Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | May 14, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | Super League Gaming, Inc. | |
Entity Central Index Key | 0001621672 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Is Entity's Reporting Status Current? | Yes | |
Is Entity Emerging Growth Company? | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Interactive Data Current | Yes | |
Entity Incorporation, State or Country Code | DE | |
Entity File Number | 001-38819 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 23,133,918 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current Assets | ||
Cash and cash equivalents | $ 36,742,000 | $ 7,942,000 |
Accounts receivable | 915,000 | 588,000 |
Prepaid expenses and other current assets | 751,000 | 837,000 |
Total current assets | 38,408,000 | 9,367,000 |
Property and equipment, net | 119,000 | 138,000 |
Intangible and other assets, net | 1,927,000 | 1,907,000 |
Goodwill | 2,565,000 | 2,565,000 |
Total assets | 43,019,000 | 13,977,000 |
Current Liabilities | ||
Accounts payable and accrued expenses | 1,637,000 | 1,829,000 |
Deferred revenue | 8,000 | 0 |
Total current liabilities | 1,645,000 | 1,829,000 |
Long-term note payable | 1,211,000 | 1,208,000 |
Total liabilities | 2,856,000 | 3,037,000 |
Commitments and contingencies | ||
Stockholders' Equity | ||
Preferred stock, par value $0.001 per share; 10,000,000 shares authorized; no shares issued or outstanding | 0 | 0 |
Common stock, par value $0.001 per share; 100,000,000 shares authorized; 23,133,918 and 15,483,010 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 33,000 | 25,000 |
Additional paid-in capital | 149,299,000 | 115,459,000 |
Accumulated deficit | (109,169,000) | (104,544,000) |
Total stockholders' equity | 40,163,000 | 10,940,000 |
Total liabilities and stockholders' equity | $ 43,019,000 | $ 13,977,000 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ .001 | $ 0.001 |
Preferred stock, authorized | 10,000,000 | 10,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 23,133,918 | 15,483,010 |
Common stock, outstanding | 23,133,918 | 15,483,010 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Revenues | $ 788,000 | $ 243,000 |
Cost of revenues | 342,000 | 117,000 |
Gross profit | 446,000 | 126,000 |
OPERATING EXPENSES | ||
Selling, marketing and advertising | 1,483,000 | 1,273,000 |
Technology platform development | 1,603,000 | 1,949,000 |
General and administrative | 1,986,000 | 2,052,000 |
Total operating expenses | 5,072,000 | 5,274,000 |
Net operating loss | (4,626,000) | (5,148,000) |
OTHER INCOME (EXPENSE) | ||
Accrued interest expense | (3,000) | 0 |
Other | 4,000 | 14,000 |
Total other income (expense) | 1,000 | 14,000 |
Net loss | $ (4,625,000) | $ (5,134,000) |
Net loss attributable to common stockholders - basic and diluted | ||
Basic and diluted loss per common share | $ (0.23) | $ (0.60) |
Weighted-average number of shares outstanding, basic and diluted | 19,807,775 | 8,584,834 |
CONDENSED STATEMENTS OF STOCKHO
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) | Common Stock | Additional Paid-In-Capital | Accumulated Deficit | Total |
Beginning balance, shares at Dec. 31, 2019 | 8,573,922 | |||
Beginning balance, amount at Dec. 31, 2019 | $ 18,000 | $ 99,237,000 | $ (85,812,000) | $ 13,443,000 |
Stock-based compensation, shares | 21,820 | |||
Stock-based compensation, amount | 677,000 | 677,000 | ||
Net loss | (5,134,000) | (5,134,000) | ||
Ending balance, shares at Mar. 31, 2020 | 8,595,742 | |||
Ending balance, amount at Mar. 31, 2020 | $ 18,000 | 99,914,000 | (90,946,000) | 8,986,000 |
Beginning balance, shares at Dec. 31, 2020 | 15,483,010 | |||
Beginning balance, amount at Dec. 31, 2020 | $ 25,000 | 115,459,000 | (104,544,000) | 10,940,000 |
Issuance of common stock at $2.60 per share (Note 5), shares | 3,076,924 | |||
Issuance of common stock at $2.60 per share (Note 5), amount | $ 3,000 | $ 7,924,000 | $ 7,927,000 | |
Issuance of common stock at $4.10 per share (Note 5), shares | 2,926,830 | |||
Issuance of common stock at $4.10 per share (Note 5), amount | 3,000 | 11,927,000 | 11,930,000 | |
Issuance of common stock at $9.00 per share (Note 5), shares | 1,512,499 | |||
Issuance of common stock at $9.00 per share (Note 5), amount | $ 2,000 | $ 13,540,000 | $ 13,542,000 | |
Stock-based compensation, shares | 134,655 | |||
Stock-based compensation, amount | 411,000 | 411,000 | ||
Stock option exercises | 38,000 | 38,000 | ||
Net loss | (4,625,000) | (4,625,000) | ||
Ending balance, shares at Mar. 31, 2021 | 23,133,918 | |||
Ending balance, amount at Mar. 31, 2021 | $ 33,000 | $ 149,299,000 | $ (109,169,000) | $ 40,163,000 |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (4,625,000) | $ (5,134,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 266,000 | 525,000 |
Stock-based compensation | 411,000 | 702,000 |
Changes in assets and liabilities: | ||
Accounts receivable | (327,000) | (76,000) |
Prepaid expenses and other current assets | 86,000 | (560,000) |
Accounts payable and accrued expenses | (192,000) | 1,242,000 |
Deferred revenue | 8,000 | (87,000) |
Accrued interest on note payable | 3,000 | 0 |
Net cash used in operating activities | (4,370,000) | (3,388,000) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of property and equipment | (2,000) | (4,000) |
Capitalization of software development costs | (192,000) | (240,000) |
Acquisition of other intangible assets | (73,000) | (39,000) |
Net cash used in investing activities | (267,000) | (283,000) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from issuance of common stock, net of issuance costs (Note 5) | 33,399,000 | 0 |
Proceeds from common stock option exercises | 38,000 | 0 |
Net cash provided by financing activities | 33,437,000 | 0 |
Increase in cash | 28,800,000 | (3,671,000) |
Cash - beginning of period | 7,942,000 | 8,442,000 |
Cash - end of period | $ 36,742,000 | $ 4,771,000 |
1. DESCRIPTION OF BUSINESS
1. DESCRIPTION OF BUSINESS | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS | Super League Gaming, Inc. (“Super League,” the “Company,” “we” or “our”) Super League was incorporated on October 1, 2014 as Nth Games, Inc. under the laws of the State of Delaware and changed its name to Super League Gaming, Inc. on June 15, 2015. We are an “emerging growth company” as defined by the Jumpstart Our Business Startups Act of 2012, as amended. Proposed Acquisition of Mobcrush Streaming, Inc. On March 9, 2021, we entered into an Agreement and Plan of Merger (the “MC Merger Agreement”) by and among Mobcrush Streaming, Inc. (“Mobcrush”), the Company, and SLG Merger Sub II, Inc., a wholly-owned subsidiary of the Company (“Merger Co”). The MC Merger Agreement provides for the acquisition of Mobcrush by Super League pursuant to the merger of Merger Co with and into Mobcrush, with Mobcrush as the surviving corporation (the “Merger”). Upon completion of the Merger, Mobcrush will be a wholly-owned subsidiary of the Company. In accordance with the terms and subject to the conditions of the MC Merger Agreement: (A) each outstanding share of Mobcrush common stock ("Mobcrush Common Stock") and Mobcrush preferred stock ("Mobcrush Preferred Stock", and with the Mobcrush Common Stock, the "Mobcrush Stock") (other than dissenting shares) will be canceled and converted into the right to receive (i) 0.528 shares of Super League’s common stock, as determined in the MC Merger Agreement (the “Share Conversion Ratio”), and (ii) any cash in lieu of fractional shares of common stock otherwise issuable under the MC Merger Agreement (the "Merger Consideration"). Subject to certain adjustments and other terms and conditions more specifically set forth in the MC Merger Agreement, we will be issuing 12,582,204 shares of the Company’s common stock as the Merger Consideration. The MC Merger Agreement contains representations, warranties and covenants of each of the parties thereto that are customary for transactions of this type. On April 20, 2021, we entered into an amendment to the MC Merger Agreement (the “Merger Agreement Amendment”). For information regarding the Merger Agreement Amendment, please see Note 6, Subsequent Events, below. The obligations of Super League and Mobcrush to consummate the Merger are subject to certain closing conditions, including, but not limited to, (i) the approval of Mobcrush's and our shareholders, (ii) Mobcrush and our reaching an agreement as to the treatment of Mobcrush's unvested options exercisable for shares of Mobcrush Common Stock, which agreement was reached on April 20, 2021, (iii) receipt of any necessary regulatory approvals, (iv) the execution and delivery of certain support agreements pursuant to which officers, directors and certain stockholders of Super League and Mobcrush agree to vote in favor any and all stockholder proposals related to the Merger, and (v) the execution and delivery of the Registration Rights Agreement, pursuant to which we provided Mobcrush stockholders with certain registration rights for the shares of common stock issuable as Merger Consideration. We filed our Definitive Proxy Statement (the “Proxy”) with the SEC on April 30, 2021, inviting our stockholders of record to attend the 2021 annual meeting of stockholders of Super League Gaming, Inc., to be held at 10:00 a.m., Pacific Time, on May 27, 2021. In addition to certain routine matters, the Proxy requests our stockholders to approve of the issuance of a total of 12,582,204 shares of our common stock in exchange for all issued and outstanding securities of Mobcrush pursuant to the MC Merger Agreement (the “Mobcrush Issuance Proposal”). The proxy discloses that the request of our stockholders to approve of the Mobcrush Issuance Proposal is being made in order to comply with Listing Rule 5635 of the Nasdaq Stock Market. |
2. SUMMARY OF SIGNIFICANT ACCOU
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Basis of Presentation The accompanying condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, certain information and footnotes required by U.S. GAAP in annual financial statements have been omitted or condensed in accordance with quarterly reporting requirements of the Securities and Exchange Commission (“SEC”). These interim financial statements should be read in conjunction with our audited financial statements for the year ended December 31, 2020 included in our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on March 19, 2021. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The condensed interim financial statements of Super League include all adjustments of a normal recurring nature which, in the opinion of management, are necessary for a fair statement of Super League’s financial position as of March 31, 2021, and results of its operations and its cash flows for the interim periods presented. The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results to be expected for the entire fiscal year. Reclassifications Certain reclassifications to operating expense line items have been made to prior year amounts for consistency and comparability with the current year’s financial statements presentation. These reclassifications had no effect on the reported total operating expenses for the periods presented. 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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. The Company believes that, of the significant accounting policies described herein, the accounting policies associated with revenue recognition, stock-based compensation expense, capitalized internal-use-software costs, and valuation allowances against net deferred tax assets, require its most difficult, subjective or complex judgments. Revenue Recognition Revenue is recognized when the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods and services. In this regard, revenue is recognized when: (i) the parties to the contract have approved the contract (in writing, orally, or in accordance with other customary business practices) and are committed to perform their respective obligations; (ii) the entity can identify each party’s rights regarding the goods or services to be transferred; (iii) the entity can identify the payment terms for the goods or services to be transferred; (iv) the contract has commercial substance (that is, the risk, timing, or amount of the entity’s future cash flows is expected to change as a result of the contract); and (v) it is probable that the entity will collect substantially all of the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. Transaction prices are based on the amount of consideration to which we expect to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties, if any. We consider the explicit terms of the revenue contract, which are typically written and executed by the parties, our customary business practices, the nature, timing, and the amount of consideration promised by a customer in connection with determining the transaction price for our revenue arrangements. Refunds and sales returns historically have not been material. Super League generates revenues from (i) advertising, serving as a marketing channel for brands and advertisers to reach their target audiences of gamers across our network, (ii) content, curating and distributing esports and entertainment content for our own network of digital channels and media and entertainment partner channels and (iii) direct to consumer offers including digital subscriptions, digital goods, gameplay access fees and merchandise sales. Revenue billed or collected in advance is recorded as deferred revenue until the event occurs or until applicable performance obligations are satisfied. Advertising and Sponsorships Advertising revenue primarily consists of direct sales activity along with sales of programmatic display and video advertising units to third-party advertisers and exchanges. Advertising arrangements typically include contract terms for time periods ranging from several days to several weeks in length. For advertising arrangements that include performance obligations satisfied over time, customers typically simultaneously receive and consume the benefits under the arrangement as we satisfy our performance obligations, over the applicable contract term. As such, revenue is recognized over the contract term based upon estimates of progress toward complete satisfaction of the contract performance obligations (typically utilizing a time, effort or delivery-based method of estimation). Revenue from shorter term advertising arrangements that provide for a contractual delivery or performance date is recognized when performance is substantially complete and or delivery occurs. Payments are typically due from customers during the term of the arrangement for longer-term campaigns, and once delivery is complete for shorter-term campaigns. Sponsorship revenue arrangements may include: exclusive or non-exclusive title sponsorships, marketing benefits, official product status exclusivity, product visibly and additional infrastructure placement, social media rights, rights to on-screen activations and promotions, display material rights, media rights, hospitality and tickets and merchandising rights. Sponsorship revenues also include revenues pursuant to arrangements with brand and media partners, retail venues, game publishers and broadcasters that allow our partners to run amateur esports experiences, and or capture specifically curated gameplay content that is customized for our partners’ distribution channels. Sponsorship arrangements typically include contract terms for time periods ranging from several weeks or months to terms of twelve months in length. For sponsorship arrangements that include performance obligations satisfied over time, customers typically simultaneously receive and consume the benefits under the agreement as we satisfy our performance obligations, over the applicable contract term. As such, revenue is recognized over the contract term based upon estimates of progress toward complete satisfaction of the contract performance obligations (typically utilizing a time, effort or delivery-based method of estimation). Payments are typically due from customers during the term of the arrangement. Revenue from sponsorship arrangements for one-off branded experiences and/or the development of content tailored specifically for our partners’ distribution channels that provide for a contractual delivery or performance date, is recognized at a point in time, when performance is substantially complete and or delivery occurs. Content Content sales revenue is generated in connection with our curation and distribution of esports and entertainment content for our own network of digital channels and media and entertainment partner channels. We distribute three primary types of content for syndication and licensing, including: (1) our own original programming content, (2) user generated content (“UGC”), including online gameplay and gameplay highlights, and (3) the creation of content for third parties utilizing our remote production and broadcast technology. For content arrangements that include performance obligations satisfied over time, customers typically simultaneously receive and consume the benefits under the arrangement as we satisfy our performance obligations, over the applicable contract term. As such, revenue is recognized over the contract term based upon estimates of progress toward complete satisfaction of the contract performance obligations (typically utilizing a time, effort or delivery-based method of estimation). Revenue from shorter term content sales arrangements that provide for a contractual delivery or performance date is recognized when performance is substantially complete and or delivery occurs. Payments are typically due from customers during the term of the arrangement for longer-term campaigns, and once delivery is complete for shorter-term campaigns. Payments are typically due from customers during the term of the arrangement for longer-term campaigns, and once delivery is complete for shorter-term campaigns. Direct to Consumer Direct to consumer revenues primarily consist of primarily monthly digital subscription fees, and sales of digital goods and merchandise. Subscription revenue is recognized in the period the services are rendered. Payments are typically due from customers at the point of sale. Revenue was comprised of the following for the periods presented: Three Months Ended March 31, 2021 2020 Advertising and sponsorships $ 558,000 $ 207,000 Content sales 166,000 21,000 Direct to Consumer 64,000 15,000 $ 788,000 $ 243,000 For the three months ended March 31, 2021 and 2020, 55% and 21% of revenues were recognized at a single point in time, and 45% and 79% of revenues were recognized over time, respectively. Cost of Revenues Cost of revenues includes direct costs incurred in connection with the satisfaction of performance obligations under our revenue arrangements including direct labor, creative and broadcast related contract services, talent and influencers, content capture and production services, direct marketing, prizing, platform costs and venue fees. Advertising Gaming experience and Super League brand related advertising costs include the cost of ad production, social media, print media, marketing, promotions, and merchandising. The Company expenses advertising costs as incurred. Advertising costs are included in selling, marketing and advertising expenses in the accompanying statements of operations. Advertising expenses for the three months ended March 31, 2021 and 2020 were $134,000 and $67,000, respectively. Technology Platform and Infrastructure Costs Technology platform and infrastructure costs include (i) allocated personnel costs, including salaries, noncash stock compensation, taxes and benefits related to our internal software developers and engineers, employed by Super League, engaged in the operation, maintenance, management, administration, testing and enhancement of our proprietary gaming and content technology platform, (ii) third-party contract software development and engineering resources engaged in developing and enhancing our proprietary gaming and content technology platform (iii) the amortization of capitalized internal use software costs, and (iv) technology platform related cloud services, broadband and other technology platform costs. Intangible Assets Intangible assets primarily consist of (i) internal-use software development costs, (ii) domain name, copyright and patent registration costs, (iii) commercial licenses and branding rights and (iv) other intangible assets, which are recorded at cost and amortized using the straight-line method over the estimated useful lives of the assets, ranging from three to 10 years. Software development costs incurred to develop internal-use software during the application development stage are capitalized and amortized on a straight-line basis over the software’s estimated useful life, which is generally three years. Software development costs incurred during the preliminary stages of development are charged to expense as incurred. Maintenance and training costs are charged to expense as incurred. Upgrades or enhancements to existing internal-use software that result in additional functionality are capitalized and amortized on a straight-line basis over the applicable estimated useful life. Impairment of Long-Lived Assets The Company assesses the recoverability of long-lived assets whenever events or changes in circumstances indicate that their carrying value may not be recoverable. If the cost basis of a long-lived asset is greater than the projected future undiscounted net cash flows from such asset, an impairment loss is recognized. Impairment losses are calculated as the difference between the cost basis of an asset and its estimated fair value. Management believes that there was no impairment of long-lived assets for the periods presented herein. There can be no assurance, however, that market conditions or demand for the Company’s products or services will not change, which could result in long-lived asset impairment charges in the future. Stock-Based Compensation Compensation expense for stock-based awards is measured at the grant date, based on the estimated fair value of the award, and is recognized as an expense, typically on a straight-line basis over the employee’s requisite service period (generally the vesting period of the equity award) which is generally two to four years. Compensation expense for awards with performance conditions that affect vesting is recorded only for those awards expected to vest or when the performance criteria are met. The fair value of restricted stock and restricted stock unit awards is determined by the product of the number of shares or units granted and the grant date market price of the underlying common stock. The fair value of stock option and common stock purchase warrant awards is estimated on the date of grant utilizing the Black-Scholes-Merton option pricing model. The Company utilizes the simplified method for estimating the expected term for options granted to employees due to the lack of available or sufficient historical exercise data for the Company for the applicable options terms. The Company accounts for forfeitures of awards as they occur. Grants of equity-based awards (including warrants) to non-employees in exchange for consulting or other services are accounted for using the grant date fair value of the equity instruments issued. Noncash stock-based compensation expense for the periods presented was included in the following financial statement line items: Three Months Ended March 31, 2021 2020 Sales, marketing and advertising $ 183,000 $ 173,000 Technology platform and infrastructure 33,000 89,000 General and administrative 195,000 440,000 Total noncash stock compensation expense $ 411,000 $ 702,000 Equity Financing Costs Specific incremental costs directly attributable to a proposed or actual offering of securities or debt are deferred and charged against the gross proceeds of the financing. In the event that the proposed or actual financing is not completed, or is deemed not likely to be completed, such costs are expensed in the period that such determination is made. Deferred financing costs, if any, are included in other current assets in the accompanying balance sheet. For the three months ended March 31, 2021 and 2020, financing costs charged against gross proceeds in connection with equity financings totaled $215,000 and $0, respectively. Risks and Uncertainties Concentrations For the three months ended March 31, 2021 and 2020, three customers accounted for 43% and four customers accounted for 79% of revenue, respectively. At March 31, 2021, five customers accounted for 58% of accounts receivable. At December 31, 2020, two customers accounted for 39% of accounts receivable. At March 31, 2021, one vendor accounted for 25% of accounts payable. At December 31, 2020, three vendors accounted for 52% of accounts payable. Earnings (Loss) Per Share Basic earnings (loss) per share is computed by dividing the income or loss by the weighted-average number of outstanding shares of common stock for the applicable period. Diluted earnings per share is computed by dividing the income or loss by the weighted-average number of outstanding shares of common stock for the applicable period, including the dilutive effect of common stock equivalents. Potentially dilutive common stock equivalents primarily consist of employee stock options, warrants issued to employees and non-employees in exchange for services and warrants issued in connection with financings. All outstanding stock options, restricted stock units and warrants, totaling 4,364,000 and 4,470,000 at March 31, 2021 and December 31, 2020, respectively, have been excluded from the computation of diluted loss per share because the effect of inclusion would have been anti-dilutive. Recent Accounting Guidance Recent Accounting Pronouncements – Not Yet Adopted. In February 2016, the FASB issued an ASU that requires lessees to present right-of-use assets and lease liabilities on the balance sheet. The new guidance is to be applied using a modified retrospective approach at the beginning of the earliest comparative periods in the financial statements and is effective for fiscal years beginning after December 15, 2021 and early adoption is permitted. The Company is evaluating the impact that this guidance will have on its financial position, results of operations and financial statement disclosures. In June 2016, the FASB issued guidance on the measurement and recognition of credit losses on most financial assets. For trade receivables, loans, and held-to-maturity debt securities, the current probable loss recognition methodology is being replaced by an expected credit loss model. For available-for-sale debt securities, the recognition model on credit losses is generally unchanged, except the losses will be presented as an adjustable allowance. The guidance will be applied retrospectively with the cumulative effect recognized as of the date of adoption. The guidance will become effective at the beginning of the Company’s first quarter of the fiscal year ending December 31, 2021 but can be adopted as early as the beginning of the first quarter of fiscal year ending December 31, 2020. The Company is currently assessing the impact that adopting this new accounting guidance will have on its financial statements and footnote disclosures. |
3. INTANGIBLE AND OTHER ASSETS
3. INTANGIBLE AND OTHER ASSETS | 3 Months Ended |
Mar. 31, 2021 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
INTANGIBLE AND OTHER ASSETS | Intangible and other assets consisted of the following for the periods presented: March 31, 2021 December 31, 2020 (Unaudited) Capitalized software development costs $ 3,483,000 $ 3,291,000 Trade name 189,000 189,000 Domain 68,000 68,000 Copyrights and other 507,000 435,000 4,247,000 3,983,000 Less: accumulated amortization (2,320,000 ) (2,076,000 ) Intangible and other assets, net $ 1,927,000 $ 1,907,000 Amortization expense totaled $244,000 and $493,000 for the three months ended March 31, 2021 and 2020, respectively. In April 2020, we amended an arrangement with a third party terminating certain rights and licenses from a prior agreement, as amended, focused on in-person gamplay in gaming centers, and securing other rights and licenses from the third party, focused on online play at home. As a result of the termination of the rights and licenses related to the prior arrangement, the Company accelerated the amortization of the remaining balance related to the prior rights and licenses, totaling $306,000, which is included in technology platform and infrastructure expense in the accompanying statement of operations for the three months ended March 31, 2020. |
4. NOTES PAYABLE
4. NOTES PAYABLE | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | Long-Term Note Payable On May 4, 2020, the Company entered into a potentially forgivable loan from the U.S. Small Business Administration (“SBA”) resulting in net proceeds of $1,200,047 pursuant to the Paycheck Protection Program (“PPP”) enacted by Congress under the CARES Act administered by the SBA (the “PPP Loan”). To facilitate the PPP Loan, the Company entered into a Note Payable Agreement with a bank (the “Lender”) (the “PPP Loan Agreement”). The PPP Loan will mature on May 4, 2022. However, under the CARES Act and the PPP Loan Agreement, all payments of both principal and interest will be deferred until at least December 4, 2020. The PPP Loan accrues interest at a rate of 1.00% per annum, and interest will continue to accrue throughout the period the PPP Loan is outstanding, or until it is forgiven. The Company has applied for forgiveness of all loan proceeds used to pay payroll costs and other qualifying expenses during the 24-week period following receipt of the loan, and believes that the Company maintained its employment and compensation within applicable parameters during such period. The Company’s forgiveness application is currently awaiting review and processing with the SBA. Any amounts forgiven will not be included in the Company’s taxable income. As specifically intended under the program, the PPP Loan, together with our cost savings initiatives, helped us to continue operations without salary reductions, layoffs or furloughs, during the challenging and uncertain economic environment created by the COVID-19 pandemic. The PPP Loan is accounted for as a financial liability in accordance with FASB ASC 470, “ Debt The proceeds from the PPP Loan are recorded as a long-term liability on the balance sheet until either (1) the loan is, in part or wholly, forgiven and the company has been “legally released” or (2) the Company pays off the loan to the Lender. Once the loan is, in part or wholly, forgiven, and legal release is received, the Company will reduce the liability by the amount forgiven and record a gain on extinguishment in the statement of operations in the period of extinguishment. |
5. STOCKHOLDERS' EQUITY
5. STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2021 | |
Stockholders' Equity | |
STOCKHOLDERS' EQUITY | Financing Activities In January 2021, the Company issued 3,076,924 shares of common stock at a price of $2.60 per share, raising aggregate net proceeds of approximately $8.0 million, after deducting offering expenses totaling $73,000. In February 2021, the Company issued 2,926,830 shares of common stock at a price of $4.10 per share, raising aggregate net proceeds of approximately $12.0 million, after deducting offering expenses totaling $70,000. In March 2021, the Company issued 1,512,499 shares of common stock at a price of $9.00 per share, raising aggregate net proceeds of approximately $13.6 million, after deducting offering expenses totaling $72,000. The offerings described above were made pursuant to an effective shelf registration statement on Form S-3, which was originally filed with the Securities and Exchange Commission on April 10, 2020 (File No. 333-237626). The net proceeds from these offerings are intended to be used for working capital and other general corporate purposes, including sales and marketing activities, product development and capital expenditures. The Company may also use a portion of the net proceeds for the acquisition of, or investment in, technologies, solutions or businesses. |
6. SUBSEQUENT EVENTS
6. SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | The Company evaluated subsequent events for their potential impact on the financial statements and disclosures through the date the financial statements were available to be issued and determined that, except as set forth below, no subsequent events occurred that were reasonably expected to impact the financial statements presented herein. Amendment to MC Merger Agreement On April 20, 2021, the Company and Mobcrush entered into Amendment No. 1 to the MC Merger Agreement, pursuant to which the MC Merger Agreement was modified as follows: (i) the termination date was extended to June 30, 2021, and (ii) all vested options of Mobcrush Common Stock will be exercised prior to the consummation of Merger, and all unvested options will be cancelled. Any and all vested options exercised prior to the closing of the Merger will not increase the 12,582,204 shares of the Company’s common stock expected to be issued to Mobcrush equity holders as Merger Consideration. |
2. SUMMARY OF SIGNIFICANT ACC_2
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, certain information and footnotes required by U.S. GAAP in annual financial statements have been omitted or condensed in accordance with quarterly reporting requirements of the Securities and Exchange Commission (“SEC”). These interim financial statements should be read in conjunction with our audited financial statements for the year ended December 31, 2020 included in our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on March 19, 2021. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The condensed interim financial statements of Super League include all adjustments of a normal recurring nature which, in the opinion of management, are necessary for a fair statement of Super League’s financial position as of March 31, 2021, and results of its operations and its cash flows for the interim periods presented. The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results to be expected for the entire fiscal year. |
Reclassifications | Certain reclassifications to operating expense line items have been made to prior year amounts for consistency and comparability with the current year’s financial statements presentation. These reclassifications had no effect on the reported total operating expenses for the periods presented. |
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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. The Company believes that, of the significant accounting policies described herein, the accounting policies associated with revenue recognition, stock-based compensation expense, capitalized internal-use-software costs, and valuation allowances against net deferred tax assets, require its most difficult, subjective or complex judgments. |
Revenue Recognition | Revenue is recognized when the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods and services. In this regard, revenue is recognized when: (i) the parties to the contract have approved the contract (in writing, orally, or in accordance with other customary business practices) and are committed to perform their respective obligations; (ii) the entity can identify each party’s rights regarding the goods or services to be transferred; (iii) the entity can identify the payment terms for the goods or services to be transferred; (iv) the contract has commercial substance (that is, the risk, timing, or amount of the entity’s future cash flows is expected to change as a result of the contract); and (v) it is probable that the entity will collect substantially all of the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. Transaction prices are based on the amount of consideration to which we expect to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties, if any. We consider the explicit terms of the revenue contract, which are typically written and executed by the parties, our customary business practices, the nature, timing, and the amount of consideration promised by a customer in connection with determining the transaction price for our revenue arrangements. Refunds and sales returns historically have not been material. Super League generates revenues from (i) advertising, serving as a marketing channel for brands and advertisers to reach their target audiences of gamers across our network, (ii) content, curating and distributing esports and entertainment content for our own network of digital channels and media and entertainment partner channels and (iii) direct to consumer offers including digital subscriptions, digital goods, gameplay access fees and merchandise sales. Revenue billed or collected in advance is recorded as deferred revenue until the event occurs or until applicable performance obligations are satisfied. Advertising and Sponsorships Advertising revenue primarily consists of direct sales activity along with sales of programmatic display and video advertising units to third-party advertisers and exchanges. Advertising arrangements typically include contract terms for time periods ranging from several days to several weeks in length. For advertising arrangements that include performance obligations satisfied over time, customers typically simultaneously receive and consume the benefits under the arrangement as we satisfy our performance obligations, over the applicable contract term. As such, revenue is recognized over the contract term based upon estimates of progress toward complete satisfaction of the contract performance obligations (typically utilizing a time, effort or delivery-based method of estimation). Revenue from shorter term advertising arrangements that provide for a contractual delivery or performance date is recognized when performance is substantially complete and or delivery occurs. Payments are typically due from customers during the term of the arrangement for longer-term campaigns, and once delivery is complete for shorter-term campaigns. Sponsorship revenue arrangements may include: exclusive or non-exclusive title sponsorships, marketing benefits, official product status exclusivity, product visibly and additional infrastructure placement, social media rights, rights to on-screen activations and promotions, display material rights, media rights, hospitality and tickets and merchandising rights. Sponsorship revenues also include revenues pursuant to arrangements with brand and media partners, retail venues, game publishers and broadcasters that allow our partners to run amateur esports experiences, and or capture specifically curated gameplay content that is customized for our partners’ distribution channels. Sponsorship arrangements typically include contract terms for time periods ranging from several weeks or months to terms of twelve months in length. For sponsorship arrangements that include performance obligations satisfied over time, customers typically simultaneously receive and consume the benefits under the agreement as we satisfy our performance obligations, over the applicable contract term. As such, revenue is recognized over the contract term based upon estimates of progress toward complete satisfaction of the contract performance obligations (typically utilizing a time, effort or delivery-based method of estimation). Payments are typically due from customers during the term of the arrangement. Revenue from sponsorship arrangements for one-off branded experiences and/or the development of content tailored specifically for our partners’ distribution channels that provide for a contractual delivery or performance date, is recognized at a point in time, when performance is substantially complete and or delivery occurs. Content Content sales revenue is generated in connection with our curation and distribution of esports and entertainment content for our own network of digital channels and media and entertainment partner channels. We distribute three primary types of content for syndication and licensing, including: (1) our own original programming content, (2) user generated content (“UGC”), including online gameplay and gameplay highlights, and (3) the creation of content for third parties utilizing our remote production and broadcast technology. For content arrangements that include performance obligations satisfied over time, customers typically simultaneously receive and consume the benefits under the arrangement as we satisfy our performance obligations, over the applicable contract term. As such, revenue is recognized over the contract term based upon estimates of progress toward complete satisfaction of the contract performance obligations (typically utilizing a time, effort or delivery-based method of estimation). Revenue from shorter term content sales arrangements that provide for a contractual delivery or performance date is recognized when performance is substantially complete and or delivery occurs. Payments are typically due from customers during the term of the arrangement for longer-term campaigns, and once delivery is complete for shorter-term campaigns. Payments are typically due from customers during the term of the arrangement for longer-term campaigns, and once delivery is complete for shorter-term campaigns. Direct to Consumer Direct to consumer revenues primarily consist of primarily monthly digital subscription fees, and sales of digital goods and merchandise. Subscription revenue is recognized in the period the services are rendered. Payments are typically due from customers at the point of sale. Revenue was comprised of the following for the periods presented: Three Months Ended March 31, 2021 2020 Advertising and sponsorships $ 558,000 $ 207,000 Content sales 166,000 21,000 Direct to Consumer 64,000 15,000 $ 788,000 $ 243,000 For the three months ended March 31, 2021 and 2020, 55% and 21% of revenues were recognized at a single point in time, and 45% and 79% of revenues were recognized over time, respectively. |
Cost of Revenues | Cost of revenues includes direct costs incurred in connection with the satisfaction of performance obligations under our revenue arrangements including direct labor, creative and broadcast related contract services, talent and influencers, content capture and production services, direct marketing, prizing, platform costs and venue fees. |
Advertising | Gaming experience and Super League brand related advertising costs include the cost of ad production, social media, print media, marketing, promotions, and merchandising. The Company expenses advertising costs as incurred. Advertising costs are included in selling, marketing and advertising expenses in the accompanying statements of operations. Advertising expenses for the three months ended March 31, 2021 and 2020 were $134,000 and $67,000, respectively. |
Technology Platform and Infrastructure Costs | Technology platform and infrastructure costs include (i) allocated personnel costs, including salaries, noncash stock compensation, taxes and benefits related to our internal software developers and engineers, employed by Super League, engaged in the operation, maintenance, management, administration, testing and enhancement of our proprietary gaming and content technology platform, (ii) third-party contract software development and engineering resources engaged in developing and enhancing our proprietary gaming and content technology platform (iii) the amortization of capitalized internal use software costs, and (iv) technology platform related cloud services, broadband and other technology platform costs. |
Intangible Assets | Intangible assets primarily consist of (i) internal-use software development costs, (ii) domain name, copyright and patent registration costs, (iii) commercial licenses and branding rights and (iv) other intangible assets, which are recorded at cost and amortized using the straight-line method over the estimated useful lives of the assets, ranging from three to 10 years. Software development costs incurred to develop internal-use software during the application development stage are capitalized and amortized on a straight-line basis over the software’s estimated useful life, which is generally three years. Software development costs incurred during the preliminary stages of development are charged to expense as incurred. Maintenance and training costs are charged to expense as incurred. Upgrades or enhancements to existing internal-use software that result in additional functionality are capitalized and amortized on a straight-line basis over the applicable estimated useful life. |
Impairment of Long-Lived Assets | The Company assesses the recoverability of long-lived assets whenever events or changes in circumstances indicate that their carrying value may not be recoverable. If the cost basis of a long-lived asset is greater than the projected future undiscounted net cash flows from such asset, an impairment loss is recognized. Impairment losses are calculated as the difference between the cost basis of an asset and its estimated fair value. Management believes that there was no impairment of long-lived assets for the periods presented herein. There can be no assurance, however, that market conditions or demand for the Company’s products or services will not change, which could result in long-lived asset impairment charges in the future. |
Stock-Based Compensation | Compensation expense for stock-based awards is measured at the grant date, based on the estimated fair value of the award, and is recognized as an expense, typically on a straight-line basis over the employee’s requisite service period (generally the vesting period of the equity award) which is generally two to four years. Compensation expense for awards with performance conditions that affect vesting is recorded only for those awards expected to vest or when the performance criteria are met. The fair value of restricted stock and restricted stock unit awards is determined by the product of the number of shares or units granted and the grant date market price of the underlying common stock. The fair value of stock option and common stock purchase warrant awards is estimated on the date of grant utilizing the Black-Scholes-Merton option pricing model. The Company utilizes the simplified method for estimating the expected term for options granted to employees due to the lack of available or sufficient historical exercise data for the Company for the applicable options terms. The Company accounts for forfeitures of awards as they occur. Grants of equity-based awards (including warrants) to non-employees in exchange for consulting or other services are accounted for using the grant date fair value of the equity instruments issued. Noncash stock-based compensation expense for the periods presented was included in the following financial statement line items: Three Months Ended March 31, 2021 2020 Sales, marketing and advertising $ 183,000 $ 173,000 Technology platform and infrastructure 33,000 89,000 General and administrative 195,000 440,000 Total noncash stock compensation expense $ 411,000 $ 702,000 |
Equity Financing Costs | Specific incremental costs directly attributable to a proposed or actual offering of securities or debt are deferred and charged against the gross proceeds of the financing. In the event that the proposed or actual financing is not completed, or is deemed not likely to be completed, such costs are expensed in the period that such determination is made. Deferred financing costs, if any, are included in other current assets in the accompanying balance sheet. For the three months ended March 31, 2021 and 2020, financing costs charged against gross proceeds in connection with equity financings totaled $215,000 and $0, respectively. |
Risks and Uncertainties | Concentrations For the three months ended March 31, 2021 and 2020, three customers accounted for 43% and four customers accounted for 79% of revenue, respectively. At March 31, 2021, five customers accounted for 58% of accounts receivable. At December 31, 2020, two customers accounted for 39% of accounts receivable. At March 31, 2021, one vendor accounted for 25% of accounts payable. At December 31, 2020, three vendors accounted for 52% of accounts payable. |
Earnings (Loss) Per Share | Basic earnings (loss) per share is computed by dividing the income or loss by the weighted-average number of outstanding shares of common stock for the applicable period. Diluted earnings per share is computed by dividing the income or loss by the weighted-average number of outstanding shares of common stock for the applicable period, including the dilutive effect of common stock equivalents. Potentially dilutive common stock equivalents primarily consist of employee stock options, warrants issued to employees and non-employees in exchange for services and warrants issued in connection with financings. All outstanding stock options, restricted stock units and warrants, totaling 4,364,000 and 4,470,000 at March 31, 2021 and December 31, 2020, respectively, have been excluded from the computation of diluted loss per share because the effect of inclusion would have been anti-dilutive. |
Recent Accounting Guidance | Recent Accounting Pronouncements – Not Yet Adopted. In February 2016, the FASB issued an ASU that requires lessees to present right-of-use assets and lease liabilities on the balance sheet. The new guidance is to be applied using a modified retrospective approach at the beginning of the earliest comparative periods in the financial statements and is effective for fiscal years beginning after December 15, 2021 and early adoption is permitted. The Company is evaluating the impact that this guidance will have on its financial position, results of operations and financial statement disclosures. In June 2016, the FASB issued guidance on the measurement and recognition of credit losses on most financial assets. For trade receivables, loans, and held-to-maturity debt securities, the current probable loss recognition methodology is being replaced by an expected credit loss model. For available-for-sale debt securities, the recognition model on credit losses is generally unchanged, except the losses will be presented as an adjustable allowance. The guidance will be applied retrospectively with the cumulative effect recognized as of the date of adoption. The guidance will become effective at the beginning of the Company’s first quarter of the fiscal year ending December 31, 2021 but can be adopted as early as the beginning of the first quarter of fiscal year ending December 31, 2020. The Company is currently assessing the impact that adopting this new accounting guidance will have on its financial statements and footnote disclosures. |
2. SUMMARY OF SIGNIFICANT ACC_3
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Disaggregation of revenue | Three Months Ended March 31, 2021 2020 Advertising and sponsorships $ 558,000 $ 207,000 Content sales 166,000 21,000 Direct to Consumer 64,000 15,000 $ 788,000 $ 243,000 |
Noncash stock-based compensation expense | Three Months Ended March 31, 2021 2020 Sales, marketing and advertising $ 183,000 $ 173,000 Technology platform and infrastructure 33,000 89,000 General and administrative 195,000 440,000 Total noncash stock compensation expense $ 411,000 $ 702,000 |
3. INTANGIBLE AND OTHER ASSETS
3. INTANGIBLE AND OTHER ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Intangible and other assets | March 31, 2021 December 31, 2020 (Unaudited) Capitalized software development costs $ 3,483,000 $ 3,291,000 Trade name 189,000 189,000 Domain 68,000 68,000 Copyrights and other 507,000 435,000 4,247,000 3,983,000 Less: accumulated amortization (2,320,000 ) (2,076,000 ) Intangible and other assets, net $ 1,927,000 $ 1,907,000 |
1. DESCRIPTION OF BUSINESS (Det
1. DESCRIPTION OF BUSINESS (Details Narrative) | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Date of incorporation | Oct. 1, 2014 |
State of incorporation | DE |
2. SUMMARY OF SIGNIFICANT ACC_4
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues | $ 788,000 | $ 243,000 |
Advertising and Sponsorships | ||
Revenues | 0 | 228,000 |
Content Sales | ||
Revenues | 0 | 0 |
Direct to Consumer | ||
Revenues | $ 0 | $ 15,000 |
2. SUMMARY OF SIGNIFICANT ACC_5
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Total noncash stock compensation expense | $ 411,000 | $ 702,000 |
Sales, Marketing and Advertising | ||
Total noncash stock compensation expense | 183,000 | 173,000 |
Technology Platform and Infrastructure | ||
Total noncash stock compensation expense | 33,000 | 89,000 |
General and Administrative | ||
Total noncash stock compensation expense | $ 195,000 | $ 440,000 |
2. SUMMARY OF SIGNIFICANT ACC_6
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Advertising expense | $ 134,000 | $ 67,000 | |
Equity financing costs | $ 215,000 | $ 0 | |
Anti-dilutive securities | 4,364,000 | 4,470,000 | |
Revenue | Single Point in Time | |||
Concentration risk | 55.00% | 21.00% | |
Revenue | Over Time | |||
Concentration risk | 45.00% | 79.00% | |
Revenue | Three Customers | |||
Concentration risk | 43.00% | ||
Revenue | Four Customers | |||
Concentration risk | 79.00% | ||
Accounts Receivable | Five Customers | |||
Concentration risk | 58.00% | ||
Accounts Receivable | Two Customers | |||
Concentration risk | 39.00% | ||
Accounts Payable | One Vendor | |||
Concentration risk | 25.00% | ||
Accounts Payable | Three Vendors | |||
Concentration risk | 52.00% |
3. INTANGIBLE AND OTHER ASSET_2
3. INTANGIBLE AND OTHER ASSETS (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Intangible assets, gross | $ 4,247,000 | $ 3,983,000 |
Less: accumulated amortization | (2,320,000) | (2,076,000) |
Intangible assets, net | 1,927,000 | 1,907,000 |
Capitalized Software Development Costs | ||
Intangible assets, gross | 3,483,000 | 3,291,000 |
Trade Name | ||
Intangible assets, gross | 189,000 | 189,000 |
Domain | ||
Intangible assets, gross | 68,000 | 68,000 |
Copyrights and Other | ||
Intangible assets, gross | $ 507,000 | $ 435,000 |
3. INTANGIBLE AND OTHER ASSET_3
3. INTANGIBLE AND OTHER ASSETS (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Amortization expense | $ 244,000 | $ 493,000 |
Technology Platform and Infrastructure | ||
Amortization expense | $ 306,000 |
5. STOCKHOLDERS' EQUITY (Detail
5. STOCKHOLDERS' EQUITY (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Net proceeds from sale of stock | $ 33,399,000 | $ 0 |
January 2021 Offering [Member] | ||
Sale of stock, shares | 3,076,924 | |
Sale of stock, price per share | $ 2.60 | |
Net proceeds from sale of stock | $ 8,000,000 | |
Offering expenses | $ 73,000 | |
February 2021 Offering [Member] | ||
Sale of stock, shares | 2,926,830 | |
Sale of stock, price per share | $ 4.10 | |
Net proceeds from sale of stock | $ 12,000,000 | |
Offering expenses | $ 70,000 | |
March 2021 Offering [Member] | ||
Sale of stock, shares | 1,512,499 | |
Sale of stock, price per share | $ 9 | |
Net proceeds from sale of stock | $ 13,600,000 | |
Offering expenses | $ 72,000 |