Subsequent Events |
12 Months Ended | |
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Dec. 31, 2016 | ||
| Subsequent Event [Line Items] | ||
| Subsequent Events [Text Block] |
Note 13. Subsequent Events
On January 4, 2017, Alliance MMA, Inc. acquired Roundtable Creative Inc., a Virginia corporation d/b/a SuckerPunch Entertainment, a leading fighter management and marketing company (“SuckerPunch”), for an aggregate purchase price of $1,347,1947, of which $300,000 was paid in cash and $1,047,194 was paid with the issuance of 280,749 shares of Alliance MMA common stock valued at $3.73 per share, the fair value of Alliance MMA common stock on January 4, 2017. In connection with the acquisition, Brian Butler Au, the sole owner of SuckerPunch, placed 108,289 shares of the 280,749 shares of common stock issued as part of the purchase price into escrow to guarantee the financial performance of SuckerPunch post-closing. Accordingly, in the event the gross profit of the business is less than $265,000 in fiscal year 2017, all 108,289 shares will be forfeited. Also in connection with the merger, the Company entered into executive employment agreements with Brian Butler-Au and Bryan Hamper, who will each serve as managing director, fighter management of SuckerPunch. Each agreement is for a two-year term. Mr. Butler-Au and Mr. Hamper will receive base compensation of $120,000 per year and $100,000 per year, respectively. Each employment agreement provides the executive with a bonus equal to two percent (2%) of the gross revenues received by the Company and/or SuckerPunch from sponsorship arrangements and fighter contracts originated by SuckerPunch. Additionally, Mr. Hamper was awarded 26,738 shares of Alliance MMA common stock together with a warrant to acquire 93,583 shares. The warrant is for a five-year term commencing on January 4, 2017, and has an initial exercise price of $3.74 per share. On January 24, 2017, the Company acquired the mixed martial arts promotion business of Fight Time Promotions, LLC (“Fight Time”) for an aggregate consideration of $362,508, of which $84,000 was paid in cash and $278,508 was paid with the issuance of 74,667 shares of the Alliance MMA’s common stock valued at $3.73 per share, the fair value of Alliance MMA common stock on December 9, 2016. In connection with the acquisition, Karla Guadamuz Davis, the sole owner of Fight Time, placed 28,000 shares of the 74,667 shares of common stock issued as part of the purchase price into escrow to guarantee the financial performance of the Fight Time promotion business post-closing. Accordingly, in the event the gross profit of the Fight Time promotion business is less than $60,000 in fiscal year 2017, all 28,000 shares will be forfeited. Also in connection with the acquisition, the Company entered into a two-year executive employment agreement with Ms. Davis who will serve as General Manager, Fight Time Promotions. Ms. Davis will receive base compensation of $40,000 per year under the agreement. On December 19, 2016, the Board of Directors of the Company awarded equity grants, under the 2016 Equity Incentive Plan, to four employees and one non-employee consultant to acquire an aggregate 215,000 shares of the Company’s common stock. The employee equity awards have a contractual life of 10 years, exercise price of $3.56 and vest annually over three years in three equal annual tranches. The non-employee consultants grant vested immediately. Each of the award were accepted by the recipient during the first quarter 2017. On February 1, 2017, the Company appointed James Byrne as the Company’s Chief Marketing Officer. Mr. Byrne is a veteran of arena sports marketing and has served in various executive marketing roles. In connection with Mr. Byrne’s employment he was award a stock option grant with an exercise price of $3.55 to acquire 100,000 shares of Alliance MMA stock. |
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| CFFC Promotions, LLC [Member] | ||
| Subsequent Event [Line Items] | ||
| Subsequent Events [Text Block] |
Note 6 Subsequent Event In October 2016, in conjunction with the sale of the Company to Alliance MMA, Mr. Colombino was provided 14,888 shares of Alliance MMA common stock in settlement of outstanding Notes Payable Related Party balance. |