Annual report pursuant to Section 13 and 15(d)

Description of Business and Basis of Presentation

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Description of Business and Basis of Presentation
12 Months Ended
Dec. 31, 2017
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]  
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]
Note 1. Description of Business and Basis of Presentation
 
Nature of Business
 
Alliance MMA, Inc. (“Alliance” or the “Company”) is a sports media company combining premier regional mixed martial arts (“MMA”) promotions with event ticketing and fighter management services. Alliance was formed in Delaware in February 2015.
  
Alliance completed the first tranche of its initial public offering on September 30, 2016, and completed the offering in October 2016. The Company continues to execute its roll-up strategy and has acquired the businesses of additional regional MMA promotions, an MMA ticketing platform, and a fighter management company to form the operations of Alliance. As of December 31, 2017, the Company operates the following businesses:
 
Promotions
 
 
CFFC Promotions (“CFFC”);
 
Hoosier Fight Club (“HFC”);
 
COmbat GAmes MMA (“COGA”);
 
Shogun Fights (“Shogun”);
 
V3 Fights (“V3”);
 
Iron Tiger Fight Series (“IT Fight Series” or “ITFS”);
 
Fight Time Promotions (“Fight Time”);
 
National Fighting Championships (“NFC”);
 
Fight Club Orange County (“FCOC” or “Fight Club OC”); and
 
Victory Fighting Championship (“Victory”).
 
Ticketing
 
 
CageTix (“CageTix”).
 
Sports Management
 
 
Roundtable Creative, Inc. d/b/a SuckerPunch Entertainment (“SuckerPunch”).
 
As an adjunct to the promotion business, Alliance provides video, distribution and archiving through its acquisition of Go Fight Net, Inc., doing business as Alliance Sports Media (“GFL” or “ASM”). Alliance also has acquired all rights in the existing MMA and kickboxing video libraries of Louis Neglia’s Martial Arts Karate, Inc. (“Louis Neglia”) related to the Louis Neglia’s Ring of Combat and Louis Neglia’s Kickboxing events and shows, a right of first refusal to acquire the rights to all future Louis Neglia MMA and kickboxing events, the MMA video library of Hoss Promotions, LLC related to certain CFFC events and the MMA video library of Sheffield Recordings Limited related to certain Shogun events.
 
For accounting and reporting purposes, Alliance has been identified as the accounting acquirer of CFFC, HFC, COGA, Shogun, V3, Cagetix and GFL and each has been identified as an accounting co-predecessor to the Company.
 
Liquidity and Going Concern
 
The Company’s primary need for liquidity is to fund the working capital needs of the business, planned capital expenditures, potential acquisitions, and general corporate purposes. The Company has incurred losses and experienced negative operating cash flows since the inception of operations in October 2016.
 
Since completing the IPO in October 2016, the Company has focused primarily on building out a domestic MMA platform, expanding the existing media library of live MMA events, and developing a professional corporate infrastructure to support long-term goals.
 
In August 2017, the Company completed a capital raise of $1.5 million through the placement of 1.5 million units, which consist of one share of common stock and a warrant to purchase one share of common stock. In October and November 2017, we completed a capital raise of approximately $500,000 through the placement of 390,000 units, which consist of one share of common stock and a warrant to purchase common stock. In January 2018, we completed a capital raise of $2,150,000 gross through the placement of 2,150,000 units, which consist of one common share and .90 of a warrant to purchase common stock, totaling 1,935,000 warrants.
 
Management continually holds discussions with prospective sponsors and expects sponsorship revenue to increase during 2018.
 
Additionally, management is in discussions with national and regional casinos to promote MMA events that are anticipated to produce better margins through a reduction in event costs.
 
Many challenges are associated with successfully executing our business plan. The Company has an accumulated deficit of approximately $16.5 million and historical operating results indicating there is substantial doubt with respect to our ability to continue as a going concern of at least one year from the date of this report. Unless the Company can generate sufficient revenue to cover operating costs, it will need to continue to raise capital by selling shares of common stock or by borrowing funds. Management cannot provide any assurances that the Company will generate sufficient revenue to continue as a going concern or, if it chooses to raise capital, that it will be successful in doing so on commercially reasonable terms or at all.