Dolphin Entertainment Inc
For the period ended Jun 30, 2024. Filed Aug 14, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2024 · Filed Aug 14, 2024
DLPN$0.93+3.5%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-05-15.
0001079973-24-000736
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2024-06-30; filed 2024-08-14.
0001079973-24-001249
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 107 previous paragraphs and 112 current paragraphs.
55 unchanged; 44 reworded; 12 added; 8 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 22 previous and 22 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (12)
Current report
Selling, general and administrative expenses decreased by approximately $0.1 million and $35.4 thousand for the three and six months ended June 30, 2024 as compared to the three and six months ended June 30, 2023. The decrease is mainly due to a decrease in office rent expense from the expiration of one of our New York office leases in August of 2023.
Current report
Impairment of goodwill was $0.2 million for both the three and six months ended June 30, 2024 relating to the goodwill allocated to one of our subsidiaries and $6.5 million for both the three and six months ended June 30, 2023 for the goodwill allocated to a different subsidiary. Refer to Note 3 – Goodwill and Intangibles Assets in the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional discussion on the impairment.
Current report
Legal and professional fees remained consistent for the three and six months ended June 30, 2024 as compared to the three and six months ended June 30, 2023.
Current report
During the three and six months ended June 30, 2023, the Company sold 600,000 and 850,000 shares of its common stock, respectively, at prices ranging between $1.65 and $2.27 pursuant to the LP 2022 Purchase Agreement and received proceeds of $1,081,850 and $1,611,300, respectively.
Current report
Convertible Note Payable at Fair Value
Current report
As of June 30, 2024, the Company has outstanding unsecured nonconvertible promissory notes in the aggregate amount of $3,880,000, which bear interest at a rate of 10% per annum and mature between November 2024 and March 2029.
Current report
Nonconvertible Unsecured Promissory Note - Socialyte Promissory Note
Current report
The Company recorded interest expense related to this Socialyte Promissory Note of $30,000 and $60,000 for the three and six months ended June 30, 2024, respectively and $65,000 for the three and six months ended June 30, 2023. No interest payments were made during the three and six months ended June 30, 2024 and 2023, related to the Socialyte Promissory Note.
Current report
The Company issued Dolphin Entertainment, LLC (“DE LLC”), an entity wholly owned by the Company’s Chief Executive Officer, William O’Dowd (the “CEO”), a nonconvertible promissory note with a principal balance of $1,107,873 which matures on December 31, 2026. On April 29, 2024 and June 10, 2024, the Company issued two nonconvertible promissory notes to DE LLC in the amounts of $1,000,000 and $135,000, respectively, which mature on April 29, 2029 and June 10, 2029, respectively, (collectively, “the DE LLC Notes”). The DE LLC Notes each bear interest at a rate of 10% per annum.
Current report
As of June 30, 2024 and December 31, 2023, the Company had an aggregate principal balance of $2,242,873 and $1,107,873, respectively, and accrued interest amounted to $150,637 and $277,423, respectively, related to the DE LLC Notes. For both the six months ended June 30, 2024 and 2023, the Company did not repay any principal balance on the DE LLC Notes. During the six months ended June 30, 2024, the Company made cash interest payments in the amount of $200,000 related to the DE LLC Notes.
Current report
On January 16, 2024 and May 28, 2024, the Company issued two nonconvertible promissory notes to Mr. Donald Scott Mock, the brother of Mr. O’Dowd, in the amount of $900,000 and $75,000, respectively, and received proceeds of $975,000 (the “Mock Notes”). The Mock Notes bear interest at a rate of 10% per annum and mature on January 16, 2029 and May 28, 2029, respectively. As of June 30, 2024, the Company had a principal balance of $975,000, and accrued interest of $41,667. The Company did not make cash payments during the six months ended June 30, 2024 related to this loan from related party.
Current report
The Company recorded interest expense of $68,760 and $27,621 for the three months ended June 30, 2024 and 2023, respectively, and $114,881 and $54,938 for the six months ended June 30, 2024 and 2023, respectively, related to the DE LLC Notes and Mock Notes.
Removed paragraphs (8)
Previous report
Selling, general and administrative expenses increased by approximately $0.1 million for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023. The small increase was primarily due the inclusion of Special Projects selling, general and administrative expenses in the three months ended March 31, 2024.
Previous report
Legal and professional fees decreased by approximately $0.1 million for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023 due to reductions of $0.8 million in audit and accounting expenses and $40.4 thousand of legal fees, offset by a small increase in other professional fees.
Previous report
For the three months ended March 31, 2023, we recorded losses of approximately $30.0 thousand and $82.0 thousand from our equity investments in Crafthouse Cocktails and Midnight Theatre, respectively.
Previous report
The Company may direct Lincoln Park, at its sole discretion, and subject to certain conditions, to purchase up to 50,000 shares of its common stock on any business day (a “Regular Purchase”). The amount of a Regular Purchase may be increased under certain circumstances up to 75,000 shares if the closing price is not below $7.50 and up to 100,000 shares if the closing price is not below $10.00, provided that Lincoln Park’s committed obligation for Regular Purchases on any business day shall not exceed $2,000,000. In the event we purchase the full amount allowed for a Regular Purchase on any given business day, we may also direct Lincoln Park to purchase additional amounts as accelerated and additional accelerated purchases. The purchase price of shares of the Company’s common stock related to the future funding will be based on the then prevailing market prices of such shares at the time of sales as described in the LP 2022 Purchase Agreement.
Previous report
Convertible Note at Fair Value
Previous report
Nonconvertible unsecured promissory notes - Socialyte Promissory Note
Previous report
The Company recorded interest expense related to these Socialyte Promissory Note of $30,000 for the three months ended March 31, 2024.
Previous report
On January 16, 2024, the Company issued an unsecured nonconvertible promissory note in the amount of $900,000 to its CEO’s brother Donald Scott Mock and received proceeds of $900,000. The nonconvertible promissory note bears interest at 10% per annum and matures on January 16, 2029. During the three months ended March 31, 2024, the Company recorded $18,500 of interest expense in its condensed consolidated statement of operations and had a balance of $18,500 recorded in accrued interest – related party in its condensed consolidated balance sheet as of March 31, 2024, related to this related party nonconvertible promissory note.
Reworded paragraphs (44)
Previous wording
Through our subsidiaries 42West, Shore Fire and The Door, we provide expert strategic marketing and publicity services to many of the top brands, both individual and corporate, in the entertainment and hospitality industries. 42West (Film and Television, Gaming), Shore Fire (Music), and The Door (Culinary, Hospitality, Lifestyle) are each recognized global PR and marketing leaders for the industries they serve. Viewpoint adds full-service creative branding and production capabilities to our marketing group. The Digital Dept. provides influencer marketing capabilities through divisions dedicated to influencer talent management, brand campaign strategy and execution, and influencer event ideation and production. Special Projects is the entertainment industry’s leading celebrity booking firm, specializing in uniting brands and events with celebrities and influencers across the entertainment, media, fashion, consumer product and tech industries. Dolphin’s legacy content production business, founded by our Emmy-nominated Chief Executive Officer, Bill O’Dowd, has produced multiple feature films and award-winning digital series, primarily aimed at family and young adult markets.
Current wording
Through our subsidiaries 42West, Shore Fire and The Door, we provide expert strategic marketing and publicity services to many of the top brands, both individual and corporate, in the entertainment and hospitality industries. 42West (Film and Television, Gaming), Shore Fire (Music), and The Door (Culinary, Hospitality, Lifestyle) are each recognized global PR and marketing leaders for the industries they serve. The Digital Dept. provides influencer marketing capabilities through divisions dedicated to influencer talent management, brand campaign strategy and execution, and influencer event ideation and production. Special Projects is the entertainment industry’s leading celebrity booking firm, specializing in uniting brands and events with celebrities and influencers across the entertainment, media, fashion, consumer product and tech industries. Dolphin’s legacy content production business, founded by our Emmy-nominated Chief Executive Officer, Bill O’Dowd, has produced multiple feature films and award-winning digital series, primarily aimed at family and young adult markets.
Previous wording
We have established an acquisition strategy based on identifying and acquiring companies that complement our existing entertainment publicity and marketing services and content production businesses. We believe that complementary businesses, such as public relations companies in new and distinct entertainment verticals, can create synergistic opportunities and bolster profits and cash flow. We have identified potential acquisition targets and are in various stages of discussion with such targets. We completed the Special Projects acquisition during 2023 (discussed below), and intend to complete at least one acquisition during 2024, but there is no assurance that we will be successful in doing so, whether in 2024 or at all.
Current wording
We have established an acquisition strategy based on identifying and acquiring companies that complement our existing entertainment publicity and marketing services and content production businesses. We believe that complementary businesses, such as public relations companies in new and distinct entertainment verticals, can create synergistic opportunities and bolster profits and cash flow. We completed the acquisition of Special Projects during 2023 (discussed below) and completed the acquisition of Elle Communications, LLC in July of 2024. We will continue to identify potential acquisition targets but there is no assurance that one will be identified nor that we will be successful in completing the acquisition if one is identified.
Previous wording
In June 2022, we entered into an agreement with IMAX Corporation (“IMAX”) to co-produce and co-finance a documentary motion picture on the flight demonstration squadron of the United States Navy called The Blue Angels. As of March 31, 2024, we had paid $2,250,000 in connection with this agreement. On April 25, 2023, IMAX entered into an acquisition agreement with Amazon Content Services LLC, (the “Amazon Agreement”) for the distribution rights of The Blue Angels. During the three months ended March 31, 2024, we recorded revenue of $3.4 million related to the Amazon Agreement. On February 22, 2024, we received $777,905 from IMAX, as a first installment in connection with the Amazon Agreement.
Current wording
In June 2022, we entered into an agreement with IMAX Corporation (“IMAX”) to co-produce and co-finance a documentary motion picture on the flight demonstration squadron of the United States Navy called The Blue Angels. As of June 30, 2024, we had paid $2,250,000 in connection with this agreement. On April 25, 2023, IMAX entered into an acquisition agreement with Amazon Content Services LLC, (the “Amazon Agreement”) for the distribution rights of The Blue Angels. During the six months ended June 30, 2024, we recorded revenue of $3,421,141 related to the Amazon Agreement. On February 22, 2024, we received $777,905 from IMAX, as a first installment in connection with the Amazon Agreement and on July 9, 2024, the Company received the second installment from IMAX in the amount of $2,556,452.
Previous wording
The Blue Angels documentary will be released in theatres on May 17, 2024 and available for streaming on Amazon Prime Video on May 23, 2024.
Current wording
The Blue Angels documentary motion picture was released in theatres on May 17, 2024 and began streaming on Amazon Prime Video on May 23, 2024.
Previous wording
For the three months ended March 31, 2024 and 2023, we derived a majority of our revenues from our entertainment publicity and marketing segment. During the three months ended March 31, 2024, we generated income in our content production segment related to the “The Blue Angels” documentary motion picture.
Current wording
For the three and six months ended June 30, 2024 and 2023, we derived a majority of our revenues from our entertainment publicity and marketing segment. During the six months ended June 30, 2024, we generated income in our content production segment related to the “The Blue Angels” documentary motion picture.
Previous wording
The table below sets forth the percentage of total revenue derived from our segments for the three months ended March 31, 2024 and 2023:
Current wording
The table below sets forth the percentage of total revenue derived from our segments for the three and six months ended June 30, 2024 and 2023:
Previous wording
For the three months ended March 31, 2024 and 2023, other income and expenses consisted primarily of: (1) changes in fair value of convertible notes and warrants; (2) interest income; and (3) interest expense.
Current wording
For the three and six months ended June 30, 2024 and 2023, other income and expenses consisted primarily of: (1) changes in fair value of convertible notes and warrants; (2) interest income; and (3) interest expense.
Previous wording
Three months ended March 31, 2024 as compared to three months ended March 31, 2023
Current wording
Three and six months ended June 30, 2024 as compared to three and six months ended June 30, 2023
Previous wording
For the three months ended March 31, 2024 and 2023 revenues were as follows:
Current wording
For the three and six months ended June 30, 2024 and 2023 revenues were as follows:
Previous wording
Revenues from entertainment publicity and marketing increased by approximately $1.9 million for the three months ended March 31, 2024 as compared to the same period in the prior year. The increase is primarily driven by increases across substantially all subsidiaries, as well as the inclusion of $0.8 million of Special Projects revenues for 2024, which was not present in 2023.
Current wording
Revenues from entertainment publicity and marketing increased by approximately $0.4 million and $2.3 million for the three and six months ended June 30, 2024, respectively, as compared to the same periods in the prior year. The increase for the six months ended June 30, 2024 is primarily driven by increases across substantially all subsidiaries, as well as the inclusion of $1.6 million of Special Projects revenues that were not present in 2023. For the three months ended June 30, 2024, the increase is primarily driven by inclusion of $0.8 million in revenues of Special Projects that were not present in 2023 offset by a decrease in the revenues of Viewpoint. The Company decided to cease the operations of Viewpoint during the three months ended June 30, 2024.
Previous wording
Revenues from content production increased by approximately $3.4 million in connection with revenue generated from The Blue Angels documentary film, which will be released in theatres on May 17, 2024.
Current wording
Revenues from content production increased by approximately $3.4 million during the six months ended June 30, 2024, compared to the same period in the prior year, in connection with revenue generated from The Blue Angels documentary film, which was released in theatres on May 17, 2024.
Previous wording
For the three months ended March 31, 2024 and 2023, our expenses were as follows:
Current wording
For the three and six months ended June 30, 2024 and 2023, our expenses were as follows:
Previous wording
Direct costs increased by approximately $2.1 million for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023. The increase in direct costs is directly attributable to (i) $1.8 million of capitalized production costs being amortized for the production of The Blue Angels and (ii) the increase in subsidiaries’ revenues as compared with the same periods in the prior year.
Current wording
Direct costs remained consistent for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023, and increased $2.1 million for the six months ended June 30, 2024, as compared to the six months ended June 30, 2023. The increase in direct costs for the six months ended June 30, 2024 is directly attributable to (i) $1.8 million of capitalized production costs being amortized for the production of The Blue Angels and (ii) the increase in subsidiaries’ revenues as compared with the same periods in the prior year.
Previous wording
Payroll and benefits expenses increased by approximately $0.5 million, for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023, primarily due to the inclusion of the Special Projects payroll expenses in the three months ended March 31, 2024.
Current wording
Payroll and benefits expenses increased by approximately $0.5 million and $1.0 million, respectively, for the three and six months ended June 30, 2024 as compared to the three and six months ended June 30, 2023, primarily due to the inclusion of the Special Projects payroll expenses in the three and six months ended June 30, 2024.
Previous wording
Depreciation and amortization remained consistent for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023. The minor increase, related primarily to the amortization of Special Projects property and equipment during the three months ended March 31, 2024.
Current wording
Depreciation and amortization remained consistent for the three and six months ended June 30, 2024, as compared to the three and six months ended June 30, 2023. The minor increases related primarily to the depreciation of Special Projects property and equipment during the three and six months ended June 30, 2024.
Previous wording
Change in fair value of the contingent consideration was a loss of $15.5 thousand for the three months ended March 31, 2023. As all contingent consideration was settled by June 2023, there were no changes in fair value of contingent consideration for the three months ended March 31, 2024. The main components of the change in fair value of contingent consideration for the three months ended March 31, 2023 were the following:
Current wording
Change in fair value of the contingent consideration was $17.7 thousand and $33.2 thousand for the three and six months ended June 30, 2023 and all related to the settlement of the contingent consideration for the acquisition of Be Social. As all contingent consideration was settled by June 2023, there were no changes in fair value of contingent consideration for the three and six months ended June 30, 2024.
Previous wording
Change in fair value of Convertible Notes at Fair Value– We elected the fair value option for one convertible note issued in 2020. The fair value of this convertible note is remeasured at every balance sheet date and any changes are recorded on our condensed consolidated statements of operations. For the three months ended March 31, 2024 and 2023, we recorded a $25.0 thousand gain and $10.4 thousand loss, respectively, in the fair value of the convertible notes issued in 2020. None of the decrease in the value of the convertible notes was attributable to instrument specific credit risk and as such, all of the gain in the change in fair value was recorded within net loss.
Current wording
Change in fair value of convertible notes– We elected the fair value option for one convertible note issued in 2020. The fair value of this convertible note is remeasured at every balance sheet date and any changes are recorded on our condensed consolidated statements of operations. For the three months ended June 30, 2024 and 2023, we recorded gains in the change in fair value of the convertible note issued in 2020 in the amount of $40.0 thousand and $4.0 thousand, respectively. For the six months ended June 30, 2024 and 2023, we recorded a change in fair value of the convertible note issued in 2020 in the amount of a gain of $65.0 thousand and a loss of $6.4 thousand, respectively. None of the decrease in the value of the convertible note was attributable to instrument specific credit risk and as such, all the gain in the change in fair value was recorded within net (loss) income.
Previous wording
*Change in fair value of warrants –*Warrants issued with convertible notes payable issued in 2020, were initially measured at fair value at the time of issuance and subsequently remeasured at estimated fair value on a recurring basis at each reporting period date, with changes in estimated fair value of each respective warrant liability recognized as other income or expense. The fair value of the 2020 warrants that were not exercised decreased by approximately $5.0 thousand during the three months ended March 31, 2024; therefore, we recorded a change in the fair value of the warrants for the three months ended March 31, 2024 for that amount on our condensed consolidated statement of operations. We did not record any change in the value of the warrants for the three months ended March 31, 2023 on our condensed consolidated statements of operations.
Current wording
Change in fair value of warrants– Warrants issued with the convertible note payable at fair value issued in 2020 were initially measured at fair value at the time of issuance and subsequently remeasured at estimated fair value on a recurring basis at each reporting period date, with changes in estimated fair value of each respective warrant liability recognized as other income or expense. The change in fair value of the 2020 warrants that were not exercised decreased minimally for the three and six months ended June 30, 2024 and 2023.
Previous wording
Interest income– Interest income decreased by $0.1 million for the three months ended March 31, 2024 as compared to the same period in the prior year, primarily due to the write-off of notes receivable in the fourth quarter of 2023.
Current wording
Interest income– Interest income decreased by $0.1 million and $0.2 million for the three and six months ended June 30, 2024 as compared to the same periods in the prior year, primarily due to the write-off of notes receivable in the fourth quarter of 2023.
Previous wording
Interest expense – Interest expense increased by $0.1 million for the three months ended March 31, 2024, respectively, as compared to the same period in the prior year. The increases were primarily due to increased convertible and nonconvertible notes and the term loan outstanding during 2023 as compared to the same period in the prior year.
Current wording
Interest expense– Interest expense increased by $69.5 thousand and $0.2 million for the three and six months ended June 30, 2024, respectively, as compared to the same periods in the prior year. The increases were primarily due to increased convertible and nonconvertible notes and the term loan outstanding during 2023 as compared to the same period in the prior year.
Previous wording
We recorded an income tax expense of approximately $24 thousand and $27 thousand for the three months ended March 31, 2024 and 2023, respectively, which reflects the accrual of a valuation allowance in connection with the limitations of our indefinite lived tax assets to offset our indefinite lived tax liabilities. To the extent the tax assets are unable to offset the tax liabilities, we have recorded a deferred expense for the tax liability (a “naked credit”).
Current wording
We recorded an income tax expense of approximately $23.5 thousand and $47.1 thousand for the three and six months ended June 30, 2024, respectively, and approximately $33.1 thousand and $60.2 thousand for the three and six months ended June 30, 2023, respectively, which reflects the accrual of a valuation allowance in connection with the limitations of our indefinite lived tax assets to offset our indefinite lived tax liabilities. To the extent the tax assets are unable to offset the tax liabilities, we have recorded a deferred expense for the tax liability (a “naked credit”).
Previous wording
Equity in earnings or losses of unconsolidated affiliates includes our share of income or losses from equity investments. The Company impaired its equity investment in the unconsolidated affiliates during the fourth quarter of 2023, therefore no income or loss has been recorded during the three months ended March 31, 2024.
Current wording
Equity in earnings or losses of unconsolidated affiliates includes our share of income or losses from equity investments. The Company impaired its equity investment in the unconsolidated affiliates during the fourth quarter of 2023, therefore no income or loss has been recorded during the three and six months ended June 30, 2024.
Previous wording
Net loss was approximately $0.3 million or $0.02 per share based on 18,477,825 weighted average shares outstanding for basic loss per share and $0.02 per share based on 18,605,702 weighted average shares outstanding for fully diluted loss per share for the three months ended March 31, 2024. Net loss was approximately $3.0 million or $0.23 per share based on 12,640,285 weighted average shares outstanding for both basic and fully diluted loss per share for the three months ended March 31, 2023. The change in net loss for the three months ended March 31, 2024 as compared to the three months ended March 31, 2023, is related to the factors discussed above.
Current wording
Net loss was approximately $1.6 million or $(0.08) per share based on 19,446,310 weighted average shares outstanding for basic loss per share and $1.7 million of $(0.08) per share based on 19,574,187 weighted average shares outstanding fully diluted loss per share, for the three months ended June 30, 2024. Net loss was approximately $8.0 million or $(0.60) per share based on 13,212,311 weighted average shares outstanding for both basic loss per share and fully diluted loss per share for the three months ended June 30, 2023. The change in net loss for the three months ended June 30, 2024 as compared to the three months ended June 30, 2023, is related to the factors discussed above.
Previous wording
Cash used in operating activities was $1.0 million for the three months ended March 31, 2024, a change of $0.4 million from cash used in operating activities of $1.4 million for the three months ended March 31, 2023. The decrease in net cash used in operations was primarily as a result of $2.7 million of decreased net loss for the period, offset by a $1.7 million increase in non-cash items such as depreciation and amortization, bad debt expense, share-based compensation, impairment of capitalized production costs, impairment of goodwill and intangible asset and other non-cash losses and a $4.0 million net change in working capital.
Current wording
Cash provided by operating activities was $0.7 million for the six months ended June 30, 2024, a change of $3.8 million from cash used in operating activities of $3.1 million for six months ended June 30, 2023. The increase in cash flows from operations was primarily as a result a $9.0 million of decreased net loss for the period, offset by $4.9 million non-cash items such as depreciation and amortization, bad debt expense, share-based compensation, impairment of capitalized production costs, impairment of goodwill and other non-cash losses and $0.3 million net change in working capital.
Previous wording
There were no cash flows used in investing activities for the three months ended March 31, 2024 or 2023.
Current wording
Cash flows used in investing activities for the six months ended June 30, 2024 were $1.1 million, mainly related to the issuance of notes receivable to Midnight Theatre. There were no significant cash flows used in investing activities for the six months ended June 30, 2023.
Previous wording
Cash flows provided by financing activities for the three months ended March 31, 2024 were $0.9 million, which mainly related to:
Current wording
Cash flows provided by financing activities for the six months ended June 30, 2024 were $2.8 million, which mainly related to:
Previous wording
Cash flows provided by financing activities for the three months ended March 31, 2023 were $3.2 million, which mainly related to:
Current wording
Cash flows provided by financing activities for the six months ended June 30, 2023 were $4.0 million, which mainly related to:
Previous wording
Total debt amounted to $20.0 million as of March 31, 2024 compared to $19.3 million as of December 31, 2023, an increase of $0.7 million, primarily related to an increase in related party nonconvertible promissory notes.
Current wording
Total debt amounted to $20.9 million as of June 30, 2024, compared to $19.3 million as of December 31, 2023, an increase of $1.6 million, primarily related to an increase in related party nonconvertible promissory notes.
Previous wording
Our debt obligations in the next twelve months from March 31, 2024 of $4.9 million remained consistent with those of December 31, 2023. We expect our current cash position, cash expected to be generated from our operations and other availability of funds, as detailed below, to be sufficient to meet our debt requirements.
Current wording
Our debt obligations in the next twelve months from June 30, 2024 are $5.3 million, an increase of $0.4 million from $4.9 million from those as of December 31, 2023. We expect our current cash position, cash expected to be generated from our operations and other availability of funds, as detailed below, to be sufficient to meet our debt requirements.
Previous wording
During the three months ended March 31, 2024, the Company sold 350,000 shares of its common stock, at prices ranging between $1.27 and $1.53 and received proceeds of $495,200. Subsequent to March 31, 2024, the Company sold 300,000 shares of Common Stock at prices ranging between $1.09 and $1.27 and received proceeds of $350,150.
Current wording
During the three and six months ended June 30, 2024, the Company sold 600,000 and 950,000 shares of its common stock, respectively, at prices ranging between $1.07 and $1.53 and received proceeds of $690,100 and 1,185,300.
Previous wording
As of March 31, 2024, the Company has ten convertible notes payable outstanding. The convertible notes payable bear interest at a rate of 10% per annum, with initial maturity dates ranging between the second anniversary and the sixth anniversary of their respective issuances. The balance of each convertible note payable and any accrued interest may be converted at the noteholder’s option at any time at a purchase price based on a 90-day average closing market price per share of the common stock. Three of the convertible notes payable may not be converted at a price less than $2.50 per share, four of the convertible notes payable may not be converted at a price less than $2.00 per share, and three of the convertible notes payable may not be converted at a price less than $1.00 per share. As of both March 31, 2024 and December 31, 2023, the principal balance of the convertible notes payable $5,100,000 was recorded in noncurrent liabilities under the caption “Convertible Notes Payable” on the Company’s condensed consolidated balance sheets.
Current wording
As of June 30, 2024, the Company has ten convertible notes payable outstanding. The convertible notes payable bear interest at a rate of 10% per annum, with initial maturity dates ranging between the second anniversary and the sixth anniversary of their respective issuances. The balance of each convertible note payable and any accrued interest may be converted at the noteholder’s option at any time at a purchase price based on a 90-day average closing market price per share of the common stock. Three of the convertible notes payable may not be converted at a price less than $2.50 per share, four of the convertible notes payable may not be converted at a price less than $2.00 per share, and three of the convertible notes payable may not be converted at a price less than $1.00 per share.
Previous wording
The Company recorded interest expense related to these convertible notes payable of $127,750 and $144,556 during the three months ended March 31, 2024 and 2023, respectively. In addition, the Company made cash interest payments amounting to $127,750 and $137,597 during the three months ended March 31, 2024 and 2023, respectively, related to the convertible notes payable.
Current wording
The Company recorded interest expense related to these convertible notes payable of $127,500 and $141,583 during the three months ended June 30, 2024, and 2023, respectively, and $255,250 and $286,139 during the six months ended June 30, 2024, and 2023, respectively. In addition, the Company made cash interest payments amounting to $255,250 and $305,573 during the six months ended June 30, 2024 and 2023, respectively, related to the convertible notes payable.
Previous wording
The Company has one convertible promissory note outstanding with aggregate principal amount of $500,000 as of March 31, 2024 for which it elected the fair value option. As such, the estimated fair value of the note was recorded on its issue date. At each balance sheet date, the Company records the fair value of the convertible promissory note with any changes in the fair value recorded in the condensed consolidated statements of operations.
Current wording
The Company had one convertible promissory note outstanding with aggregate principal amount of $500,000 as of June 30, 2024 for which it elected the fair value option. As such, the estimated fair value of the note was recorded on its issue date. At each balance sheet date, the Company records the fair value of the convertible promissory note with any changes in the fair value recorded in the condensed consolidated statements of operations.
Previous wording
The Company had a balance of $330,000 and $355,000 in noncurrent liabilities as of March 31, 2024 and December 31, 2023, respectively, on its condensed consolidated balance sheets related to the convertible promissory note measured at fair value.
Current wording
The Company had a balance of $290,000 and $355,000 in noncurrent liabilities as of June 30, 2024, and December 31, 2023, respectively, on its condensed consolidated balance sheets related to the convertible promissory note payable measured at fair value.
Previous wording
The Company recorded a gain in fair value of $25,000 and a loss in fair value of $10,444 for the three months ended March 31, 2024 and 2023, respectively, on its condensed consolidated statements of operations related to this convertible promissory note at fair value.
Current wording
The Company recorded gains in fair value of $40,000 and $4,000 for the three months ended June 30, 2024, and 2023, respectively, and a gain in fair value of $65,000 and a loss in fair value of $6,444 for the six months ended June 30, 2024 and 2023, respectively, on its condensed consolidated statements of operations related to this convertible promissory note at fair value.
Previous wording
The Company recorded interest expense related to this convertible promissory note at fair value of $9,863 for both the three months ended March 31, 2024 and 2023. In addition, the Company made cash interest payments amounting to $9,863 for both the three months ended March 31, 2024 and 2023, related to this convertible promissory note at fair value.
Current wording
The Company recorded interest expense related to this convertible note payable at fair value of $9,863 for both the three months ended June 30, 2024 and 2023, and $19,726 for both the six months ended June 30, 2024 and 2023. In addition, the Company made cash interest payments amounting to $19,726 for both the six months ended June 30, 2024 and 2023, related to the convertible note payable at fair value.
Previous wording
As of both March 31, 2024 and December 31, 2023, the Company had a balance of $500,000, respectively, net of debt discounts recorded as current liabilities and $3,380,000, in noncurrent liabilities on its condensed consolidated balance sheets related to these unsecured nonconvertible promissory notes. The nonconvertible promissory notes bear interest at a rate of 10% per annum and mature between November 2024 and March 2029.
Current wording
As of both June 30, 2024 and December 31, 2023, the Company had a balance of $900,000 and $500,000, respectively, net of debt discounts recorded as current liabilities and $$2,980,000 and $3,380,000, respectively, in noncurrent liabilities on its condensed consolidated balance sheets related to these unsecured nonconvertible promissory notes.
Previous wording
The Company recorded interest expense related to these nonconvertible promissory notes of $97,000 and $56,585 for the three months ended March 31, 2024 and 2023, respectively. The Company made interest payments of $97,000 and $34,264 during the three months ended March 31, 2024 and 2023, respectively, related to the nonconvertible promissory notes.
Current wording
The Company recorded interest expense related to these nonconvertible promissory notes of $97,000 and $153,468 for the three months ended June 30, 2024 and 2023, respectively, and $194,000 and $210,053 for the six months ended June 30, 2024 and 2023, respectively. The Company made interest payments of $194,000 and $127,211 during the six months ended June 30, 2024 and 2023, respectively, related to the nonconvertible promissory notes.
Previous wording
The Socialyte Purchase Agreement allows the Company to offset a working capital deficit against the Socialyte Promissory Note. As such, on June 30, 2023, the Company deferred these installment payments until the final post-closing working capital adjustment is agreed upon with the Socialyte Seller.
Current wording
The Socialyte Purchase Agreement allows the Company to offset a working capital deficit against the Socialyte Promissory Note. As such, the Company deferred these installment payments until the final post-closing working capital adjustment is agreed upon with the seller of Socialyte. The Company has filed a lawsuit against the seller of Socialyte and certain of its principals related to the Socialyte Purchase Agreement. See Note 17 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Previous wording
The Company entered into a loan agreement with BankUnited (“BankUnited Loan Agreement”), which includes: (i) $5,800,000 secured term loan (“BKU Term Loan”), (ii) $750,000 of a secured revolving line of credit (“BKU Line of Credit”), and (iii) $400,000 Commercial Card (“BKU Commercial Card”). The BankUnited Loan Agreement refinanced the Company’s previous credit facility with BankProv.
Current wording
On September 29, 2023, the Company entered into a loan agreement with BankUnited (“BankUnited Loan Agreement”), which includes: (i) $5,800,000 secured term loan (“BKU Term Loan”), (ii) $750,000 of a secured revolving line of credit (“BKU Line of Credit”), and (iii) $400,000 Commercial Card (“BKU Commercial Card”). The BankUnited Loan Agreement refinanced the Company’s previous credit facility with BankProv.
Showing the first 40 of 44 pairs. Open the source sections for the rest.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Net loss was approximately $2.0 million or $(0.10) per share based on both 18,962,067 weighted average shares outstanding for basic loss per share and 19,089,944 fully diluted loss per share, for the six months ended June 30, 2024. Net loss was approximately $10.9 million or $(0.85) per share based on 12,926,273 weighted average shares outstanding for both basic loss per share and fully diluted loss per share for the six months ended June 30, 2023. The change in net loss for the six months ended June 30, 2024 as compared to the six months ended June 30, 2023, is related to the factors discussed above.