August 31, 2021 for annual rent of $95,000 and a second option for an extension until August 31, 2022 for annual rent of $98,000. The Company recorded the lease obligations in accordance with ASC 842. As part of the acquisition of Nexway on September 19, 2019, the Company recognized right of use assets of $3.6 million and lease liabilities of $3.6 million associated with an operating lease obtained in the acquisition. At December 31, 2019, the Company had operating lease liabilities of $3.5 million and right of use assets of $3.5 million recorded in the consolidated balance sheet. At March 31, 2020, the Company deconsolidated its investment in Nexway and accordingly, reduced its operating lease liabilities and right of use assets to $0. As part of the acquisition of fuboTV Pre-Merger on April 1, 2020, the Company recognized right of use assets and lease liabilities of $5.2 million for three operating leases. fuboTV Pre-Merger had entered into a lease agreement in April 2017 for approximately 10,000 square feet of office space in New York, NY. The lease commenced in April 2017 and the initial term of the lease is for a period of ten years with an option to renew for an additional five years. The renewal option is not considered in the remaining lease term as the Company is not reasonably certain that it will exercise such option. On January 30, 2018, the Company amended their lease agreement to add approximately 6,600 square feet of office space. The lease term commenced in February 2018 and is effective through March 2021. In February 2020, fuboTV Pre-Merger entered into a sublease with Welltower, Inc. to lease approximately 6,300 square feet of office space in New York, NY. The lease commenced in March 2020 and is effective through July 30, 2021. The annual rent for the space is $455,000. The following summarizes quantitative information about the Company’s operating leases (amounts in thousands, except lease term and discount rate): For the Three Months June 30, 2020 For the Six Months June 30, 2020 Operating leases Operating lease cost $ 312 $ 410 Variable lease cost 3 76 Operating lease expense $ 315 $ 486 Short-term lease rent expense 166 166 Total rent expense $ 481 $ 652 Weighted-average remaining lease term – operating leases 6.6 6.6 Weighted-average discount rate – operating leases 5.3 % 5.3 % For the Three Months June 30, 2019 For the Six Months June 30, 2019 Operating leases Operating lease cost $ 23 $ 30 Variable lease cost 15 20 Operating lease expense $ 38 $ 50 Short-term lease rent expense — — Total rent expense $ 38 $ 50 Weighted-average remaining lease term – operating leases 1.2 1.2 Weighted-average discount rate – operating leases 10.0 % 10.0 % |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 19. Commitments and Contingencies The Company may be involved in certain legal proceedings that arise from time to time in the ordinary course of its business. When the Company determines that a loss is both probable and reasonably estimable, a liability is recorded and disclosed if the amount is material to the financial statements taken as a whole. When a material loss contingency is only reasonably possible, the Company does not record a liability, but instead discloses the nature and the amount of the claim, and an estimate of the loss or range of loss, if such an estimate can reasonably be made. Legal expenses associated with any contingency are expensed as incurred. In connection with closed litigation on two separate matters that resulted in judgments against PEC, a majority interest of which was subsequently purchased by the Company, we have accrued $0.5 million which remains on the balance sheet as a liability at June 30, 2020 and December 31, 2019. The Company, on behalf of its subsidiary, is in settlement discussions with the parties. On August 27, 2018, plaintiff Scott Meide filed a complaint in the United States District Court for the Middle District of Florida, Jacksonville Division against PEC, now one of our majority-owned subsidiaries, naming its former officers, among others, as defendants. The plaintiff’s claims are based on three investments: (i) the purchase of 750,000 restricted shares from PEC for the amount of $300,000 on July 18, 2014; (ii) the purchase of 800,000 shares of PEC from defendant Gregory Centineo in July 2015; and (iii) an investment in Evolution AI Corporation in 2018 in the amount of $75,000. Until recently, Mr. Meide was proceeding pro se On June 29, 2020, an attorney entered an appearance for Mr. Meide and filed (i) a motion to substitute Jacksonville Injury Center, LLC as the plaintiff and (ii) a motion for leave to file an amended complaint. All of the defendants have filed oppositions to the motion to substitute and motion for leave to amend. The proposed new complaint continues to allege fraud, but also purports to plead a shareholder derivative lawsuit in connection with a claim of an improper transfer of assets to the Company. The new proposed complaint also names the Company as a new defendant. Discovery in the matter has been stayed since July of 2019. The matter is set for trial in September of 2020, but we do not expect the trial to go forward given the pending motions to dismiss and stay of discovery. The Company’s subsidiaries and affiliates plan to reaffirm their motions to dismiss and the Company believes Mr. Meide’s final amended complaint will also be dismissed. The Company plans to the ask the court for an award of sanctions and attorney fees in connection with Mr. Meide’s filing of a frivolous lawsuit. On June 8, 2020, Andrew Kriss and Eric Lerner (the “Plaintiffs”) filed a Summons with Notice in the Supreme Court of the State of New York, Nassau County naming as defendants FaceBank Group, Inc., John Textor and Frank Patterson, among others (Index No. 605474/20). The Notice lists claims for breach of express contract and implied duties, fraud, aiding and abetting fraud, fraud in the inducement, fraudulent misrepresentation, fraudulent concealment, fraudulent conveyance, unjust enrichment and declaratory relief, and states that the Plaintiffs seek monetary damages in an amount to be proven at trial, but not less than six million dollars ($6,000,000) on the breach of contract claim with interest from the date of the alleged breach on September 9, 2014. As of August 13, 2020, the Company had not been served. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 6 Months Ended |
Jun. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 20. Supplemental Cash Flow Information Six Months Ended June 30 (in thousands) 2020 2019 Supplemental disclosure of cash flow information Interest paid $ 4,110 $ — Income tax paid $ — $ — Non cash financing and investing activities Issuance of convertible preferred stock for Merger $ 566,124 $ — Reclass of shares settled liability for intangible asset to stock-based compensation $ 1,000 $ — Issuance of common stock – subsidiary share exchange $ 2,042 $ — Reclass of shares settled liability to additional paid-in capital for issuance of common stock $ 9,054 Lender advanced loan proceeds direct to fuboTV $ 7,579 $ — Accrued Series D Preferred Stock dividends $ 17 $ — Deemed dividend related to immediate accretion of redemption feature of convertible preferred stock settlement of liability $ 171 $ — Common stock issued for lease settlement $ — $ 130 Right-of-use assets exchanged for operating lease liabilities $ 5,395 $ — |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 21. Subsequent Events Issuance of Common Stock and Warrants for Cash On July 2, 2020, the Company entered into a Purchase Agreement with Credit Suisse Capital LLC, pursuant to which the Company sold 2,162,163 shares of the Company’s common stock at a purchase price of $9.25 per share for an aggregate purchase price of $20.0 million. On July 29, 2020, the Company issued 6,630,012 shares of the Company’s Series AA Convertible Preferred stock to an affiliate distributor. Termination of Credit Agreement On July 8, 2020, the Company entered into a Termination and Release Agreement with HLEE Finance to terminate the Credit Agreement. The Company did not draw down on the Credit Agreement during its term. Share Purchase Agreement On July 10, 2020, we entered into a Share Purchase Agreement (the “SPA”) with C2A2 Corp. AG Ltd. and Aston Fallen (the “Purchaser”). Pursuant to the terms of the SPA, the Purchaser agreed to acquire all of the 1,000 shares of Facebank AG common stock, held by the Company. The transaction closed on July 10, 2020 and the Company redeemed an aggregate of 3,633,114 shares of the Company’s common stock at a redemption price of $0.0001 per share in exchange for 4,833,114 new shares of Company common stock at a sale price of $0.0001 per share, resulting in a net issuance of 1,200,000 new shares of the Company’s common stock. The Company expects to recognize a gain of approximately $8.3 million on this transaction during the third quarter. Credit Agreement On July 16, 2020, we entered into a Credit Agreement (the “Access Road Credit Agreement”) with Access Road Capital LLC (the “Lender”). Pursuant to the terms of the Access Road Credit Agreement, the Lender extended a term loan (the “Loan”) to us with a principal amount of $10.0 million. The Loan bears interest at a fixed rate of 13.0% per annum and matures on July 16, 2023. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts, as of June 30, 2020, of the Company, its wholly-owned subsidiaries and its 99.7%-owned operating subsidiary EAI, which, until the Merger, was the Company’s principal operating subsidiary; inactive subsidiaries York Production LLC and York Production II LLC; wholly-owned subsidiaries Facebank AG, StockAccess Holdings SAS (“SAH”) and FBNK Finance Sarl (“FBNK Finance”); its 70.0% ownership in Highlight Finance Corp. (“HFC”); and its 76% ownership in Pulse Evolution Corporation (“PEC”). Subsequent to the Merger, fuboTV Pre-Merger became our wholly owned subsidiary. All inter-company balances and transactions have been eliminated in consolidation. Investments in business entities in which we lack control but have the ability to exercise significant influence over operating and financial policies are accounted for using the equity method. We have elected the fair value option to account for our equity method investments. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission (the “SEC”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments and events in the current period such as the Nexway deconsolidation and acquisition of fuboTV Pre-Merger, considered necessary for a fair presentation of such interim results. The results for the unaudited condensed consolidated statement of operations are not necessarily indicative of results to be expected for the year ending December 31, 2020 or for any future interim period. The unaudited condensed consolidated balance sheet as at December 31, 2019 has been derived from the audited financial statements; however, it does not include all of the information and notes required by U.S. GAAP for complete financial statements. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements for the year ended December 31, 2019 and notes thereto included in the Company’s Annual Report on Form 10-K/A filed with the SEC on August 10, 2020 along with the consolidated financial statements for fuboTV Pre-Merger for the year ended December 31, 2019 and notes thereto included on Form 8-K/A filed with the SEC on June 17, 2020. |
Reclassifications | Reclassifications For the three and six months ended June 30, 2019, the Company has reclassified certain prior year amounts on the face of the financial statements in order to conform to the current year presentation. These reclassifications had no effect on the Company’s consolidated financial position, results of operations, or liquidity. |
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 at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates. The significant estimates and assumptions include allocating the fair value of purchase consideration to assets acquired and liabilities assumed in business acquisitions, useful lives of property and equipment and intangible assets, recoverability of goodwill, long-lived assets, and investments, accruals for contingent liabilities, valuations of derivative liabilities and equity instruments issued in share-based payment arrangements and fair value of equity method investees, and accounting for income taxes, including the valuation allowance on deferred tax assets. |
Significant Accounting Policies | Significant Accounting Policies For a detailed discussion about the Company’s significant accounting policies, see the Company’s Annual Report on Form 10-K/A filed with the SEC on August 10, 2020. |
Segment Information | Segment Information Operating segments are defined as components of an entity for which discrete financial information is available that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. A committee consisting of the Company’s executives are determined to be the CODM. The CODM reviews financial information on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. As such, the Company has one operating segment. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with remaining maturities at the date of purchase of three months or less to be cash equivalents, including balances held in the Company’s money market account. The Company also classifies amounts in transit from payment processors for customer credit card and debit card transactions as cash equivalents. Restricted cash primarily represents cash on deposit with financial institutions in support of a letter of credit outstanding in favor of the Company’s landlord for office space. The restricted cash balance has been excluded from the cash balance and is classified as restricted cash on the condensed consolidated balance sheets. The following table provides a reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheet that sum to the total of the same on the consolidated statement of cash flows: June 30, December 31, 2020 2019 Cash and cash equivalents $ 7,356 $ 7,624 Restricted cash 1,330 — Total cash, cash equivalents and restricted cash $ 8,686 $ 7,624 |
Certain Risks and Concentrations | Certain Risks and Concentrations Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of demand deposits. The Company maintains cash deposits with financial institutions that at times exceed applicable insurance limits. The majority of the Company’s software and computer systems utilizes data processing, storage capabilities and other services provided by Amazon Web Services, or AWS, which cannot be easily switched to another cloud service provider. As such, any disruption of the Company’s interference with AWS would adversely impact the Company’s operations and business. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurements. This statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements, ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels as follows: Level 1 — quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 — observable inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable; and Level 3 — assets and liabilities whose significant value drivers are unobservable. |
Accounts Receivable, Net | Accounts Receivable, net The Company records accounts receivable at the invoiced amount less an allowance for any potentially uncollectable accounts. The Company’s accounts receivable balance includes subscription fees billed by, but not yet received from, third-party app stores and amounts due from the sale of advertisements. In evaluating our ability to collect outstanding receivable balances, we consider many factors, including the age of the balance, collection history, and current economic trends. Bad debts are written off after all collection efforts have ceased. Based on the Company’s current and historical collection experience, management concluded that an allowance for doubtful accounts was not necessary as of June 30, 2020 or December 31, 2019. No individual customer accounted for more than 10% of revenue for the three and six months ended June 30, 2020 and 2019. Three customers accounted for more than 10% of accounts receivable as of June 30, 2020. No customers accounted for more than 10% of accounts receivable as of December 31, 2019. |
Property and Equipment, net | Property and Equipment, net Property and equipment is stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life of the assets. When assets are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the consolidated statements of operations and comprehensive loss in the period realized. Maintenance and repairs are expensed as incurred. |
Acquisitions and Business Combinations | Acquisitions and Business Combinations The Company allocates the fair value of purchase consideration issued in business combination transactions to the tangible assets acquired, liabilities assumed, and separately identified intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets and certain liabilities. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from: (a) acquired technology, (b) trademarks and trade names, and (c) customer relationships, useful lives, and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. |
Revenue From Contracts With Customers | Revenue From Contracts With Customers The Company recognizes revenue from contracts with customers under ASC 606, Revenue from Contracts with Customers ● Step 1: Identify the contract with the customer ● Step 2: Identify the performance obligations in the contract ● Step 3: Determine the transaction price ● Step 4: Allocate the transaction price to the performance obligations in the contract ● Step 5: Recognize revenue when the company satisfies a performance obligation The Company generates revenue from the following sources: 1. Subscriptions – The Company sells various subscription plans through its website and third-party app stores. These subscription plans provide different levels of streamed content and functionality depending on the plan selected. Subscription fees are fixed and paid in advance by credit card on a monthly, quarterly or annual basis. A subscription customer executes a contract by agreeing to the Company’s terms of service. The Company considers the subscription contract legally enforceable once the customer has accepted terms of service and the Company has received credit card authorization from the customer’s credit card company. The terms of service allow customers to terminate the subscription at any time, however, in the event of termination, no prepaid subscription fees are refundable. The Company recognizes revenue at a point in time when it satisfies a performance obligation by transferring control of the promised services to the customers. Upon the customer agreeing to the Company’s terms and conditions and authorization of the credit card, the customer simultaneously receives and consumes the benefits of the streamed content ratably throughout the term of the contract. Subscription services sold through third-party app stores are recorded gross in revenue with fees to the third-party app stores recorded in subscriber related expenses in the consolidated statement of operations. Management concluded that the customers are the end user of the subscription services sold by these third-party app stores. 2. Advertisements – The Company executes agreements with advertisers that want to display ads (“impressions”) within the streamed content. The Company enters into individual insertion orders (“IOs”) with advertisers, which specify the term of each ad campaign, the number of impressions to be delivered and the applicable rate to be charged. The Company invoices advertisers monthly for impressions actually delivered during the period. Each executed IO provides the terms and conditions agreed to in respect of each party’s obligations. The Company recognizes revenue at a point in time when it satisfies a performance obligation by transferring control of the promised services to the advertiser, which generally is when the advertisement has been displayed. 3. Software licenses, net – Revenue from the sale of software licenses are recognized as a single performance obligation at the point in time that the software license is delivered to the customer. The Company under its contracts is required to provide its customers with 30 days to return the license for a full refund, regardless of reason, and the Company will be provided a refund in full of its cost to sell the license. Therefore, for Nexway, the Company acts as an agent and recognizes revenue on a net basis. 4. Other – The Company has an annual contract to sub-license its rights to broadcast certain international sporting events to a third party. The Company recognizes revenue under this contract at a point in time when it satisfies a performance obligation by transferring control of the promised services to the third party, which generally is when the third party has access to the programming content. |
Subscriber Related Expenses | Subscriber Related Expenses Subscriber related expenses consist primarily of affiliate distribution rights and other distribution costs related to content streaming. The cost of affiliate distribution rights is generally incurred on a per subscriber basis and are recognized when the related programming is distributed to subscribers. The Company has certain arrangements whereby affiliate distribution rights are paid in advance or are subject to minimum guaranteed payments. An accrual is established when actual affiliate distribution costs are expected to fall short of the minimum guaranteed amounts. To the extent actual per subscriber fees do not exceed the minimum guaranteed amounts, the Company will expense the minimum guarantee in a manner reflective of the pattern of benefit provided by these subscriber related expenses, which approximates a straight-line basis over each minimum guarantee period within the arrangement. Subscriber related expenses also include credit card and payment processing fees for subscription revenue, customer service, certain employee compensation and benefits, cloud computing, streaming, and facility costs. The Company receives advertising spots from television networks for sale to advertisers as part of the affiliate distribution agreements. |
Broadcasting and Transmission | Broadcasting and Transmission Broadcasting and transmission expenses are charged to operations as incurred and consist primarily of the cost to acquire a signal, transcode, store, and retransmit it to the subscribers. |
Sales and Marketing | Sales and Marketing Sales and marketing expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, agency costs, advertising campaigns and branding initiatives. All sales and marketing costs are expensed as they are incurred. Advertising expense totaled $4.5 million for the three and six months ended June 30, 2020 and $0.1 million and $0.3 million in advertising expense was incurred for the three and six months ended June 30, 2019, respectively. |
Technology and Development | Technology and Development Technology and development expenses are charged to operations as incurred. Technology and development expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, technical services, software expenses, and hosting expenses. |
General and Administrative | General and Administrative General and administrative expenses consist primarily of payroll and related costs, benefits, rent and utilities, stock-based compensation, corporate insurance, office expenses, professional fees, as well as travel, meals, and entertainment costs. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net loss per common share excludes the potential impact of the Company’s convertible notes, convertible preferred stock, common stock options and warrants because their effect would be anti-dilutive. The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Basic loss per share: Net loss (99,755 ) (3,365 ) (156,098 ) (6,232 ) Less: net (loss) income attributable to non-controlling interest (682 ) 2,182 (1,555 ) 2,781 Less: Deemed dividend - beneficial conversion feature on preferred stock — — 171 — Add: gain on redemption of Series D Preferred Stock 126 — 126 — Net loss attributable to common stockholders (98,947 ) (5,547 ) (154,588 ) (9,013 ) Shares used in computation: Weighted-average common shares outstanding 35,045,390 22,964,199 32,390,829 17,952,188 Basic and diluted loss per share (2.82 ) (0.24 ) (4.77 ) (0.50 ) The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Common stock purchase warrants 603,576 200,007 1,147,844 200,007 Convertible preferred shares 64,355,375 — 32,405,688 — Stock options 6,377,997 16,667 6,361,982 16,667 Convertible notes variable settlement feature 536,164 524,945 536,164 524,945 Total 71,873,112 741,619 40,451,678 741,619 |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The amendments in ASU 2018-13 modify the disclosure requirements on fair value measurements based on the concepts in the Concepts Statement, including the consideration of costs and benefits. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The amendments are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating ASU 2018-13 and its impact on its condensed consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company is currently evaluating the impact of this standard on its condensed consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheet that sum to the total of the same on the consolidated statement of cash flows: June 30, December 31, 2020 2019 Cash and cash equivalents $ 7,356 $ 7,624 Restricted cash 1,330 — Total cash, cash equivalents and restricted cash $ 8,686 $ 7,624 |
Summary of Calculation of Basic and Diluted Net Loss Per Share | The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Basic loss per share: Net loss (99,755 ) (3,365 ) (156,098 ) (6,232 ) Less: net (loss) income attributable to non-controlling interest (682 ) 2,182 (1,555 ) 2,781 Less: Deemed dividend - beneficial conversion feature on preferred stock — — 171 — Add: gain on redemption of Series D Preferred Stock 126 — 126 — Net loss attributable to common stockholders (98,947 ) (5,547 ) (154,588 ) (9,013 ) Shares used in computation: Weighted-average common shares outstanding 35,045,390 22,964,199 32,390,829 17,952,188 Basic and diluted loss per share (2.82 ) (0.24 ) (4.77 ) (0.50 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Common stock purchase warrants 603,576 200,007 1,147,844 200,007 Convertible preferred shares 64,355,375 — 32,405,688 — Stock options 6,377,997 16,667 6,361,982 16,667 Convertible notes variable settlement feature 536,164 524,945 536,164 524,945 Total 71,873,112 741,619 40,451,678 741,619 |
Acquisition (Tables)
Acquisition (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | Any necessary adjustments will be finalized within one year from the date of acquisition (in thousands). Fair Value Assets acquired: Cash and cash equivalents $ 8,040 Accounts receivable 5,831 Prepaid expenses and other current assets 976 Property & equipment 2,042 Restricted cash 1,333 Other noncurrent assets 397 Operating leases - right-of-use assets 5,395 Intangible assets 243,612 Goodwill 562,908 Total assets acquired $ 830,534 Liabilities assumed Accounts payable $ 51,687 Accounts payable – due to related parties 14,811 Accrued expenses and other current liabilities 50,249 Accrued expenses and other current liabilities – due to related parties 34,109 Long term borrowings - current portion 5,625 Operating lease liabilities 5,395 Deferred revenue 8,809 Long-term debt, net of issuance costs 18,125 Deferred tax liabilities 65,613 Total liabilities assumed $ 254,423 Net assets acquired $ 576,111 |
Schedule of Estimated Useful Lives and Fair Value of the Intangible Assets Acquired | The estimated useful lives and fair value of the intangible assets acquired are as follows (in thousands): Estimated Useful Life (in Years) Fair Value Software and technology 9 $ 181,737 Customer relationships 2 23,678 Tradenames 9 38,197 Total $ 243,612 |
Schedule of Pro Forma Information | . The following unaudited pro forma consolidated results of operations assume that the acquisition of fuboTV Pre-Merger was completed as of January 1, 2019 (in thousands, except per share data). Six months ended June 30 2020 2019 Total revenues 102,514 62,680 Net loss attributable to common stockholders (190,672 ) (81,828 ) Basic and diluted net loss per share attributable to common stockholders (1.96 ) (0.99 ) |
Revenue From Contracts With C_2
Revenue From Contracts With Customers (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregated Revenue | The following table presents the Company’s revenues disaggregated into categories based on the nature of such revenues (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Subscriptions $ 39,511 $ — $ 39,511 $ — Advertisements 4,323 — 4,323 — Software licenses, net – Nexway eCommerce Solutions — — 7,295 — Other 338 — 338 — Total revenue $ 44,172 $ — $ 51,467 $ — |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net, is comprised of the following (in thousands): Estimated June 30, December 31, useful lives 2020 2019 Furniture and fixtures 5 years $ 293 $ 338 Computer equipment 3 years 199 — Leasehold improvements Lesser of useful life or lease term 1,572 — 2,064 338 Less: Accumulated depreciation (131 ) (3 ) Total property and equipment, net $ 1,933 $ 335 |
FaceBank AG and Nexway - Asse_2
FaceBank AG and Nexway - Assets Held For Sale (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Investments, All Other Investments [Abstract] | |
Schedule of Deconsolidation of Nexway | The deconsolidation of Nexway resulted in a loss of approximately $11.9 million calculated as follows (in thousands): Cash $ 5,776 Accounts receivable 9,831 Inventory 50 Prepaid expenses 164 Goodwill 51,168 Property and equipment, net 380 Right-of-use assets 3,594 Total assets $ 70,963 Less: Accounts payable 34,262 Accrued expenses 15,788 Lease liability 3,594 Deferred income taxes 1,161 Other liabilities 40 Total liabilities $ 54,845 Non-controlling interest 2,595 Foreign currency translation adjustment (770 ) Loss before fair value – investment in Nexway 14,293 Less: fair value of shares owned by the Company 2,374 Loss on deconsolidation of Nexway $ 11,919 |
Schedule of Fair Value of Investment | As of June 30, 2020, the Company’s voting interest in Nexway was further diluted to 31.2% as a result of an additional financing which the Company did not participate in. The fair value of the Nexway shares owned by the Company as of June 30, 2020 is approximately $5.0 million, calculated as follows (dollars in thousands, except per share value): Price per share Euros € 10.90 Exchange rate 1.123 Price per share USD $ 12.24 Nexway shares held by the Company 407,550 Fair value - investment in Nexway $ 4,988 |
Schedule of Assets and Liabilities Held for Sale | The following are assets and liabilities held of sales (in thousands): June 30, 2020 Investment in Nexway $ 4,988 Financial assets 1,965 Goodwill 28,541 Total assets $ 35,494 Loan payable $ 56,137 Total liabilities $ 56,137 Net carrying amount $ (20,643 ) |
Panda Interests (Tables)
Panda Interests (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Notes to Financial Statements | |
Schedule of Profits Interest | The table below summarizes the Company’s profits interest since the date of the transaction (in thousands except for unit and per unit information): Panda units granted 26.2 Fair value per unit on grant date $ 67,690 Grant date fair value $ 1,773 Change in fair value of Panda interests 198 Fair value at December 31, 2019 $ 1,971 Change in fair value of Panda interests — Fair value at March 31, 2020 $ 1,971 Change in fair value of Panda interests 148 Fair value at June 30, 2020 $ 2,119 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | The table below summarizes the Company’s intangible assets at June 30, 2020 and December 31, 2019 (in thousands): Useful Weighted Average June 30, 2020 Lives (Years) Remaining Life (Years) Intangible Assets Accumulated Amortization Net Balance Human animation technologies 7 5.1 $ 123,436 (33,463 ) $ 89,973 Trademark and trade names 7 5.1 7,746 (2,102 ) 5,644 Animation and visual effects technologies 7 5.1 6,016 (1,633 ) 4,383 Digital asset library 5-7 4.9 7,536 (1,897 ) 5,639 Intellectual Property 7 5.1 828 (225 ) 603 Customer relationships 2 1.8 23,678 (2,960 ) 20,718 fuboTV Tradename 9 8.8 38,197 (1,061 ) 37,136 Software and technology 9 8.8 181,737 (5,048 ) 176,689 Total $ 389,174 $ (48,389 ) $ 340,785 December 31, 2019 Useful Lives (Years) Weighted Average Remaining Life (Years) Intangible Assets Intangible Asset Impairment Accumulated Amortization Net Balance Human animation technologies 7 6 $123,436 $ — $ (24,646 ) $ 98,790 Trademark and trade names 7 6 9,432 (1,686 ) (1,549 ) 6,197 Animation and visual effects technologies 7 6 6,016 — (1,203 ) 4,813 Digital asset library 5-7 5.5 7,505 — (1,251 ) 6,254 Intellectual Property 7 6 3,258 (2,430 ) (236 ) 592 Customer relationships 11 11 4,482 (4,482 ) — — Total $154,129 $ (8,598 ) $ (28,885 ) $ 116,646 |
Schedule of Intangible Assets Amortization Expense | The estimated future amortization expense associated with intangible assets is as follows (in thousands): Future Amortization 2020 $ 28,572 2021 57,144 2022 48,266 2023 45,306 2024 45,233 Thereafter 116,264 Total $ 340,785 |
Schedule of Goodwill | The following table is a summary of the changes to goodwill for the three and six months ended June 30, 2020 (in thousands): Balance – December 31, 2019 $ 227,763 Deconsolidation of Nexway (51,168 ) Balance – March 31, 2020 $ 176,595 Acquisition of fuboTV Pre-Merger 562,908 Less: transfer to asset held for sale (28,541 ) Balance – June 30, 2020 $ 710,962 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses and Other Current Liabilities | Accrued payable and accrued expenses and other current liabilities are presented below (in thousands): June 30, 2020 December 31, 2019 Suppliers — $ 37,508 Affiliate fees 61,883 — Broadcasting and transmission 17,960 — Selling and marketing 5,735 — Payroll taxes (in arrears) 1,308 1,308 Accrued compensation 1,553 3,649 Legal and professional fees 3,379 3,936 Accrued litigation loss 524 524 Taxes (including value added) 8,118 5,953 Subscriber related 2,694 — Other 6,250 3,897 Total 109,404 $ 56,775 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets | The following is a rollforward of the Company’s deferred tax liability from January 1, 2020 to June 30, 2020 (in thousands): Balance – December 31, 2019 $ 30,879 Income tax benefit (associated with the amortization of intangible assets) (1,038 ) Deconsolidation of Nexway (1,162 ) Balance – March 31, 2020 28,679 Acquisition of fuboTV Pre-Merger 65,613 Income tax benefit (associated with the amortization of intangible assets) (3,498 ) Balance – June 30, 2020 $ 90,794 |
Related Parties (Tables)
Related Parties (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of Amount Owed to Related Parties | Accounts payable and accrued expenses due to related parties as of June 30, 2020 and December 31, 2019 consist of the following (in thousands): June 30, 2020 December 31, 2019 Affiliate fees $ 59,651 $ — Alexander Bafer, Executive Chairman 256 $ 20 John Textor, Chief Executive Officer and affiliated companies 264 592 Other 9 53 Total $ 60,180 $ 665 |
Notes Payable (Tables)
Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Notes Payable [Abstract] | |
Schedule of Carrying Value of Senior Notes | The carrying value of the Senior Notes as of June 30, 2020 is comprised of the following (in thousands): June 30, 2020 Principal value of Senior Note $ 10,050 Original issue discount (2,650 ) Discount resulting from allocation of proceeds to warrant liability (7,400 ) Amortization of discount 9,183 Principal repayment (7,500 ) Net carrying value of Senior Note $ 1,683 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis | The following table classifies the Company’s assets and liabilities measured at fair value on a recurring basis into the fair value hierarchy as of June 30, 2020 and December 31, 2019 (in thousands): June 30, 2020 Total Level 1 Level 2 Level 3 Financial Liabilities at Fair Value: Convertible notes $ 3,661 $ — $ — $ 3,661 Profit share liability 2,119 $ — — 2,119 Derivative liability 163 — — 163 Warrant liability – subsidiary 21 — — 21 Warrant liabilities 40,617 — — 40,617 Total $ 46,581 $ — $ — $ 46,581 December 31, 2019 Total Level 1 Level 2 Level 3 Financial Assets at Fair Value: Financial assets at fair value $ 1,965 $ — $ 1,965 $ — Total $ 1,965 $ — $ 1,965 $ — Financial Liabilities at Fair Value: Convertible notes $ 1,203 $ — $ — $ 1,203 Profit share liability 1,971 — — 1,971 Derivative liability 376 — — 376 Warrant liability - subsidiary 24 — — 24 Total $ 3,574 $ — $ — $ 3,574 |
Schedule of Liability for Derivatives and Warrants | The following table presents changes in Level 3 liabilities measured at fair value (in thousands) for the three and six months ended June 30, 2020. Unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Convertible Notes Warrant Liability - Subsidiary Profits Share Liability Warrant Liabilities Derivative Liability Fair value at December 31, 2019 $ 1,203 $ 24 $ 1,971 $ — $ 376 Change in fair value (200 ) 15 — 366 (97 ) Additions 689 — — 15,621 172 Redemption — — — — (62 ) Fair value at March 31, 2020 $ 1,692 $ 39 $ 1,971 $ 15,987 $ 389 Change in fair value (925 ) (18 ) 148 (4,966 ) (23 ) Additions 2,894 — — 29,596 — Redemption — — — — (203 ) Fair value at June 30, 2020 $ 3,661 $ 21 $ 2,119 $ 40,617 $ 163 |
Schedule of Warrant Liabilities, Change in Using Black Scholes to Monte Carlo Simulation Assumptions | The Company used a Monte Carlo simulation model to estimate the fair value of the warrant liability with the following assumptions at June 30, 2020 and December 31, 2019: June 30, December 31, Exercise price $ 0.75 $ 0.75 Stock price – subsidiary $ 0.05 $ 0.02 Fair value of stock price $ — $ — Risk free rate 0.17 % 1.62 % Contractual term (years) 2.58 3.08 Expected dividend yield — % — % Expected volatility 69.2 % 83.7 % Number of subsidiary warrants outstanding 48,904,037 48,904,037 |
Schedule of Fair Value of Liability Using Monte Carlo Simulation Model | Monte Carlo simulation model to estimate the fair value of the warrant liability at June 30, 2020: June 30, 2020 Fair value of underlying common shares $ 10.45 Exercise price $ 7.00 Expected dividend yield — % Expected volatility 68.9 – 70.2 % Risk free rate 0.16 % Expected term (years) 1.37 – 1.44 |
Subsidiary Warrant Liability [Member] | |
Schedule of Warrant Liabilities, Change in Using Black Scholes to Monte Carlo Simulation Assumptions | The significant assumptions used in the valuation are as follows: June 30, 2020 Fair value of underlying common shares $ 10.45 Exercise price $ 5.00 Expected dividend yield — % Expected volatility 50.5 % Risk free rate 0.17 % Expected term (years) 4.72 The significant assumptions used in the valuation are as follows: June 30, 2020 Fair value of underlying common shares $ 10.45 Exercise price $ 5.00 Expected dividend yield — % Expected volatility 50.4 % Risk free rate 0.28 % Expected term (years) |
Schedule of Fair Value of Liability Using Monte Carlo Simulation Model | Derivative Liability June 30, December 31, Stock price $ 10.45 $ 8.91 – 9.03 Fixed conversion price $ 0.25 $ 0.25 Risk free rate 0.16 % 1.6 % Contractual term (years) 1.0 – 1.2 1.2 – 1.5 Expected dividend yield 8.0 % 8.0 % Expected volatility 72.3% - 76.3 % 89.2% - 90.4 % |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Notes Payable | At June 30, 2020 and December 31, 2019, the carrying amounts of the convertible notes including the remaining principal balance plus the fair value of the derivative liabilities associated with the variable share settlement feature and unamortized discounts is as follows (in thousands): Issuance Date Stated Interest Rate Maturity Date Principal Unamortized Discount Variable Share Settlement Feature at Fair Value Carrying amount Convertible notes GS Capital Partners (5) 1/17/2020 10 % 1/17/2021 150 (82 ) 196 264 EMA Financial, LLC (6) 2/6/2020 10 % 11/6/2020 125 (59 ) 187 253 Adar Alef, LLC (7) 2/10/2020 12 % 2/10/2021 150 (92 ) 196 254 BHP Capital (8) 3/24/2020 10 % 3/24/2020 100 (71 ) 90 119 Jefferson Street Capital, LLC (9) 3/24/2020 10 % 3/24/2020 100 (71 ) 90 119 Auctus Fund (10) 4/1/2020 10 % 3/30/2021 1,100 (825 ) 1,663 1,938 Eagle Equities (11) 4/2/2020 10 % 3/31/2021 275 (207 ) 351 419 Platinum Point (12) 4/2/2020 10 % 3/31/2021 103 (69 ) 92 126 Platinum Point (13) 4/2/2020 10 % 4/20/2021 420 (340 ) 381 461 EMA Financial, LLC (14) 5/5/2020 10 % 5/5/2020 250 (211 ) 415 454 Balance at June 30, 2020 $ 2,773 $ (2,027 ) $ 3,661 $ 4,407 Issuance Date Stated Maturity Date Principal Unamortized Variable Share Settlement Carrying Convertible notes Adar Bays - Alef (1) 7/30/2019 10 % 7/30/2020 $ 275 $ (159 ) $ 379 $ 495 JSJ Investments (2) 12/6/2019 10 % 12/6/2020 255 (238 ) 422 439 Eagle Equities (3) 12/12/2019 12 % 12/12/2020 210 (199 ) 285 296 BHP Capital (4) 12/20/2019 10 % 12/20/2020 125 (114 ) 117 128 Balance at December 31, 2019 $ 865 $ (710 ) $ 1,203 $ 1,358 |
Schedule of Derivative Liabilities Valuation Using Binomial Lattice Model Assumptions | The derivative liabilities results from the variable share settlement provision featured within the convertible notes issued by the Company. The fair value of the derivative liabilities was estimated using the Monte Carlo simulation model on the dates that the notes were issued and were subsequently revalued at June 30, 2020 and December 31, 2019, with the following weighted average assumptions: June 30, 2020 December 31, 2019 Stock Price $ 7.00 – 12.10 $ 8.91 – 10.15 Risk Free Interest Rate 0.13 – 0.19 % 1.52 – 1.60 % Expected life (years) 0.08 – 1.00 0.58 – 1.00 Expected dividend yield — % — % Expected volatility 73.5 – 79.9 % 90.0 – 95.3 % Fair Value - Note Variable Share Settlement Feature (in thousands) $ 3,661 $ 1,203 |
Temporary Equity (Tables)
Temporary Equity (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Temporary Equity [Abstract] | |
Schedule of Temporary Equity | The following table summarizes the Company’s Series D Preferred Stock activities for the three and six months ended June 30, 2020 (dollars in thousands): Series D Preferred Stock Shares Amount Total temporary equity as of December 31, 2019 461,839 $ 462 Issuance of Series D convertible preferred stock for cash 203,000 203 Offering cost related to issuance of Series D convertible preferred stock — (3 ) Deemed dividends related to immediate accretion of offering cost — 3 Accrued Series D preferred stock dividends 8,868 9 Bifurcated redemption feature of Series D convertible preferred stock — (171 ) Deemed dividends related to immediate accretion of bifurcated redemption feature of Series D convertible preferred stock — 171 Redemption of Series D preferred stock (including accrued dividends) (210,831 ) (211 ) Total temporary equity as of March 31, 2020 462,876 $ 463 Accrued Series D preferred stock dividends 8,330 8 Redemption of Series D preferred stock (including accrued dividends) (263,037 ) (263 ) Total temporary equity as of June 30, 2020 208,169 $ 208 |
Schedule of Redemption of Preferred Stock Issued | The redemption of the 203,000 shares of Series D Preferred Stock (previously issued on September 6, 2019) on March 6, 2020 occurred as follows (amounts in thousands except share and per share values): Series D preferred stock issued 203,000 Per share value $ 1.00 Series D preferred stock value $ 203 Accrued dividends $ 8 Total Series D preferred stock $ 211 Redemption percentage $ 1.29 Total redemption $ 272 The redemption of the 253,000 shares of Series D Preferred Stock (previously issued on December 19, 2019) on June 16, 2020 occurred as follows (amounts in thousands except share and per share values): Series D preferred stock issued 253,000 Per share value $ 1.00 Series D preferred stock value $ 253 Accrued dividends $ 10 Total Series D preferred stock value $ 263 Redemption percentage 1.29 % Total redemption $ 339 |
Stockholders' Equity _ (Defic_2
Stockholders' Equity / (Deficit) (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Schedule of Stock Option Activity | The following reflects stock option activity for the six months ended June 30, 2020 (in thousands, except share and per share amounts): Number of Shares Weighted Average Total Intrinsic Value Weighted Average Remaining Contractual Life Outstanding as of December 31, 2019 16,667 $ 28.20 $ — 8.1 Options assumed from Merger 8,051,098 $ 1.31 Granted 5,747,039 $ 8.51 Forfeited or expired (359,331 ) $ 0.75 Outstanding as of June 30, 2020 13,445,473 $ 4.44 $ 81,360 8.3 Options vested and exercisable as of June 30, 2020 5,442,709 $ 4.43 $ 81,378 6.9 |
Schedule of Stock Options Assumptions | Dividend yield — % Expected volatility 76.0 – 88.1 % Risk free rate 0.24 – 0.30 % Derived service period 1.59 – 1.91 |
Summary of Outstanding Warrants Activity | A summary of the Company’s outstanding warrants as of June 30, 2020 are presented below (in thousands, except share and per share amounts): Number of Warrants Weighted Average Total Intrinsic Value Outstanding as of December 31, 2019 200,007 $ 12.15 $ — Issued 7,477,443 $ 6.08 $ 32,670 Expired (200,000 ) $ — $ — Outstanding as of June 30, 2020 7,477,450 $ 6.10 $ 32,670 Warrants exercisable as of June 30, 2020 7,477,450 $ 6.10 $ 32,670 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Schedule of Operating Leases | The following summarizes quantitative information about the Company’s operating leases (amounts in thousands, except lease term and discount rate): For the Three Months June 30, 2020 For the Six Months June 30, 2020 Operating leases Operating lease cost $ 312 $ 410 Variable lease cost 3 76 Operating lease expense $ 315 $ 486 Short-term lease rent expense 166 166 Total rent expense $ 481 $ 652 Weighted-average remaining lease term – operating leases 6.6 6.6 Weighted-average discount rate – operating leases 5.3 % 5.3 % For the Three Months June 30, 2019 For the Six Months June 30, 2019 Operating leases Operating lease cost $ 23 $ 30 Variable lease cost 15 20 Operating lease expense $ 38 $ 50 Short-term lease rent expense — — Total rent expense $ 38 $ 50 Weighted-average remaining lease term – operating leases 1.2 1.2 Weighted-average discount rate – operating leases 10.0 % 10.0 % |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Supplemental Cash Flow Information - Schedule Of Supplemental Cash Flow Information | |
Schedule of Supplemental Cash Flow Information | Six Months Ended June 30 (in thousands) 2020 2019 Supplemental disclosure of cash flow information Interest paid $ 4,110 $ — Income tax paid $ — $ — Non cash financing and investing activities Issuance of convertible preferred stock for Merger $ 566,124 $ — Reclass of shares settled liability for intangible asset to stock-based compensation $ 1,000 $ — Issuance of common stock – subsidiary share exchange $ 2,042 $ — Reclass of shares settled liability to additional paid-in capital for issuance of common stock $ 9,054 Lender advanced loan proceeds direct to fuboTV $ 7,579 $ — Accrued Series D Preferred Stock dividends $ 17 $ — Deemed dividend related to immediate accretion of redemption feature of convertible preferred stock settlement of liability $ 171 $ — Common stock issued for lease settlement $ — $ 130 Right-of-use assets exchanged for operating lease liabilities $ 5,395 $ — |
Organization and Nature of Bu_2
Organization and Nature of Business (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Mar. 20, 2020 | Mar. 19, 2020 | Jun. 30, 2020 | Mar. 11, 2020 | Apr. 06, 2018 |
Debt face amount | $ 10,050 | ||||
Original issue discount | $ 2,650 | ||||
Credit Agreement [Member] | HLEE Finance S.a.r.l [Member] | |||||
Line of credit facility, maximum borrowing capacity | $ 100,000 | ||||
Note Purchase Agreement [Member] | Senior Secured Promissory Notes [Member] | |||||
Debt face amount | $ 10,100 | ||||
Proceeds from notes payable | 7,400 | ||||
Original issue discount | $ 2,700 | ||||
AMC Agreement [Member] | |||||
Notes payable | $ 23,600 | ||||
Series AA Convertible Preferred Stock [Member] | |||||
Preferred stock, par value | $ 0.0001 | ||||
Preferred stock voting rights | Each share of Series AA Preferred Stock shall have 0.8 votes per share (the Voting Rate") on any matter submitted to the holders of the Common Stock for a vote and shall vote together with the Common Stock on such matters for as long as the Series AA Preferred Stock is outstanding. | Each share of Series AA Convertible Preferred Stock is entitled to 0.8 votes per share and is convertible into two shares of our common stock, only in connection with a bona fide transfer to a third party pursuant to Security and Exchange Commission (the "Commission") Rule 144. |
Liquidity, Going Concern and _2
Liquidity, Going Concern and Management Plans (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||
Cash and cash equivalents | $ 7,356 | $ 7,356 | $ 7,624 | ||||
Working capital deficit | (258,300) | (258,300) | |||||
Accumulated deficit | (210,540) | (210,540) | $ (56,123) | ||||
Net loss | $ (99,755) | $ (56,343) | $ (3,365) | $ (2,867) | $ (156,098) | $ (6,232) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Advertising expense | $ 4,500 | $ 100 | $ 4,500 | $ 300 | |
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Minimum [Member] | |||||
Concentration risk, percentage | 10.00% | 10.00% | 10.00% | 10.00% | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Minimum [Member] | Three Customer [Member] | |||||
Concentration risk, percentage | 10.00% | ||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Minimum [Member] | No Customer [Member] | |||||
Concentration risk, percentage | 10.00% | ||||
Evolution AI Corporation [Member] | |||||
Ownership interest percentage | 99.70% | 99.70% | |||
Highlight Finance Corp [Member] | |||||
Ownership interest percentage | 70.00% | 70.00% | |||
Pulse Evolution Corporation [Member] | |||||
Ownership interest percentage | 76.00% | 76.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 7,356 | $ 7,624 | ||
Restricted cash | 1,330 | |||
Total cash, cash equivalents and restricted cash | $ 8,686 | $ 7,624 | $ 151 | $ 31 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Calculation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Basic loss per share: | ||||||
Net loss | $ (99,755) | $ (56,343) | $ (3,365) | $ (2,867) | $ (156,098) | $ (6,232) |
Less: net (loss) income attributable to non-controlling interest | (682) | 2,182 | (1,555) | 2,781 | ||
Less: Deemed dividend - beneficial conversion feature on preferred stock | 171 | |||||
Add: gain on redemption of Series D Preferred Stock | 126 | 126 | ||||
Net loss attributable to common stockholders | $ (99,073) | $ (5,547) | $ (154,714) | $ (9,013) | ||
Shares used in computation: | ||||||
Weighted-average common shares outstanding | 35,045,390 | 22,964,199 | 32,390,829 | 17,952,188 | ||
Basic and diluted loss per share | $ (2.82) | $ (0.24) | $ (4.77) | $ (0.50) |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Total | 71,873,112 | 741,619 | 40,451,678 | 741,619 |
Common Stock Purchase Warrants [Member] | ||||
Total | 603,576 | 200,007 | 1,147,844 | 200,007 |
Convertible Preferred Stock [Member] | ||||
Total | 64,355,375 | 32,405,688 | ||
Stock Options [Member] | ||||
Total | 6,377,997 | 16,667 | 6,361,982 | 16,667 |
Convertible Notes Variable Settlement Feature [Member] | ||||
Total | 536,164 | 524,945 | 536,164 | 524,945 |
Acquisition (Details Narrative)
Acquisition (Details Narrative) $ / shares in Units, $ in Thousands | Apr. 02, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / shares | Mar. 31, 2020shares | Jun. 30, 2019USD ($) | Mar. 31, 2019shares | Jun. 30, 2020USD ($)$ / shares | Jun. 30, 2019USD ($) |
Options exercisable, weighted average price | $ / shares | $ 4.43 | $ 4.43 | |||||
Intangible asset amortization | $ 14,300 | $ 5,200 | $ 19,500 | $ 10,300 | |||
Fubo TV Pre-Merger [Member] | |||||||
Revenues | $ 44,200 | 102,514 | $ 102,514 | $ 62,680 | |||
Intangible asset amortization | 9,100 | ||||||
Interest expenses | $ 10,100 | ||||||
Common Stock [Member] | |||||||
Number of common stock issued, shares | shares | 795,593 | 378,098 | |||||
Merger Agreement [Member] | Fubo TV Pre-Merger [Member] | |||||||
Preferred stock, voting rights | The Company accounted for the Merger as a business combination under the acquisition method of accounting. FaceBank was determined to be the accounting acquirer based upon the terms of the Merger Agreement and other factors including: (i) FaceBank Pre-Merger's stockholders own approximately 57% of the voting common shares of the combined company immediately following the closing of the Acquisition (54% assuming the exercise of all vested stock options as of the closing of the transaction) and (ii) directors appointed by FaceBank Pre-Merger will hold a majority of board seats in the combined company. | ||||||
Fair value of outstanding options vested | $ 36,000 | ||||||
Preexisting loan receivable | $ 10,000 | ||||||
Merger Agreement [Member] | Fubo TV Pre-Merger [Member] | Common Stock [Member] | |||||||
Stock exchange ratio | 3.64 | ||||||
Aggregate number of options to acquire common stock | shares | 8,051,098 | ||||||
Options exercisable, weighted average price | $ / shares | $ 1.32 | ||||||
Purchase price of acquisition | $ 576,100 | ||||||
Market value of acquisition | $ 530,100 | ||||||
Share issued price per share | $ / shares | $ 8.20 | ||||||
Number of common stock issued, shares | shares | 64,600,000 | ||||||
Merger Agreement [Member] | Fubo TV Pre-Merger [Member] | Series AA Preferred Stock [Member] | |||||||
Stock exchange ratio | 1.82 | 27,412,393 | |||||
Shares issued during period for merger | shares | 34,324,362 |
Acquisitions - Schedule of Asse
Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details) - Fubo TV Pre-Merger [Member] $ in Thousands | Apr. 02, 2020USD ($) |
Assets acquired: | |
Cash and cash equivalents | $ 8,040 |
Accounts receivable | 5,831 |
Prepaid expenses and other current assets | 976 |
Property & equipment | 2,042 |
Restricted cash | 1,333 |
Other noncurrent assets | 397 |
Operating leases - right-of-use assets | 5,395 |
Intangible assets | 243,612 |
Goodwill | 562,908 |
Total assets acquired | 830,534 |
Liabilities assumed | |
Accounts payable | 51,687 |
Accounts payable - due to related parties | 14,811 |
Accrued expenses and other current liabilities | 50,249 |
Accrued expenses and other current liabilities - due to related parties | 34,109 |
Long term borrowings - current portion | 5,625 |
Operating lease liabilities | 5,395 |
Deferred revenue | 8,809 |
Long-term debt, net of issuance costs | 18,125 |
Deferred tax liabilities | 65,613 |
Total liabilities assumed | 254,423 |
Net assets acquired | $ 576,111 |
Acquisitions - Schedule of Esti
Acquisitions - Schedule of Estimated Useful Lives and Fair Value of the Intangible Assets Acquired (Details) - Fubo TV Pre-Merger [Member] $ in Thousands | Apr. 02, 2020USD ($) |
Total | $ 243,612 |
Software and Technology [Member] | |
Total | 181,737 |
Customer Relationships [Member] | |
Total | 23,678 |
Trade Names [Member] | |
Total | $ 38,197 |
Acquisitions - Schedule of Pro
Acquisitions - Schedule of Pro Forma Information (Details) - Fubo TV Pre-Merger [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Total Revenues | $ 44,200 | $ 102,514 | $ 102,514 | $ 62,680 |
Net loss attributable to common stockholders | $ (190,672) | $ (81,828) | ||
Basic and diluted net loss per share attributable to common stockholders | $ (1.96) | $ (0.99) |
Revenue From Contracts With C_3
Revenue From Contracts With Customer (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Total revenues | $ 44,172 | $ 51,467 | ||
Subscriptions [Member] | ||||
Total revenues | 39,511 | 39,511 | ||
Advertisements [Member] | ||||
Total revenues | 4,323 | 4,323 | ||
Software Licenses, Net [Member] | ||||
Total revenues | 7,295 | |||
Software Licenses, Net [Member] | Nexway eCommerce Solutions [Member] | ||||
Total revenues | 7,295 | |||
Other [Member] | ||||
Total revenues | $ 338 | $ 338 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment Net (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Property and Equipment, gross | $ 2,064 | $ 338 |
Less: Accumulated depreciation | (131) | (3) |
Total property and equipment, net | $ 1,933 | 335 |
Furniture and Fixtures [Member] | ||
Estimated useful lives | P5Y | |
Property and Equipment, gross | $ 293 | 338 |
Computer Equipment [Member] | ||
Estimated useful lives | P3Y | |
Property and Equipment, gross | $ 199 | |
Leasehold Improvements [Member] | ||
Estimated useful lives | Lesser of useful life or lease term | |
Property and Equipment, gross | $ 1,572 |
FaceBank AG and Nexway - Asse_3
FaceBank AG and Nexway - Assets Held For Sale (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Sep. 16, 2019 | |
Business acquisition, voting rights interest percentage | 37.60% | ||||
Panda Interests Finance Agreement [Member] | |||||
Fair value of the profits interest | $ 1,800 | $ 2,100 | $ 2,000 | ||
Nexway AG [Member] | |||||
Equity method investment, ownership percentage | 62.30% | ||||
Business acquisition, voting rights interest percentage | 20.00% | 31.20% | |||
Fair value of shares owned | $ 2,374 | $ 4,988 | |||
Loss on investment | $ 11,919 |
FaceBank AG and Nexway - Asse_4
FaceBank AG and Nexway - Assets Held For Sale - Schedule of Deconsolidation of Nexway (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | |
Goodwill | $ 176,595 | $ 710,962 | $ 227,763 |
Nexway AG [Member] | |||
Cash | 5,776 | ||
Accounts receivable | 9,831 | ||
Inventory | 50 | ||
Prepaid expenses | 164 | ||
Goodwill | 51,168 | ||
Property and equipment, net | 380 | ||
Right-of-use assets | 3,594 | ||
Total assets | 70,963 | ||
Accounts payable | 34,262 | ||
Accrued expenses | 15,788 | ||
Lease liability | 3,594 | ||
Deferred income taxes | 1,161 | ||
Other liabilities | 40 | ||
Total liabilities | 54,845 | ||
Non-controlling interest | 2,595 | ||
Foreign currency translation adjustment | (770) | ||
Loss before fair value - investment in Nexway | 14,293 | ||
Less: fair value of shares owned by the company | 2,374 | $ 4,988 | |
Loss on deconsolidation of Nexway | $ 11,919 |
FaceBank AG and Nexway - Asse_5
FaceBank AG and Nexway - Assets Held For Sale - Schedule of Fair Value of Investment (Details) - Nexway AG [Member] $ / shares in Units, $ in Thousands | Jun. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2020€ / shares | Mar. 31, 2020USD ($) |
Price per share | $ / shares | $ 12.24 | ||
Exchange rate | 1.123 | ||
Nexway shares held by the Company | shares | 12.24 | ||
Fair value - investment in Nexway | $ | $ 4,988 | $ 2,374 | |
EUR [Member] | |||
Price per share | € / shares | € 10.90 |
FaceBank AG and Nexway - Asse_6
FaceBank AG and Nexway - Assets Held For Sale - Schedule of Assets and Liabilities Held for Sale (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Total assets | $ 35,494 | |
Total liabilities | 56,137 | |
FaceBank AG & Nexway AG [Member] | ||
Investment in Nexway | 4,988 | |
Financial assets | 1,965 | |
Goodwill | 28,541 | |
Total assets | 35,494 | |
Loan payable | 56,137 | |
Total liabilities | 56,137 | |
Net carrying amount | $ (20,643) |
Panda Interests (Details Narrat
Panda Interests (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Jun. 30, 2020 | Dec. 31, 2019 | |
Panda Interests Finance Agreement [Member] | |||
Fair value of the profits interest | $ 1,800 | $ 2,100 | $ 2,000 |
Panda Interests - Schedule of P
Panda Interests - Schedule of Profits Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | |
Investments, All Other Investments [Abstract] | |||
Panda units granted | 26.2 | ||
Fair value per unit on grant date | $ 67,690 | ||
Grant date fair value | 1,773 | ||
Change in fair value of Panda interests | $ 148 | 198 | |
Fair value | $ 1,971 | $ 2,119 | $ 1,971 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 14,300 | $ 5,200 | $ 19,500 | $ 10,300 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2020 | |
Intangible Assets, Gross | $ 389,174 | $ 154,129 |
Intangible Assets, Impairment | (8,598) | |
Accumulated Amortization | (48,389) | (28,885) |
Intangible Assets, Net Balance | $ 340,785 | $ 116,646 |
Human Animation Technologies [Member] | ||
Intangible assets, Useful Lives (Years) | 7 years | 7 years |
Intangible assets, Weighted Average Remaining Life (Years) | 5 years 1 month 6 days | 6 years |
Intangible Assets, Gross | $ 7,746 | $ 123,436 |
Intangible Assets, Impairment | ||
Accumulated Amortization | (2,102) | (24,646) |
Intangible Assets, Net Balance | $ 5,644 | $ 98,790 |
Trademark and Trade Names [Member] | ||
Intangible assets, Useful Lives (Years) | 7 years | 7 years |
Intangible assets, Weighted Average Remaining Life (Years) | 5 years 1 month 6 days | 6 years |
Intangible Assets, Gross | $ 123,436 | $ 9,432 |
Intangible Assets, Impairment | (1,686) | |
Accumulated Amortization | (33,463) | (1,549) |
Intangible Assets, Net Balance | $ 89,973 | $ 6,197 |
Animation and Visual Effects Technologies [Member] | ||
Intangible assets, Useful Lives (Years) | 7 years | 7 years |
Intangible assets, Weighted Average Remaining Life (Years) | 5 years 1 month 6 days | 6 years |
Intangible Assets, Gross | $ 6,016 | $ 6,016 |
Intangible Assets, Impairment | ||
Accumulated Amortization | (1,633) | (1,203) |
Intangible Assets, Net Balance | $ 4,383 | $ 4,813 |
Digital Asset Library [Member] | ||
Intangible assets, Weighted Average Remaining Life (Years) | 4 years 10 months 25 days | 5 years 6 months |
Intangible Assets, Gross | $ 7,536 | |
Accumulated Amortization | (1,897) | |
Intangible Assets, Net Balance | $ 5,639 | |
Digital Asset Library [Member] | Minimum [Member] | ||
Intangible assets, Useful Lives (Years) | 5 years | 5 years |
Digital Asset Library [Member] | Maximum [Member] | ||
Intangible assets, Useful Lives (Years) | 7 years | 7 years |
Intellectual Property [Member] | ||
Intangible assets, Useful Lives (Years) | 7 years | 7 years |
Intangible assets, Weighted Average Remaining Life (Years) | 5 years 1 month 6 days | 6 years |
Intangible Assets, Gross | $ 828 | $ 7,505 |
Intangible Assets, Impairment | ||
Accumulated Amortization | (225) | (1,251) |
Intangible Assets, Net Balance | $ 603 | $ 6,254 |
Customer Relationships [Member] | ||
Intangible assets, Useful Lives (Years) | 2 years | 11 years |
Intangible assets, Weighted Average Remaining Life (Years) | 1 year 9 months 18 days | 11 years |
Intangible Assets, Gross | $ 23,678 | $ 4,482 |
Intangible Assets, Impairment | (4,482) | |
Accumulated Amortization | (2,960) | |
Intangible Assets, Net Balance | $ 20,718 | |
FuboTV Tradename [Member] | ||
Intangible assets, Useful Lives (Years) | 9 years | |
Intangible assets, Weighted Average Remaining Life (Years) | 8 years 9 months 18 days | |
Intangible Assets, Gross | $ 38,197 | |
Accumulated Amortization | (1,061) | |
Intangible Assets, Net Balance | $ 37,136 | |
Software and Technology [Member] | ||
Intangible assets, Useful Lives (Years) | 9 years | |
Intangible assets, Weighted Average Remaining Life (Years) | 8 years 9 months 18 days | |
Intangible Assets, Gross | $ 181,737 | |
Accumulated Amortization | (5,048) | |
Intangible Assets, Net Balance | $ 176,689 | |
Digital Asset Liibrary [Member] | ||
Intangible Assets, Gross | 3,258 | |
Intangible Assets, Impairment | (2,430) | |
Accumulated Amortization | (236) | |
Intangible Assets, Net Balance | $ 592 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Schedule of Intangible Assets Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 30, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2020 | $ 28,572 | |
2021 | 57,144 | |
2022 | 48,266 | |
2023 | 45,306 | |
2024 | 45,233 | |
Thereafter | 116,264 | |
Total | $ 116,646 | $ 340,785 |
Intangible Assets and Goodwil_5
Intangible Assets and Goodwill - Shedule of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Balance, Beginning | $ 176,595 | $ 227,763 |
Goodwill deconsolidated during period | (51,168) | |
Goodwill acquired of fuboTV Pre-Merger during period | 562,908 | |
Less: transfer to asset held for sale | (28,541) | |
Balance, Ending | $ 710,962 | $ 176,595 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses and Other Current Liabilities - Schedule of Accounts Payable and Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Suppliers | $ 37,508 | |
Affiliate fees | 61,883 | |
Broadcasting and transmission | 17,960 | |
Selling and marketing | 5,735 | |
Payroll taxes (in arrears) | 1,308 | 1,308 |
Accrued compensation | 1,553 | 3,649 |
Legal and professional fees | 3,379 | 3,936 |
Accrued litigation loss | 524 | 524 |
Taxes | 8,118 | 5,953 |
Subscriber related | 2,694 | |
Other | 6,250 | 3,897 |
Total | $ 109,404 | $ 56,775 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Deferred tax liability | $ 65,600 | $ 65,600 | ||
Income tax with amortization of intangible assets | $ 14,300 | $ 5,200 | $ 19,500 | $ 10,300 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |||||
Beginning balance | $ 28,679 | $ 30,879 | $ 30,879 | ||
Acquisition of fuboTV Pre-Merger | 65,613 | ||||
Income tax benefit (associated with the amortization of intangible assets) | 3,481 | 1,038 | $ 1,037 | 4,519 | $ 2,206 |
Deconsolidation of Nexway | (1,162) | ||||
Ending balance | $ 90,794 | $ 28,679 | $ 90,794 |
Related Parties (Details Narrat
Related Parties (Details Narrative) - USD ($) | Aug. 03, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Aug. 08, 2018 |
Related parties expenses | $ 23,000,000 | $ 0 | $ 0 | $ 0 | |||
Proceeds from debt | $ 300,000 | ||||||
Accrued interest | $ 500,000 | $ 500,000 | $ 300,000 | ||||
Debt instrument description | The Company and the Dale O Lovett Trust have entered into a waiver and amendment to the $30,000 Note pursuant to which (i) the parties agreed to extend the maturity date of the $30,000 Note to December 31, 2020 and (ii) the Dale O Lovett Trust agreed to waive any Event of Default arising as a result of the failure of the Company to pay certain amounts due under such note. | ||||||
Subsequent Event [Member] | |||||||
Debt extended maturity date | Dec. 31, 2020 | ||||||
John Textor [Member] | |||||||
Note payable due to related parties | $ 172,000 | ||||||
Debt interest rate | 18.00% |
Related Parties - Schedule of A
Related Parties - Schedule of Amount Owed to Related Parties (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Amounts owed to and due from related parties | $ 60,180 | $ 665 |
Affiliate Fees [Member] | ||
Amounts owed to and due from related parties | 59,651 | |
Alexander Bafer, Former Executive Chairman [Member] | ||
Amounts owed to and due from related parties | 256 | 20 |
John Textor, Former Chief Executive Officer and Affiliated Companies [Member] | ||
Amounts owed to and due from related parties | 264 | 592 |
Other [Member] | ||
Amounts owed to and due from related parties | $ 9 | $ 53 |
Note Payable (Details Narrative
Note Payable (Details Narrative) $ / shares in Units, € in Thousands, $ in Thousands | May 14, 2021USD ($) | Aug. 10, 2020USD ($) | May 28, 2020USD ($) | May 15, 2020USD ($) | May 11, 2020USD ($) | Apr. 23, 2020USD ($)$ / shares | Apr. 21, 2020USD ($)shares | Apr. 02, 2020USD ($)$ / shares | Mar. 19, 2020USD ($)$ / sharesshares | Mar. 11, 2020USD ($) | Feb. 17, 2020EUR (€)shares | Apr. 02, 2018USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($)$ / shares | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($)shares | Jul. 04, 2020USD ($) | Jun. 15, 2020USD ($) | Apr. 28, 2020$ / shares | Apr. 30, 2018USD ($) |
Accrued interest | $ 500 | $ 500 | $ 300 | ||||||||||||||||||||
Debt face amount | 10,050 | 10,050 | |||||||||||||||||||||
Loss on extinguishment of debt | (11,919) | ||||||||||||||||||||||
Original issue discount | 2,650 | 2,650 | |||||||||||||||||||||
Warrants exercise price per share | $ / shares | $ 9 | $ 7.74 | |||||||||||||||||||||
Fair value of warrants | (18) | (1,124) | (3) | (3,601) | |||||||||||||||||||
Value of common stock shares issued | $ 2,297 | 422 | $ 1,778 | ||||||||||||||||||||
Loss on issuance of notes, bonds and warrants | (26,753) | (50,806) | |||||||||||||||||||||
Conversion value of stock into notes payable | $ 400 | $ 1,100,000 | |||||||||||||||||||||
Current liability eflect amount | 308,108 | 308,108 | $ 67,442 | ||||||||||||||||||||
Credit Agreement [Member] | Subsequent Event [Member] | |||||||||||||||||||||||
Outstanding credit facility | |||||||||||||||||||||||
Note Purchase Agreement [Member] | |||||||||||||||||||||||
Number of common stock issued, shares | shares | 900,000 | ||||||||||||||||||||||
Share issued price per share | $ / shares | $ 8.35 | $ 10 | |||||||||||||||||||||
Value of common stock shares issued | $ 7,500 | ||||||||||||||||||||||
Conversion value of stock into notes payable | 1,700 | 1,500 | |||||||||||||||||||||
Amendment to Note Purchase Agreement [Member] | |||||||||||||||||||||||
Sale of common stock, shares | shares | 900,000 | ||||||||||||||||||||||
Equity Financing Company [Member] | |||||||||||||||||||||||
Proceeds from loans | 5,000 | ||||||||||||||||||||||
Term loan outstanding | $ 1,600 | ||||||||||||||||||||||
Remeasurement USD [Member] | |||||||||||||||||||||||
Loss on extinguishment of debt | 1 | ||||||||||||||||||||||
Senior Secured Promissory Notes [Member] | Note Purchase Agreement [Member] | |||||||||||||||||||||||
Debt interest rate | 17.39% | ||||||||||||||||||||||
Debt instrument, maturity date | Jul. 17, 2020 | ||||||||||||||||||||||
Debt face amount | $ 10,100 | ||||||||||||||||||||||
Proceeds from notes payable | 7,400 | ||||||||||||||||||||||
Original issue discount | 2,700 | ||||||||||||||||||||||
Loss on issuance of notes, bonds and warrants | $ 12,900 | ||||||||||||||||||||||
FB Loan [Member] | Note Purchase Agreement [Member] | |||||||||||||||||||||||
Warrants to purchase common stock | shares | 3,269,231 | ||||||||||||||||||||||
Warrants exercise price per share | $ / shares | $ 5 | ||||||||||||||||||||||
Number of common stock issued, shares | shares | 900,000 | ||||||||||||||||||||||
Fair value of warrants | $ 15,600 | ||||||||||||||||||||||
Share issued price per share | $ / shares | $ 8.15 | ||||||||||||||||||||||
Value of common stock shares issued | $ 7,300 | ||||||||||||||||||||||
Repayment of notes | $ 7,500 | ||||||||||||||||||||||
Sale of capital stock for consideration | $ 7,500 | ||||||||||||||||||||||
Debt financing percentage | 100.00% | ||||||||||||||||||||||
Remaining balance | $ 2,600 | ||||||||||||||||||||||
Loan [Member] | Paycheck Protection Program Loan [Member] | JPMorgan Chase Bank [Member] | |||||||||||||||||||||||
Debt face amount | $ 4,700 | ||||||||||||||||||||||
Note Payable [Member] | Paycheck Protection Program Loan [Member] | |||||||||||||||||||||||
Debt interest rate | 0.98% | ||||||||||||||||||||||
Forgiveness Loan [Member] | Paycheck Protection Program Loan [Member] | SBA [Member] | |||||||||||||||||||||||
Debt face amount | 4,700 | 4,700 | |||||||||||||||||||||
Within Twelve Months [Member] | Paycheck Protection Program Loan [Member] | SBA [Member] | |||||||||||||||||||||||
Current liability eflect amount | 1,900 | 1,900 | |||||||||||||||||||||
FBNK Finance SarL [Member] | |||||||||||||||||||||||
Debt interest rate | 4.50% | ||||||||||||||||||||||
Debt instrument, maturity date | Feb. 15, 2023 | ||||||||||||||||||||||
Debt face amount | 56,100 | $ 56,100 | |||||||||||||||||||||
Debt instrument nominal, shares | shares | 5,000 | ||||||||||||||||||||||
Debt instrument redemption rate | 100.00% | ||||||||||||||||||||||
Loss on extinguishment of debt | $ 11,100 | ||||||||||||||||||||||
FBNK Finance SarL [Member] | EUR [Member] | |||||||||||||||||||||||
Debt face amount | € | € 50,000 | ||||||||||||||||||||||
Debt instrument nominal value | € | € 10,000 | ||||||||||||||||||||||
HLEE Finance S.a.r.l [Member] | Credit Agreement [Member] | |||||||||||||||||||||||
Line of credit permit indebtedness | $ 50,000 | ||||||||||||||||||||||
Proceeds from loans | $ 250 | ||||||||||||||||||||||
Fubo TV [Member] | Senior Secured Promissory Notes [Member] | Note Purchase Agreement [Member] | |||||||||||||||||||||||
Original issue discount | $ 2,650 | ||||||||||||||||||||||
Fundigo LLC [Member] | Revenue Participation Agreement [Member ] | Purchase Price [Member] | |||||||||||||||||||||||
Debt interest rate | 145.00% | ||||||||||||||||||||||
Debt face amount | $ 10,000 | ||||||||||||||||||||||
Proceeds from loans | 9,500 | ||||||||||||||||||||||
Original issue discount | 500 | ||||||||||||||||||||||
Fundigo LLC [Member] | Revenue Participation Agreement [Member ] | Revenue Purchased Amount [Member] | |||||||||||||||||||||||
Debt face amount | $ 12,000 | ||||||||||||||||||||||
Repayment of notes | $ 14,500 | ||||||||||||||||||||||
Fundigo LLC [Member] | Revenue Participation Agreement [Member ] | Subsequent Event [Member] | Revenue Purchased Amount [Member] | |||||||||||||||||||||||
Debt face amount | $ 13,000 | ||||||||||||||||||||||
Fundigo LLC [Member] | Provision Agreement [Member] | Revenue Purchased Amount [Member] | |||||||||||||||||||||||
Debt instrument, maturity date | Jul. 6, 2020 | ||||||||||||||||||||||
Accrued interest | 2,700 | $ 2,700 | |||||||||||||||||||||
Term loan outstanding | $ 9,100 | ||||||||||||||||||||||
Century Venture SA [Member] | Loan Agreement [Member] | |||||||||||||||||||||||
Debt interest rate | 8.00% | ||||||||||||||||||||||
Working capital | $ 1,600 | ||||||||||||||||||||||
Secured Term Loan [Member] | London Interbank Offered Rate [Member] | |||||||||||||||||||||||
Debt interest rate | 5.25% | ||||||||||||||||||||||
Secured Term Loan [Member] | AMC Networks Ventures, LLC [Member] | |||||||||||||||||||||||
Debt instrument, maturity date | Apr. 6, 2023 | ||||||||||||||||||||||
Debt face amount | $ 25,000 | ||||||||||||||||||||||
Proceeds from loans | $ 23,800 | ||||||||||||||||||||||
Proceeds from notes payable | 1,300 | ||||||||||||||||||||||
Term loan outstanding | $ 22,500 | ||||||||||||||||||||||
Note Payable [Member] | Evolution AI Corporation [Member] | |||||||||||||||||||||||
Debt interest rate | 10.00% | ||||||||||||||||||||||
Debt instrument, maturity date | Oct. 1, 2018 | ||||||||||||||||||||||
Accrued interest | $ 1,600 | ||||||||||||||||||||||
Number of shares acquired | shares | 15,000,000 | ||||||||||||||||||||||
Note Payable [Member] | Evolution AI Corporation [Member] | Series X Convertible Preferred Stock [Member] | |||||||||||||||||||||||
Conversion of Convertible Preferred Stock | shares | 10,000,000 | ||||||||||||||||||||||
Interest And Penalties [Member] | Evolution AI Corporation [Member] | |||||||||||||||||||||||
Accrued interest | $ 4,300 | $ 4,300 |
Note Payable - Schedule of Carr
Note Payable - Schedule of Carrying Value of Senior Notes (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Notes Payable [Abstract] | |
Principal value of Senior Note | $ 10,050 |
Original issue discount | (2,650) |
Discount resulting from allocation of proceeds to warrant liability | (7,400) |
Amortization of discount | 9,183 |
Principal repayment | (7,500) |
Net carrying value of Senior Note | $ 1,005 |
Fair Value Measurements (Detail
Fair Value Measurements (Details Narrative) - USD ($) $ in Thousands | May 25, 2020 | May 11, 2020 | Mar. 19, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Warrant liability expire date | Jan. 28, 2023 | Jan. 28, 2023 | |||||
Change in fair value of subsidiary warrant liability | $ (18) | $ 15 | |||||
Discount percentage of stock price | |||||||
Series D Preferred Stock [Member] | |||||||
Fair value of derivative liability | 23 | $ 100 | |||||
Monte Carlo [Member] | |||||||
Fair value of the warrant liability at grant date | 10,400 | 10,400 | |||||
ARETE Wealth Management [Member] | |||||||
Fair value of the warrant liability at grant date | $ 400 | ||||||
Warrant purchase | 275,000 | ||||||
Note Purchase Agreement [Member] | |||||||
Number of common stock issued, shares | 900,000 | ||||||
Note Purchase Agreement [Member] | FB Loan [Member] | |||||||
Change in fair value of subsidiary warrant liability | $ 5,500 | $ 5,100 | |||||
Number of common stock issued, shares | 900,000 | ||||||
Warrant purchase | 3,269,231 | ||||||
Purchase Agreement [Member] | Investors [Member] | |||||||
Number of common stock issued, shares | 3,735,922 | ||||||
Purchase Agreement [Member] | Warrants Investors [Member] | |||||||
Number of common stock issued, shares | 3,735,922 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Total Financial Assets at Fair Value | $ 1,965 | ||
Convertible notes | $ 3,661 | 1,203 | |
Profit share liability | 2,119 | 1,971 | |
Derivative liability | 163 | 376 | |
Warrant liability - subsidiary | 21 | $ 39 | 24 |
Warrant Liability | 40,617 | $ 15,987 | |
Total Financial Liabilities at Fair Value | 46,581 | 3,574 | |
Level 1 [Member] | |||
Total Financial Assets at Fair Value | |||
Convertible notes | 3,661 | ||
Profit share liability | |||
Derivative liability | |||
Warrant liability - subsidiary | 28 | ||
Warrant Liability | |||
Total Financial Liabilities at Fair Value | 45,605 | ||
Level 1 [Member] | Financial Assets Fair Value [Member] | |||
Total Financial Assets at Fair Value | |||
Level 2 [Member] | |||
Total Financial Assets at Fair Value | 1,965 | ||
Convertible notes | |||
Profit share liability | |||
Derivative liability | |||
Warrant liability - subsidiary | |||
Warrant Liability | |||
Total Financial Liabilities at Fair Value | |||
Level 2 [Member] | Financial Assets Fair Value [Member] | |||
Total Financial Assets at Fair Value | 1,965 | ||
Level 3 [Member] | |||
Total Financial Assets at Fair Value | |||
Convertible notes | 3,661 | 1,203 | |
Profit share liability | 2,119 | 1,971 | |
Derivative liability | 163 | 376 | |
Warrant liability - subsidiary | 21 | 24 | |
Warrant Liability | 40,617 | ||
Total Financial Liabilities at Fair Value | $ 46,581 | 3,574 | |
Level 3 [Member] | Financial Assets Fair Value [Member] | |||
Total Financial Assets at Fair Value |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Liability for Derivatives and Warrants (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |||||
Fair Values of Derivatives, Convertible Notes at beginning | $ 1,692 | $ 1,203 | $ 1,203 | ||
Fair Values of Derivatives, Convertible Notes Change in fair value | (925) | (200) | |||
Fair Values of Derivatives, Convertible Notes Additions | 2,894 | 689 | |||
Fair Values of Derivatives, Convertible Notes Redemptions | |||||
Fair Values of Derivatives, Convertible Notes at end | 3,661 | 1,692 | 3,661 | ||
Fair Values of Warrant Liability subsidiary at beginning | 39 | 24 | 24 | ||
Fair Values of Warrant Liability subsidiary Change in fair value | (18) | 15 | |||
Fair Values of Warrant Liability subsidiary Additions | |||||
Fair Values of Warrant Liability subsidiary Redemptions | |||||
Fair Values of Warrant Liability subsidiary at end | 21 | 39 | 21 | ||
Profits Share Liability at beginning | 1,971 | 1,971 | 1,971 | ||
Profits Share Liability Change in fair value | 148 | ||||
Profits Share Liability Additions | |||||
Profits Share Liability Redemptions | |||||
Profits Share Liability at end | 2,119 | 1,971 | 2,119 | ||
Warrant Liability, at beginning | 15,987 | ||||
Warrant Liability, Change in fair value | (4,966) | 366 | (4,600) | ||
Warrant Liability, Additions | 29,596 | 15,621 | |||
Warrant Liability, Redemptions | |||||
Warrant Liability, at end | 40,617 | 15,987 | 40,617 | ||
Derivative Liability, at beginning | 389 | 376 | 376 | ||
Derivative Liability, Change in fair value | (23) | (97) | |||
Derivative Liability, Additions | 172 | ||||
Derivative Liability, Redemptions | (203) | (62) | |||
Derivative Liability, at end | $ 163 | $ 389 | $ 163 |
Fair Value Measurements - Sch_3
Fair Value Measurements - Schedule of Warrant Liabilities, Change In Using Black Scholes to Monte Carlo Simulation Assumptions (Details) | Jun. 30, 2020Integer$ / sharesshares | Apr. 23, 2020$ / sharesshares | Apr. 02, 2020$ / sharesshares | Dec. 31, 2019Integer$ / sharesshares |
Exercise Price | $ / shares | $ 9 | $ 7.74 | ||
Fair value assumption, warrant Contractual term (years) | 3 years | 5 years | ||
Number of subsidiary warrants outstanding | shares | 55,172 | 142,118 | ||
Subsidiary Warrant Liability [Member] | ||||
Exercise Price | $ / shares | $ 0.75 | $ 0.75 | ||
Stock price - subsidiary | $ / shares | 0.05 | 0.02 | ||
Fair value of stock price | $ / shares | ||||
Subsidiary Warrant Liability [Member] | Risk Free Interest Rate [Member] | ||||
Fair value of warrant liability, measurement input, percentage | 0.0017 | 0.0162 | ||
Subsidiary Warrant Liability [Member] | Contractual Term (Years) [Member] | ||||
Fair value assumption, warrant Contractual term (years) | 2 years 6 months 29 days | 3 years 29 days | ||
Subsidiary Warrant Liability [Member] | Expected Dividend Yield [Member] | ||||
Fair value of warrant liability, measurement input, percentage | ||||
Subsidiary Warrant Liability [Member] | Expected Volatility [Member] | ||||
Fair value of warrant liability, measurement input, percentage | 0.692 | 0.837 | ||
Number of subsidiary warrants outstanding | shares | 48,904,037 | 48,904,037 | ||
Warrant Liability [Member] | ||||
Exercise Price | $ / shares | $ 5 | |||
Fair value of underlying common shares | $ / shares | $ 10.45 | |||
Warrant Liability [Member] | Contractual Term (Years) [Member] | ||||
Fair value assumption, warrant Contractual term (years) | 4 years 8 months 19 days | |||
Warrant Liability [Member] | Expected Dividend Yield [Member] | ||||
Fair value of warrant liability, measurement input, percentage | ||||
Warrant Liability [Member] | Expected Volatility [Member] | ||||
Fair value of warrant liability, measurement input, percentage | 0.505 | |||
Warrant Liability [Member] | Risk Free Rate [Member] | ||||
Fair value of warrant liability, measurement input, percentage | 0.0017 | |||
Purchase Agreements Investors [Member] | ||||
Exercise Price | $ / shares | $ 7 | |||
Fair value of underlying common shares | $ / shares | $ 10.45 | |||
Purchase Agreements Investors [Member] | Contractual Term (Years) [Member] | Minimum [Member] | ||||
Fair value assumption, warrant Contractual term (years) | 1 year 4 months 13 days | |||
Purchase Agreements Investors [Member] | Contractual Term (Years) [Member] | Maximum [Member] | ||||
Fair value assumption, warrant Contractual term (years) | 1 year 5 months 9 days | |||
Purchase Agreements Investors [Member] | Expected Dividend Yield [Member] | ||||
Fair value of warrant liability, measurement input, percentage | ||||
Purchase Agreements Investors [Member] | Expected Volatility [Member] | Minimum [Member] | ||||
Fair value of warrant liability, measurement input, percentage | 0.689 | |||
Purchase Agreements Investors [Member] | Expected Volatility [Member] | Maximum [Member] | ||||
Fair value of warrant liability, measurement input, percentage | 0.702 | |||
Purchase Agreements Investors [Member] | Risk Free Rate [Member] | ||||
Fair value of warrant liability, measurement input, percentage | 0.0016 | |||
ARETE Wealth Management [Member] | ||||
Exercise Price | $ / shares | $ 5 | |||
Fair value of underlying common shares | $ / shares | $ 10.45 | |||
ARETE Wealth Management [Member] | Contractual Term (Years) [Member] | ||||
Fair value assumption, warrant Contractual term (years) | 4 years 10 months 25 days | |||
ARETE Wealth Management [Member] | Expected Dividend Yield [Member] | ||||
Fair value of warrant liability, measurement input, percentage | ||||
ARETE Wealth Management [Member] | Expected Volatility [Member] | ||||
Fair value of warrant liability, measurement input, percentage | 0.504 | |||
ARETE Wealth Management [Member] | Risk Free Rate [Member] | ||||
Fair value of warrant liability, measurement input, percentage | 0.0028 |
Fair Value Measurements - Sch_4
Fair Value Measurements - Schedule of Fair value of Liability Using Monte Carlo Simulation Model (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Expected dividend yield | 0.00% | |
Monte Carlo Method [Member] | ||
Fixed conversion price | $ 0.25 | $ 0.25 |
Risk free rate | 1.60% | |
Expected dividend yield | 8.00% | 8.00% |
Minimum [Member] | ||
Contractual term (years) | 1 year 7 months 2 days | |
Minimum [Member] | Monte Carlo Method [Member] | ||
Stock price | $ 7 | $ 8.91 |
Risk free rate | 0.16% | |
Contractual term (years) | 1 year | 1 year 2 months 12 days |
Expected volatility | 72.30% | 89.20% |
Maximum [Member] | ||
Contractual term (years) | 1 year 10 months 28 days | |
Maximum [Member] | Monte Carlo Method [Member] | ||
Stock price | $ 12.10 | $ 10.15 |
Contractual term (years) | 1 year 2 months 12 days | 1 year 6 months |
Expected volatility | 76.30% | 90.40% |
Convertible Notes Payable and C
Convertible Notes Payable and Convertible Notes Payable to Related Parties - Schedule of Convertible Notes Payable (Details) - USD ($) $ in Thousands | May 11, 2020 | Apr. 23, 2020 | Apr. 02, 2020 | Feb. 10, 2020 | Feb. 06, 2020 | Jan. 29, 2020 | Jan. 17, 2020 | Dec. 20, 2019 | Jul. 30, 2019 | Dec. 06, 2016 | Jun. 30, 2020 | Dec. 31, 2019 | Mar. 24, 2020 | |||
Principal | $ 10,050 | |||||||||||||||
Unamortized Discount | (2,650) | |||||||||||||||
Convertible Notes [Member] | ||||||||||||||||
Principal | 2,773 | $ 865 | ||||||||||||||
Unamortized Discount | (2,027) | (710) | ||||||||||||||
Variable Share Settlement Feature at Fair Value | 3,661 | 1,203 | ||||||||||||||
Carrying amount | $ 4,407 | $ 1,358 | ||||||||||||||
GS Capital Partners [Member] | ||||||||||||||||
Issuance Date | [1] | Jan. 17, 2020 | ||||||||||||||
Stated Interest Rate | 10.00% | 10.00% | [1] | |||||||||||||
Maturity date | Jan. 17, 2021 | Jan. 17, 2021 | [1] | |||||||||||||
Principal | [1] | $ 150 | ||||||||||||||
Unamortized Discount | [1] | (82) | ||||||||||||||
Variable Share Settlement Feature at Fair Value | [1] | 196 | ||||||||||||||
Carrying amount | [1] | $ 264 | ||||||||||||||
EMA Financial, LLC [Member] | ||||||||||||||||
Issuance Date | [2] | Feb. 6, 2020 | ||||||||||||||
Stated Interest Rate | 10.00% | 10.00% | 10.00% | [2] | ||||||||||||
Maturity date | May 5, 2021 | Nov. 6, 2020 | Nov. 6, 2020 | [2] | ||||||||||||
Principal | [2] | $ 125 | ||||||||||||||
Unamortized Discount | [2] | (59) | ||||||||||||||
Variable Share Settlement Feature at Fair Value | [2] | 187 | ||||||||||||||
Carrying amount | [2] | $ 253 | ||||||||||||||
Adar Alef, LLC [Member] | ||||||||||||||||
Issuance Date | Feb. 10, 2020 | [3] | Jul. 30, 2019 | [4] | ||||||||||||
Stated Interest Rate | 12.00% | 12.00% | 12.00% | [3] | 10.00% | [4] | ||||||||||
Maturity date | Feb. 10, 2021 | Jul. 30, 2020 | Feb. 10, 2021 | [3] | Jul. 30, 2020 | [4] | ||||||||||
Principal | $ 150 | [3] | $ 275 | [4] | ||||||||||||
Unamortized Discount | (92) | [3] | (159) | [4] | ||||||||||||
Variable Share Settlement Feature at Fair Value | 196 | [3] | 379 | [4] | ||||||||||||
Carrying amount | $ 254 | [3] | $ 495 | [4] | ||||||||||||
BHP Capital [Member] | ||||||||||||||||
Issuance Date | Mar. 24, 2020 | [5] | Dec. 20, 2019 | [6] | ||||||||||||
Stated Interest Rate | 10.00% | 10.00% | [5] | 10.00% | [6] | 10.00% | ||||||||||
Maturity date | Dec. 20, 2020 | Mar. 24, 2020 | [5] | Dec. 20, 2020 | [6] | |||||||||||
Principal | $ 100 | [5] | $ 125 | [6] | ||||||||||||
Unamortized Discount | (71) | [5] | (114) | [6] | ||||||||||||
Variable Share Settlement Feature at Fair Value | 90 | [5] | 117 | [6] | ||||||||||||
Carrying amount | $ 119 | [5] | $ 128 | [6] | ||||||||||||
Jefferson Street Capital LLC [Member] | ||||||||||||||||
Issuance Date | [7] | Mar. 24, 2020 | ||||||||||||||
Stated Interest Rate | 10.00% | [7] | 10.00% | |||||||||||||
Maturity date | [7] | Mar. 24, 2020 | ||||||||||||||
Principal | [7] | $ 100 | ||||||||||||||
Unamortized Discount | [7] | (71) | ||||||||||||||
Variable Share Settlement Feature at Fair Value | [7] | 90 | ||||||||||||||
Carrying amount | [7] | $ 119 | ||||||||||||||
Auctus Fund [Member] | ||||||||||||||||
Issuance Date | [8] | Apr. 1, 2020 | ||||||||||||||
Stated Interest Rate | 10.00% | 10.00% | 10.00% | [8] | ||||||||||||
Maturity date | Nov. 29, 2020 | Mar. 30, 2021 | [8] | |||||||||||||
Principal | [8] | $ 1,100 | ||||||||||||||
Unamortized Discount | [8] | (825) | ||||||||||||||
Variable Share Settlement Feature at Fair Value | [8] | 1,663 | ||||||||||||||
Carrying amount | [8] | $ 1,938 | ||||||||||||||
Eagle Equities [Member] | ||||||||||||||||
Issuance Date | Apr. 2, 2020 | [9] | Dec. 12, 2019 | [10] | ||||||||||||
Stated Interest Rate | 10.00% | 0.00% | [9] | 12.00% | [10] | |||||||||||
Maturity date | Mar. 30, 2021 | Mar. 31, 2021 | [9] | Dec. 12, 2020 | [10] | |||||||||||
Principal | $ 275 | [9] | $ 210 | [10] | ||||||||||||
Unamortized Discount | (207) | [9] | (199) | [10] | ||||||||||||
Variable Share Settlement Feature at Fair Value | 351 | [9] | 285 | [10] | ||||||||||||
Carrying amount | $ 419 | [9] | $ 296 | [10] | ||||||||||||
Platinum Point [Member] | ||||||||||||||||
Issuance Date | [11] | Apr. 2, 2020 | ||||||||||||||
Stated Interest Rate | 10.00% | 10.00% | 10.00% | [11] | ||||||||||||
Maturity date | Apr. 20, 2021 | Mar. 31, 2021 | Mar. 31, 2021 | [11] | ||||||||||||
Principal | [11] | $ 103 | ||||||||||||||
Unamortized Discount | [11] | (69) | ||||||||||||||
Variable Share Settlement Feature at Fair Value | [11] | 92 | ||||||||||||||
Carrying amount | [11] | $ 126 | ||||||||||||||
Platinum Point One [Member] | ||||||||||||||||
Issuance Date | [12] | Apr. 2, 2020 | ||||||||||||||
Stated Interest Rate | [12] | 10.00% | ||||||||||||||
Maturity date | [12] | Apr. 20, 2021 | ||||||||||||||
Principal | [12] | $ 420 | ||||||||||||||
Unamortized Discount | [12] | (340) | ||||||||||||||
Variable Share Settlement Feature at Fair Value | [12] | 381 | ||||||||||||||
Carrying amount | [12] | $ 461 | ||||||||||||||
EMA Financial, LLC One [Member] | ||||||||||||||||
Issuance Date | [13] | May 5, 2020 | ||||||||||||||
Stated Interest Rate | [13] | 10.00% | ||||||||||||||
Maturity date | [13] | May 5, 2020 | ||||||||||||||
Principal | [13] | $ 250 | ||||||||||||||
Unamortized Discount | [13] | (211) | ||||||||||||||
Variable Share Settlement Feature at Fair Value | [13] | 415 | ||||||||||||||
Carrying amount | [13] | $ 454 | ||||||||||||||
JSJ Investments [Member] | ||||||||||||||||
Issuance Date | [14] | Dec. 6, 2019 | ||||||||||||||
Stated Interest Rate | 10.00% | 10.00% | [14] | |||||||||||||
Maturity date | Dec. 6, 2020 | Dec. 6, 2020 | [14] | |||||||||||||
Principal | [14] | $ 255 | ||||||||||||||
Unamortized Discount | [14] | (238) | ||||||||||||||
Variable Share Settlement Feature at Fair Value | [14] | 422 | ||||||||||||||
Carrying amount | [14] | $ 439 | ||||||||||||||
[1] | On January 17, 2020, the Company issued a convertible promissory note to GS Capital Partners, LLC. with a principal balance of $150,000. The note matures on January 17, 2021 and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||
[2] | On February 6, 2020, the Company issued a convertible promissory note to EMA Financial, LLC. with a principal balance of $125,000. The note matures on November 6, 2020 and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock equal to the lower of (i) the lowest closing price of the common stock during the preceding twenty (20) day trading period ending on the latest trading day prior to the note issuance date or (ii) at a rate of 50% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||
[3] | On February 10, 2020, the Company issued a convertible promissory note to Adar Alef, LLC. with a principal balance of $150,000. The note matures on February 10, 2021 and bears interest at 12% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||
[4] | On July 30, 2019, the Company issued a convertible promissory note to Adar Alef, LLC in the amount of $275,000. The note accrues interest at a rate of 12% per annum and matures on July 30, 2020. The note is not convertible until the six month anniversary of the note, at which time if the note has not already been repaid by the Company, the note holder shall be entitled to convert all or part of the note into shares of the Company's common stock, at a price per share equal to 53% of the lowest trading price of the common stock for the twenty prior trading days upon which the conversion notice is received by the Company. | |||||||||||||||
[5] | On March 24, 2020, the Company issued a convertible promissory note to BHP Capital NY Inc. with a principal balance of $100,000. The note matures on demand and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||
[6] | On December 20, 2019, the Company issued a convertible promissory note to BHP Capital NY Inc. with a principal balance of $125,000. The Company received net proceeds of $122,500. The note matures on December 20, 2020 and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. In connection with the promissory note, the Company issued 5,000 shares of its restricted common stock with a fair value of approximately $47,000. The Company had the option to buy back the shares 180 days from the issue date, for a one-time payment of $8.00 per share. This option was not exercised and has expired as of June 30, 2020. | |||||||||||||||
[7] | On March 24, 2020, the Company issued a convertible promissory note to Jefferson Street Capital, LLC. with a principal balance of $100,000. The note matures on demand and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Compan's common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||
[8] | On April 1, 2020, the Company issued a convertible promissory note to Auctus Fund, LLC. with a principal balance of $1.1 million. The note matures on March 30, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company's common stock at a rate of 50% multiplied by the lowest trading price during the previous thirty (30) day trading period ending on the latest complete trading day prior to the conversion date. In connection with this convertible promissory note, the Company issued 142,118 warrants and 35,000 shares of common stock. See Note 17. | |||||||||||||||
[9] | On April 2, 2020, the Company issued a convertible promissory note to Eagle Equities, LLC. with a principal balance of $275,000. The note matures on March 31, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company's common stock at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||
[10] | On December 12, 2019, the Company issued a convertible promissory note to Eagle Equities, LLC with a principal balance of $210,000. The Company received net proceeds of $200,000. The note matures on December 12, 2020 and bears interest at 12% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock, at any time after the six month anniversary of the note, at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||
[11] | On April 2, 2020, the Company issued a convertible promissory note to Platinum Point Capital, LLC. with a principal balance of $103,000. The note matures on March 31, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company's common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||
[12] | On April 23, 2020, the Company issued a convertible promissory note to Platinum Point Capital, LLC. with a principal balance of $420,000. The note matures on April 20, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company's common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. In connection with this convertible promissory note, the Company issued 55,172 warrants and 25,000 shares of common stock. See Note 17. | |||||||||||||||
[13] | On May 11, 2020, the Company issued a convertible promissory note to EMA Financial, LLC. with a principal balance of $250,000. The note matures on May 5, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company's common stock equal to the lower of (i) the lowest closing price of the common stock during the preceding twenty (20) day trading period ending on the latest trading day prior to the note issuance date or (ii) at a rate of 50% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||
[14] | On December 6, 2019, the Company issued a convertible promissory note to JSJ Investments with a principal balance of $255,000. The Company received net proceeds of $250,000. The note matures on December 6, 2020 and bears interest at 10% per annum. The Company may prepay this note and unpaid interest on or prior to July 3, 2020. The loan and any accrued interest may be converted into shares of the Company's common stock at a rate of 47% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. |
Convertible Notes Payable and_2
Convertible Notes Payable and Convertible Notes Payable to Related Parties - Schedule of Convertible Notes Payable (Details) (Parenthetical) $ / shares in Units, $ in Thousands | Jul. 15, 2020USD ($) | Jun. 17, 2020USD ($) | Jun. 10, 2020USD ($) | Jun. 02, 2020USD ($) | May 11, 2020USD ($)Integer | Apr. 23, 2020USD ($)Integershares | Apr. 02, 2020USD ($)Integershares | Mar. 24, 2020USD ($)Integer | Mar. 19, 2020USD ($) | Feb. 10, 2020USD ($)Integer | Feb. 06, 2020USD ($)Integer | Jan. 29, 2020USD ($)Integer | Jan. 20, 2020USD ($) | Jan. 17, 2020USD ($)Integer | Dec. 20, 2019USD ($)Integer$ / sharesshares | Dec. 12, 2019USD ($)Integer | Jul. 30, 2019USD ($)Integer | Dec. 06, 2016USD ($)Integer | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2019 | |||
Repayments of convertible debt | $ 1,140 | $ 523 | ||||||||||||||||||||||
Proceeds from convertible debt | $ 3,003 | |||||||||||||||||||||||
Warrants issued | shares | 55,172 | 142,118 | ||||||||||||||||||||||
Adar Alef, LLC [Member] | ||||||||||||||||||||||||
Convertible promissory notes issued | $ 275 | |||||||||||||||||||||||
Debt interest rate | 12.00% | 12.00% | 12.00% | [1] | 10.00% | [2] | ||||||||||||||||||
Debt maturity date | Feb. 10, 2021 | Jul. 30, 2020 | Feb. 10, 2021 | [1] | Jul. 30, 2020 | [2] | ||||||||||||||||||
Minimum percentage of common stock price to debt conversion to determine eligibility | 53.00% | |||||||||||||||||||||||
Repayments of convertible debt | $ 275 | |||||||||||||||||||||||
Repayments of accrued interest | $ 16 | |||||||||||||||||||||||
Trading days | Integer | 20 | 20 | ||||||||||||||||||||||
Principal amount | $ 150 | |||||||||||||||||||||||
Debt instrument conversion of shares percentage | 0.53 | |||||||||||||||||||||||
JSJ Investments [Member] | ||||||||||||||||||||||||
Debt interest rate | 10.00% | 10.00% | [3] | |||||||||||||||||||||
Debt maturity date | Dec. 6, 2020 | Dec. 6, 2020 | [3] | |||||||||||||||||||||
Repayments of convertible debt | $ 255 | |||||||||||||||||||||||
Repayments of accrued interest | $ 12 | |||||||||||||||||||||||
Trading days | Integer | 20 | |||||||||||||||||||||||
Principal amount | $ 255 | |||||||||||||||||||||||
Proceeds from convertible debt | $ 250 | |||||||||||||||||||||||
Debt instrument conversion of shares percentage | 0.47 | |||||||||||||||||||||||
Eagle Equities, LLC [Member] | ||||||||||||||||||||||||
Debt interest rate | 12.00% | |||||||||||||||||||||||
Debt maturity date | Dec. 12, 2020 | |||||||||||||||||||||||
Repayments of convertible debt | $ 210 | |||||||||||||||||||||||
Repayments of accrued interest | $ 13 | |||||||||||||||||||||||
Trading days | Integer | 20 | |||||||||||||||||||||||
Principal amount | $ 210 | |||||||||||||||||||||||
Proceeds from convertible debt | $ 200 | |||||||||||||||||||||||
Debt instrument conversion of shares percentage | 0.53 | |||||||||||||||||||||||
BHP Capital [Member] | ||||||||||||||||||||||||
Debt interest rate | 10.00% | 10.00% | 10.00% | [4] | 10.00% | [5] | ||||||||||||||||||
Debt maturity date | Dec. 20, 2020 | Mar. 24, 2020 | [4] | Dec. 20, 2020 | [5] | |||||||||||||||||||
Repayments of convertible debt | $ 125 | |||||||||||||||||||||||
Repayments of accrued interest | $ 6 | |||||||||||||||||||||||
Trading days | Integer | 15 | 15 | ||||||||||||||||||||||
Principal amount | $ 100 | $ 125 | ||||||||||||||||||||||
Proceeds from convertible debt | $ 122 | |||||||||||||||||||||||
Debt instrument conversion of shares percentage | 0.61 | 0.61 | ||||||||||||||||||||||
Restricted stock issued shares | shares | 5,000 | |||||||||||||||||||||||
Restricted stock issued value | $ 47 | |||||||||||||||||||||||
Payment of price per share | $ / shares | $ 8 | |||||||||||||||||||||||
GS Capital Partners [Member] | ||||||||||||||||||||||||
Debt interest rate | 10.00% | 10.00% | [6] | |||||||||||||||||||||
Debt maturity date | Jan. 17, 2021 | Jan. 17, 2021 | [6] | |||||||||||||||||||||
Repayments of convertible debt | $ 150 | |||||||||||||||||||||||
Repayments of accrued interest | $ 7 | |||||||||||||||||||||||
Trading days | Integer | 20 | |||||||||||||||||||||||
Principal amount | $ 150 | |||||||||||||||||||||||
Debt instrument conversion of shares percentage | 0.53 | |||||||||||||||||||||||
EMA Financial, LLC [Member] | ||||||||||||||||||||||||
Debt interest rate | 10.00% | 10.00% | 10.00% | [7] | ||||||||||||||||||||
Debt maturity date | May 5, 2021 | Nov. 6, 2020 | Nov. 6, 2020 | [7] | ||||||||||||||||||||
Trading days | Integer | 20 | 20 | ||||||||||||||||||||||
Principal amount | $ 250 | $ 125 | ||||||||||||||||||||||
Debt instrument conversion of shares percentage | 0.50 | |||||||||||||||||||||||
Jefferson Street Capital LLC [Member] | ||||||||||||||||||||||||
Debt interest rate | 10.00% | 10.00% | [8] | |||||||||||||||||||||
Debt maturity date | [8] | Mar. 24, 2020 | ||||||||||||||||||||||
Trading days | Integer | 15 | |||||||||||||||||||||||
Principal amount | $ 100 | |||||||||||||||||||||||
Debt instrument conversion of shares percentage | 0.61 | |||||||||||||||||||||||
Auctus Fund [Member] | ||||||||||||||||||||||||
Debt interest rate | 10.00% | 10.00% | 10.00% | [9] | ||||||||||||||||||||
Debt maturity date | Nov. 29, 2020 | Mar. 30, 2021 | [9] | |||||||||||||||||||||
Repayments of convertible debt | $ 4 | |||||||||||||||||||||||
Trading days | Integer | 25 | |||||||||||||||||||||||
Principal amount | $ 1,100 | $ 275 | ||||||||||||||||||||||
Debt instrument conversion of shares percentage | 0.50 | |||||||||||||||||||||||
Warrants issued | shares | 142,118 | |||||||||||||||||||||||
Number of common stock issued, shares | shares | 30,000 | |||||||||||||||||||||||
Eagle Equities [Member] | ||||||||||||||||||||||||
Debt interest rate | 10.00% | 0.00% | [10] | 12.00% | [11] | |||||||||||||||||||
Debt maturity date | Mar. 30, 2021 | Mar. 31, 2021 | [10] | Dec. 12, 2020 | [11] | |||||||||||||||||||
Trading days | Integer | 20 | |||||||||||||||||||||||
Principal amount | $ 275 | |||||||||||||||||||||||
Debt instrument conversion of shares percentage | 0.53 | |||||||||||||||||||||||
Platinum Point [Member] | ||||||||||||||||||||||||
Debt interest rate | 10.00% | 10.00% | 10.00% | [12] | ||||||||||||||||||||
Debt maturity date | Apr. 20, 2021 | Mar. 31, 2021 | Mar. 31, 2021 | [12] | ||||||||||||||||||||
Trading days | Integer | 15 | 15 | ||||||||||||||||||||||
Principal amount | $ 420 | $ 103 | ||||||||||||||||||||||
Debt instrument conversion of shares percentage | 0.61 | |||||||||||||||||||||||
Warrants issued | shares | 55,172 | |||||||||||||||||||||||
Number of common stock issued, shares | shares | 25,000 | |||||||||||||||||||||||
[1] | On February 10, 2020, the Company issued a convertible promissory note to Adar Alef, LLC. with a principal balance of $150,000. The note matures on February 10, 2021 and bears interest at 12% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||||||||||
[2] | On July 30, 2019, the Company issued a convertible promissory note to Adar Alef, LLC in the amount of $275,000. The note accrues interest at a rate of 12% per annum and matures on July 30, 2020. The note is not convertible until the six month anniversary of the note, at which time if the note has not already been repaid by the Company, the note holder shall be entitled to convert all or part of the note into shares of the Company's common stock, at a price per share equal to 53% of the lowest trading price of the common stock for the twenty prior trading days upon which the conversion notice is received by the Company. | |||||||||||||||||||||||
[3] | On December 6, 2019, the Company issued a convertible promissory note to JSJ Investments with a principal balance of $255,000. The Company received net proceeds of $250,000. The note matures on December 6, 2020 and bears interest at 10% per annum. The Company may prepay this note and unpaid interest on or prior to July 3, 2020. The loan and any accrued interest may be converted into shares of the Company's common stock at a rate of 47% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||||||||||
[4] | On March 24, 2020, the Company issued a convertible promissory note to BHP Capital NY Inc. with a principal balance of $100,000. The note matures on demand and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||||||||||
[5] | On December 20, 2019, the Company issued a convertible promissory note to BHP Capital NY Inc. with a principal balance of $125,000. The Company received net proceeds of $122,500. The note matures on December 20, 2020 and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. In connection with the promissory note, the Company issued 5,000 shares of its restricted common stock with a fair value of approximately $47,000. The Company had the option to buy back the shares 180 days from the issue date, for a one-time payment of $8.00 per share. This option was not exercised and has expired as of June 30, 2020. | |||||||||||||||||||||||
[6] | On January 17, 2020, the Company issued a convertible promissory note to GS Capital Partners, LLC. with a principal balance of $150,000. The note matures on January 17, 2021 and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||||||||||
[7] | On February 6, 2020, the Company issued a convertible promissory note to EMA Financial, LLC. with a principal balance of $125,000. The note matures on November 6, 2020 and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock equal to the lower of (i) the lowest closing price of the common stock during the preceding twenty (20) day trading period ending on the latest trading day prior to the note issuance date or (ii) at a rate of 50% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||||||||||
[8] | On March 24, 2020, the Company issued a convertible promissory note to Jefferson Street Capital, LLC. with a principal balance of $100,000. The note matures on demand and bears interest at 10% per annum. The loan and any accrued interest may be converted into shares of the Compan's common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||||||||||
[9] | On April 1, 2020, the Company issued a convertible promissory note to Auctus Fund, LLC. with a principal balance of $1.1 million. The note matures on March 30, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company's common stock at a rate of 50% multiplied by the lowest trading price during the previous thirty (30) day trading period ending on the latest complete trading day prior to the conversion date. In connection with this convertible promissory note, the Company issued 142,118 warrants and 35,000 shares of common stock. See Note 17. | |||||||||||||||||||||||
[10] | On April 2, 2020, the Company issued a convertible promissory note to Eagle Equities, LLC. with a principal balance of $275,000. The note matures on March 31, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company's common stock at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||||||||||
[11] | On December 12, 2019, the Company issued a convertible promissory note to Eagle Equities, LLC with a principal balance of $210,000. The Company received net proceeds of $200,000. The note matures on December 12, 2020 and bears interest at 12% per annum. The loan and any accrued interest may be converted into shares of the Company's common stock, at any time after the six month anniversary of the note, at a rate of 53% multiplied by the lowest trading price during the previous twenty (20) day trading period ending on the latest complete trading day prior to the conversion date. | |||||||||||||||||||||||
[12] | On April 2, 2020, the Company issued a convertible promissory note to Platinum Point Capital, LLC. with a principal balance of $103,000. The note matures on March 31, 2021 and bears interest at 10% per annum. The note and any accrued interest may be converted into shares of the Company's common stock at a rate of 61% multiplied by the lowest trading price during the previous fifteen (15) day trading period ending on the latest complete trading day prior to the conversion date. |
Convertible Notes Payable and_3
Convertible Notes Payable and Convertible Notes Payable to Related Parties - Schedule of Derivative Liabilities Valuation Using Binomial Lattice Model Assumptions (Details) - Monte Carlo Method [Member] - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Fair Value - Note Variable Share Settlement Feature | $ 3,661 | $ 1,203 |
Expected Dividend Yield [Member] | ||
Fair value assumptions, measurement input, percentages | 0.00% | 0.00% |
Minimum [Member] | ||
Stock Price | $ 7 | $ 8.91 |
Minimum [Member] | Risk Free Interest Rate [Member] | ||
Fair value assumptions, measurement input, percentages | 13.00% | 152.00% |
Minimum [Member] | Contractual Term (Years) [Member] | ||
Fair value assumptions, measurement input, term | 29 days | 6 months 29 days |
Minimum [Member] | Expected Volatility [Member] | ||
Fair value assumptions, measurement input, percentages | 7350.00% | 90.00% |
Maximum [Member] | ||
Stock Price | $ 12.10 | $ 10.15 |
Maximum [Member] | Risk Free Interest Rate [Member] | ||
Fair value assumptions, measurement input, percentages | 19.00% | 160.00% |
Maximum [Member] | Contractual Term (Years) [Member] | ||
Fair value assumptions, measurement input, term | 1 year | 1 year |
Maximum [Member] | Expected Volatility [Member] | ||
Fair value assumptions, measurement input, percentages | 7990.00% | 95.30% |
Temporary Equity (Details Narra
Temporary Equity (Details Narrative) - USD ($) | Jun. 16, 2020 | Mar. 06, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 |
Proceeds from the issuance of Series D Preferred Stock | $ 203,000 | ||||
Series D Convertible Preferred stock, shares outstanding | 203,000 | 456,000 | |||
Series D Convertible Preferred Stock [Member] | |||||
Cumulative cash dividend rate | 8.00% | ||||
Dividend price per share | $ 1 | ||||
Cash dividend, description | Holders of shares of the Series D Preferred Stock are entitled to receive, cumulative cash dividends at the rate of 8% on $1.00 per share of the Series D Preferred Stock per annum (equivalent to $0.08 per annum per share), subject to adjustment. | ||||
Accrued dividend | $ 5,000 | ||||
Trading price, price limit to be classified as temporary equity | $ 0.35 | ||||
Preferred stock, increased par value | $ 1.29 | ||||
Bifurcated redemption feature recognized | $ 200,000 | ||||
Stock Purchase Agreement [Member] | Series D Convertible Preferred Stock [Member] | |||||
Temporary equity, number of shares to be issued | 203,000 | ||||
Proceeds from the issuance of Series D Preferred Stock | $ 203,000 | ||||
Temporary equity, value of shares to be issued | $ 203,000 | ||||
Series D Convertible Preferred stock, shares outstanding | 203,000 | ||||
Temporary equity, number of shares redeemed | 253,000 | ||||
Number of shares exchanged, value | $ 339,174 |
Temporary Equity - Schedule of
Temporary Equity - Schedule of Temporary Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Mar. 31, 2020 | |
Total temporary equity, beginning balance | $ 462 | |
Total temporary equity, shares, beginning balance | 456,000 | |
Total temporary equity, ending balance | $ 208 | |
Total temporary equity, shares, ending balance | 203,000 | |
Series D Preferred Stock [Member] | ||
Total temporary equity, beginning balance | $ 463 | $ 462 |
Total temporary equity, shares, beginning balance | 462,876 | 461,839 |
Issuance of Series D convertible preferred stock for cash | $ 203 | |
Issuance of Series D convertible preferred stock for cash, shares | 203,000 | |
Offering cost related to issuance of Series D convertible preferred stock | $ (3) | |
Offering cost related to issuance of Series D convertible preferred stock, shares | ||
Deemed dividends related to immediate accretion of offering cost | $ 3 | |
Deemed dividends related to immediate accretion of offering cost, shares | ||
Accrued Series D preferred stock dividends | $ 8 | $ 9 |
Accrued Series D preferred stock dividends, shares | 8,330 | 8,868 |
Bifurcated redemption feature of Series D convertible preferred stock | $ (171) | |
Bifurcated redemption feature of Series D convertible preferred stock, shares | ||
Deemed dividends related to immediate accretion of bifurcated redemption feature of Series D convertible preferred stock | $ 171 | |
Deemed dividends related to immediate accretion of bifurcated redemption feature of Series D convertible preferred stock, shares | ||
Redemption of Series D preferred stock (including accrued dividends) | $ (263) | $ (211) |
Redemption of Series D preferred stock (including accrued dividends), shares | (263,037) | (210,831) |
Total temporary equity, ending balance | $ 208 | $ 463 |
Total temporary equity, shares, ending balance | 208,169 | 462,876 |
Temporary Equity - Schedule o_2
Temporary Equity - Schedule of Redemption of Preferred Stock Issued (Details) - Series D Preferred Stock [Member] - USD ($) $ / shares in Units, $ in Thousands | Jun. 16, 2020 | Mar. 06, 2020 |
Series D preferred stock issued | 253,000 | 203,000 |
Per share value | $ 1 | $ 1 |
Series D preferred stock value | $ 253 | $ 203 |
Accrued dividends | 10 | 8 |
Preferred stock redemption gross | $ 263 | $ 211 |
Redemption percentage | 1.29% | 1.29% |
Total | $ 339 | $ 272 |
Stockholders' Equity_ (Deficit)
Stockholders' Equity/ (Deficit) (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Apr. 23, 2020 | Apr. 02, 2020 | Apr. 02, 2020 | Mar. 20, 2020 | Mar. 19, 2020 | Feb. 20, 2020 | Jan. 02, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Jun. 08, 2020 | May 25, 2020 | Apr. 28, 2020 |
Reserved for issuance to certain shareholders | 4,912,069 | ||||||||||||||||
Value of common stock shares issued | $ 2,297 | $ 422 | $ 1,778 | ||||||||||||||
Term of granted options | 8 years 1 month 6 days | ||||||||||||||||
Expected dividend yield | 0.00% | ||||||||||||||||
Unrecognized stock-based compensation expense | |||||||||||||||||
Fair value of warrants | (18) | (1,124) | $ (3) | $ (3,601) | |||||||||||||
Number of warrants issued | 55,172 | 142,118 | 142,118 | ||||||||||||||
Convertible note, value | $ 400 | $ 1,100,000 | |||||||||||||||
Warrant exercise price, per share | $ 9 | $ 7.74 | $ 7.74 | ||||||||||||||
Warrant term | 3 years | 5 years | 5 years | ||||||||||||||
2014 Equity Incentive Stock Plan [Member] | |||||||||||||||||
Options granted | 16,667 | ||||||||||||||||
Term of granted options | 10 years | ||||||||||||||||
Number of stock options issued and outstanding | 8,051,098 | ||||||||||||||||
2020 Equity Incentive Stock Plan [Member] | |||||||||||||||||
Options granted | 12,116,646 | ||||||||||||||||
Consulting Services [Member] | |||||||||||||||||
Shares issued during period for services, shares | 275,000 | ||||||||||||||||
Shares issued during period for services, value | $ 2,300 | ||||||||||||||||
Consulting Services One [Member] | |||||||||||||||||
Shares issued during period for services, shares | 2,500 | 343,789 | |||||||||||||||
Shares issued during period for services, value | $ 26 | $ 3,100 | |||||||||||||||
Issuance of Common Stock in Connection with Convertible Notes [Member] | |||||||||||||||||
Value of common stock shares issued | $ 200 | $ 300 | |||||||||||||||
Issuance of common stock shares for cash | 25,000 | 62,500 | |||||||||||||||
Joint Business Development Agreement [Member] | Restricted Common Stock [Member] | |||||||||||||||||
Shares issued during period for services, shares | 200,000 | ||||||||||||||||
Shares issued during period for services, value | $ 1,800 | ||||||||||||||||
Digital Likeness Development Agreement [Member] | |||||||||||||||||
Shares issued during period for services, shares | 62,500 | ||||||||||||||||
Shares issued during period for services, value | $ 600 | ||||||||||||||||
Mayweather Agreement [Member] | |||||||||||||||||
Options granted | 280,000 | ||||||||||||||||
Term of granted options | 5 years | ||||||||||||||||
Stock option, exercise price | $ 7.20 | ||||||||||||||||
Fair value of stock options granted | $ 1,031 | ||||||||||||||||
Stock option expiration date | Dec. 21, 2024 | ||||||||||||||||
Note Purchase Agreement [Member] | |||||||||||||||||
Value of common stock shares issued | $ 7,500 | ||||||||||||||||
Issuance of common stock shares for cash | 900,000 | ||||||||||||||||
Share issued price per share | $ 8.35 | $ 10 | |||||||||||||||
Convertible note, value | $ 1,700 | $ 1,500 | |||||||||||||||
Purchase Agreements [Member] | |||||||||||||||||
Number of warrants issued | 3,735,922 | ||||||||||||||||
Warrant exercise price, per share | $ 7 | ||||||||||||||||
Warrant term | 1 year 6 months | ||||||||||||||||
Common Stock [Member] | |||||||||||||||||
Value of common stock shares issued | |||||||||||||||||
Issuance of common stock shares for cash | 795,593 | 378,098 | |||||||||||||||
Shares issued during period for services, shares | 200,000 | ||||||||||||||||
Shares issued during period for services, value | $ 1,600 | ||||||||||||||||
Options granted | 343,789 | 1,040,000 | |||||||||||||||
Options [Member] | |||||||||||||||||
Options granted | 280,000 | ||||||||||||||||
Term of granted options | 10 years | ||||||||||||||||
Expected dividend yield | 0.00% | ||||||||||||||||
Unrecognized stock-based compensation expense | $ 38,000 | $ 38,000 | $ 0 | ||||||||||||||
Weighted average period of stock options | 2 years 8 months 12 days | 0 years | |||||||||||||||
Weighted average grant date fair value of options, per share | $ 4.20 | $ 4.20 | |||||||||||||||
Weighted average grant date fair value of options | $ 1,300 | $ 1,300 | |||||||||||||||
FB Loan Warrant[Member] | Note Purchase Agreement [Member] | |||||||||||||||||
Warrant to purchase common stock shares | 3,269,231 | ||||||||||||||||
Fair value of warrants | $ 15,600 | ||||||||||||||||
Pulse Evolution Corporation [Member] | Common Stock [Member] | |||||||||||||||||
Value of common stock shares issued | $ 1,201,749 | $ 4,928,829 | |||||||||||||||
Common stock issued in exchange for subsidiary shares | 14,222,975 | 17,950,055 | |||||||||||||||
Reduction of noncontrolling interest | $ 900 | $ 2,000 | |||||||||||||||
ARETE Wealth Management [Member] | |||||||||||||||||
Number of warrants issued | 275,000 | ||||||||||||||||
Warrant exercise price, per share | $ 5 | ||||||||||||||||
Officer [Member] | Issuance of Common Stock for Employee Compensation [Member] | |||||||||||||||||
Value of common stock shares issued | $ 2,700 | ||||||||||||||||
Issuance of common stock shares for cash | 300,000 | ||||||||||||||||
Share issued price per share | $ 9 | ||||||||||||||||
Private Placement [Member] | Investors [Member] | |||||||||||||||||
Value of common stock shares issued | $ 2,300 | $ 500 | |||||||||||||||
Issuance of common stock shares for cash | 795,593 | 170,391 | |||||||||||||||
Purchase Agreement [Member] | Investors [Member] | May 11, 2020 to June 8, 2020 [Member] | |||||||||||||||||
Value of common stock shares issued | $ 26,100 | ||||||||||||||||
Issuance of common stock shares for cash | 3,735,922 | ||||||||||||||||
Share issued price per share | $ 7 | $ 7 | |||||||||||||||
Series A Preferred Stock [Member] | |||||||||||||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||||||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||
Series B Preferred Stock [Member] | |||||||||||||||||
Preferred stock, shares authorized | 1,000,000 | ||||||||||||||||
Preferred stock, par value | $ 0.0001 | ||||||||||||||||
Series C Preferred Stock [Member] | |||||||||||||||||
Preferred stock, shares authorized | 41,000,000 | ||||||||||||||||
Preferred stock, par value | $ 0.0001 | ||||||||||||||||
Series X Preferred Stock [Member] | |||||||||||||||||
Preferred stock, shares authorized | 1,000,000 | ||||||||||||||||
Preferred stock, par value | $ 0.0001 | ||||||||||||||||
Series AA Convertible Preferred Stock [Member] | |||||||||||||||||
Preferred stock, shares authorized | 35,800,000 | ||||||||||||||||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | |||||||||||||||
Preferred stock voting rights | Each share of Series AA Preferred Stock shall have 0.8 votes per share (the Voting Rate") on any matter submitted to the holders of the Common Stock for a vote and shall vote together with the Common Stock on such matters for as long as the Series AA Preferred Stock is outstanding. | Each share of Series AA Convertible Preferred Stock is entitled to 0.8 votes per share and is convertible into two shares of our common stock, only in connection with a bona fide transfer to a third party pursuant to Security and Exchange Commission (the "Commission") Rule 144. |
Stockholders' Equity_ (Defici_2
Stockholders' Equity/ (Deficit) - Schedule of Stock Option Activity (Details) | 6 Months Ended |
Jun. 30, 2020USD ($)$ / sharesshares | |
Equity [Abstract] | |
Number of Shares Outstanding, Beginning Balance | shares | 16,667 |
Number of Shares Outstanding, Options assumed from merger | shares | 8,051,098 |
Number of Shares Outstanding, Granted | shares | 5,747,039 |
Number of Shares Outstanding, Forfeited or expired | shares | (359,331) |
Number of Shares Outstanding, Ending Balance | shares | 13,445,473 |
Number of Shares, Options Vested and Exercisable, Ending Balance | shares | 5,442,709 |
Weighted Average Exercise Price, Beginning Balance | $ 28.20 |
Weighted Average Exercise Price, Options assumed from merger | 1.31 |
Weighted Average Exercise Price, Granted | 8.51 |
Weighted Average Exercise Price, Forfeited or expired | 0.75 |
Weighted Average Exercise Price, Ending Balance | 4.44 |
Weighted Average Exercise Price Options Vested and Exercisable, Ending Balance | $ 4.43 |
Total Intrinsic Value, Beginning Balance | $ | |
Total Intrinsic Value, Granted | |
Total Intrinsic Value, Ending Balance | $ | $ 81,360 |
Total Intrinsic Value Options Vested and Exercisable, Ending Balance | $ | $ 81,378 |
Weighted Average Remaining Contractual Life (in Years), Beginning Balance | 8 years 1 month 6 days |
Weighted Average Remaining Contractual Life (in Years), Ending Balance | 8 years 3 months 19 days |
Weighted Average Remaining Contractual Life (in Years) Options vested and Exercisable, Ending Balance | 6 years 10 months 25 days |
Stockholders' Equity _ (Defic_3
Stockholders' Equity / (Deficit) - Schedule of Stock options Assumptions (Details) | 6 Months Ended |
Jun. 30, 2020 | |
Dividend yield | 0.00% |
Expected volatility, minimum | 76.00% |
Expected volatility, maximum | 88.10% |
Risk free rate, minimum | 0.24% |
Risk free rate, maximum | 0.30% |
Minimum [Member] | |
Derived service period | 1 year 7 months 2 days |
Maximum [Member] | |
Derived service period | 1 year 10 months 28 days |
Stockholders' Equity_ (Defici_3
Stockholders' Equity/ (Deficit) - Summary of Outstanding Warrants Activity (Details) | 6 Months Ended |
Jun. 30, 2020USD ($)$ / sharesshares | |
Equity [Abstract] | |
Number of Warrants Outstanding, Beginning Balance | shares | 200,007 |
Number of Warrants Outstanding, Issued | shares | 7,477,443 |
Number of Warrants Outstanding, Expired | shares | (200,000) |
Number of Warrants Outstanding, Ending Balance | shares | 7,477,450 |
Number of Warrants Exercisable, Ending Balance | shares | 7,477,450 |
Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 12.15 |
Weighted Average Exercise Price, Issued | $ / shares | 6.08 |
Weighted Average Exercise Price, Expired | $ / shares | |
Weighted Average Exercise Price, Ending Balance | $ / shares | 6.10 |
Weighted Average Exercise Price, Ending Balance | $ / shares | $ 6.10 |
Total Intrinsic Value, Beginning Balance | $ | |
Total Intrinsic Value, Issued | $ | 32,670 |
Total Intrinsic Value, Expired | $ | |
Total Intrinsic Value, Ending Balance | $ | 32,670 |
Total Intrinsic Value, Warrants exercisable Ending Balance | $ | $ 32,670 |
Leases (Details Narrative)
Leases (Details Narrative) $ in Thousands | Apr. 02, 2020USD ($) | Feb. 14, 2019USD ($) | Feb. 29, 2020USD ($)ft² | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 19, 2019USD ($) |
Right of use assets | $ 5,152 | $ 3,519 | |||||
Welltower, Inc [Member] | |||||||
Area of land | ft² | 6,300 | ||||||
Nexway AG [Member] | |||||||
Right of use assets | $ 0 | 3,500 | $ 3,600 | ||||
Operating lease liabilities | $ 0 | $ 3,500 | $ 3,600 | ||||
Fubo TV Pre-Merger [Member] | |||||||
Annual rent | $ 455 | ||||||
Right of use assets | $ 5,200 | ||||||
Operating lease liabilities | $ 5,200 | ||||||
Operaitng lease, description | As part of the acquisition of fuboTV on April 1, 2020, the Company recognized right of use assets and lease liabilities of $5.2 million for three operating leases. fuboTV had entered into a lease agreement in April 2017 (the "Lease") for approximately 10,000 square feet of office space in New York, NY. The lease commenced in April 2017 and the initial term of the lease is for a period of ten years with an option to renew for an additional five years. The renewal option is not considered in the remaining lease term as the Company is not reasonably certain that it will exercise such option. On January 30, 2018, the Company amended their lease agreement to add approximately 6,600 square feet of office space ("Additional Leased Space"). The lease term commenced in February 2018 and is effective through March 2021. | ||||||
March 1, 2019 Until August 31, 2020 [Member] | |||||||
Annual rent | $ 89 | ||||||
August 31, 2021 [Member] | |||||||
Annual rent | 95 | ||||||
August 31, 2022 [Member] | |||||||
Annual rent | $ 98 |
Leases - Schedule of Operating
Leases - Schedule of Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||||
Operating lease cost | $ 312 | $ 23 | $ 410 | $ 30 |
Variable lease cost | 3 | 15 | 76 | 20 |
Operating lease expense | 315 | 38 | 486 | 50 |
Short-term lease rent expense | 166 | 166 | ||
Total rent expense | $ 481 | $ 38 | $ 652 | $ 50 |
Weighted-average remaining lease term - operating leases | 6 years 7 months 6 days | 1 year 2 months 12 days | 6 years 7 months 6 days | 1 year 2 months 12 days |
Weighted-average monthly discount rate - operating leases | 10.00% | 10.00% | 10.00% | 10.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands | Sep. 09, 2014 | Jul. 18, 2014 | Jul. 31, 2015 | Jun. 30, 2020 | Dec. 31, 2019 | Aug. 27, 2018 |
Plaintiffs seek monetary damages | $ 6,000 | |||||
Evolution AI Corporation [Member] | ||||||
Investment | $ 75 | |||||
PEC [Member] | ||||||
Purchase of restricted shares, shares | 750,000 | |||||
Purchase of restricted, value | $ 300 | |||||
Purchase shares from related party | 800,000 | |||||
Closed Litigation [Member] | ||||||
Loss contingency, accrued | $ 500 | $ 500 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Supplemental Cash Flow Information - Schedule Of Supplemental Cash Flow Information | ||
Supplemental disclosure of cash flow information: Interest paid | $ 4,110 | |
Supplemental disclosure of cash flow information: Income tax paid | ||
Issuance of convertible preferred stock for Merger | 566,124 | |
Reclass of shares settled liability for intangible asset to stock-based compensation | 1,000 | |
Issuance of common stock - subsidiary share exchange | 2,042 | |
Reclass of shares settled liability to additional paid-in capital for issuance of common stock | 9,054 | |
Lender advanced loan proceeds direct to fuboTV | 7,579 | |
Accrued Series D Preferred Stock dividends | 17 | |
Deemed dividend related to immediate accretion of redemption feature of convertible preferred stock settlement of liability | 171 | |
Common stock issued for lease settlement | 130 | |
Right-of-use assets exchanged for operating lease liabilities | $ 5,395 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Jul. 29, 2020 | Jul. 16, 2020 | Jul. 10, 2020 | Jul. 02, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 |
Value of common stock shares issued | $ 2,297,000 | $ 422,000 | $ 1,778,000 | ||||||
Debt face amount | $ 10,050,000 | ||||||||
Stock Purchase Agreement [Member] | |||||||||
Gain on transaction recognized | $ 8,300,000 | ||||||||
Subsequent Event [Member] | Access Credit Agreement [Member] | |||||||||
Debt face amount | $ 10,000,000 | ||||||||
Debt interest rate | 13.00% | ||||||||
Debt instrument, maturity date | Jul. 16, 2023 | ||||||||
Subsequent Event [Member] | Series AA Convertible Preferred Stock [Member] | |||||||||
Number of common stock issued, shares | 6,630,012 | ||||||||
Subsequent Event [Member] | C2A2 Corp, AG Ltd, Aston Fallen [Member] | Share Purchase Agreement [Member] | |||||||||
Number of common stock issued, shares | 1,200,000 | ||||||||
Share purchase, price per share | $ 0.0001 | ||||||||
Number of shares acquired, during period | 1,000 | ||||||||
Number of shares redeemed | 3,633,114 | ||||||||
Common stock redemption, price per share | $ 0.001 | ||||||||
Number of shares exchanged, value | 4,833,114 | ||||||||
Subsequent Event [Member] | Issuance of Common Stock and Warrants for Cash [Member] | Credit Suisse Capital LLC [Member] | |||||||||
Number of common stock issued, shares | 2,162,163 | ||||||||
Share purchase, price per share | $ 9.25 | ||||||||
Value of common stock shares issued | $ 20,000,000 |