Description of Business and Basis of Presentation |
9 Months Ended | ||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 30, 2016 | |||||||||||||||||||||||
| 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”) was formed in Delaware on February 12, 2015 to acquire companies in the mixed martial arts (“MMA”) industry. On September 30, 2016, Alliance acquired the assets and assumed certain liabilities of six companies, consisting of five promoters and a ticketing platform for MMA events. Alliance formed GFL Acquisition, Co., Inc. (“Acquisition Co”), a New York corporation, as a wholly-owned subsidiary of Alliance, on June 14, 2016, primarily to facilitate the acquisition and merger of the seventh company, Go Fight Net, Inc. (“GFL”) which operates a video production and distribution business. The seven companies (the “Target Companies) are as follows: Target Companies Promoters
Ticket Solution
Video Production and Distribution
In addition to the acquisition of the business of the Target Companies, Alliance 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 (“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, and the MMA and video library of Hoss Promotions, LLC (“Hoss”) related to certain CFFC events (collectively, the “Target Assets”). Initial Public Offering (“IPO”) Alliance completed the first tranche of its initial public offering on September 30, 2016, with the sale of 1,813,225 shares of common stock with net proceeds of $7,732,280, and closed the acquisitions of all the Target Companies and Target Assets of Hoss Promotions and Louis Neglia’s Ring of Combat. The Company closed the offering in October and sold an additional 409,083 shares with net proceeds of $1,168,861 and funded the acquisition of the Target Assets of Louis Neglia’s Ring of Combat. With the completion of the IPO, the Company’s gross proceeds from the sale of 2,222,308 shares of common stock was $10,000,373. The combination of the Target Companies and Target Assets formed the operations of Alliance. The Company intends to acquire additional promotions over time to create a developmental league for professional MMA fighters and the premier feeder organization to the Ultimate Fighting Championship, (“UFC”), and other premier MMA promotions such as Bellator. The UFC is the sports largest mixed martial arts promotion company in the world and features the most top-ranked fighters. The combination of the acquired promotions will allow the Company to discover and cultivate the next generation of UFC and other premier MMA promotion champions, while at the same time create live original media content, attract an international fan base, and generate sponsorship revenue for the Company’s live MMA events and professional fighters. The Company incurred an aggregate $1,205,808 net loss from inception to September 30, 2016. To fund the Company’s startup expenses, a loan agreement was entered into with a related party, Ivy Equity Investors, LLC, in February 2015 for up to an initial $500,000 of borrowings for startup expenses. In May 2016, the loan agreement was amended to permit up to $600,000 of borrowings for startup expenses and in July 2016 the loan agreement was amended again to permit up to $1,000,000 of borrowings. In connection with the completion of the IPO, $877,000 was utilized to pay off the current balance of the note payable and accrued interest. For accounting and reporting purposes, Alliance has been identified as the accounting acquirer of each of the Target Companies. In addition, each of the Target Companies has been identified as an accounting co-predecessor to the Company. Liquidity and Going Concern
The 2015 audited financial statements have been prepared on the assumption that we were a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Prior to the acquisition of the Target Companies, Alliance incurred losses since inception, generated no operating revenue, and as reflected in the accompanying financial statements, incurred a net loss of $386,456 for the partial year ended December 31, 2015.
We believe that the revenue generated by the Target Companies and the Target Assets, together with the net proceeds of the IPO, provide Alliance with sufficient capital to fund operations for the balance of 2016 and all of 2017 and there is no longer significant doubt about Alliance MMA’s ability to continue as a going concern. However, we cannot provide any assurances that our operating revenue and the proceeds of the IPO will be sufficient to fund our operations or that, if such revenues and proceeds are not sufficient, that we will be able to obtain additional capital on terms acceptable to us or at all.
The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.
|
||||||||||||||||||||||
| CFFC Promotions, LLC [Member] | |||||||||||||||||||||||
| 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
CFFC Promotions, LLC (“CFFC”) promotes mixed martial arts cage fighting in the New York, New Jersey and Pennsylvania tristate area. The Company was formed on January 28, 2014. Basis of Presentation
The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
|
||||||||||||||||||||||
| PUNCH DRUNK INC [Member] | |||||||||||||||||||||||
| 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
Punch Drunk, Inc., also known as Combat Games MMA, was incorporated in the State of Washington on March 11, 2009. Punch Drunk Inc.’s focus is on becoming the premier Mixed Martial Arts (MMA) promoter in northwest markets. Basis of Presentation
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
|
||||||||||||||||||||||
| HOOSIER FIGHT PROMOTIONS LLC [Member] | |||||||||||||||||||||||
| 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
Hoosier Fight Club Promotions, LLC was started in the State of Indiana on March 1, 2009. HFC’s focus is on becoming the premier Mixed Martial Arts (MMA) promoter in Northwest Indiana and the Chicagoland markets. The Porter County Expo Center has become home to HFC. Basis of Presentation
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
|
||||||||||||||||||||||
| BANG TIME ENTERTAINMENT, LLC [Member] | |||||||||||||||||||||||
| 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
Bang Time Entertainment, LLC DBA Shogun Fights (the Company) is a Maryland limited liability company. The Company operates as a promoter for mixed martial arts events in the Baltimore, Maryland area.
Basis of Presentation
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
|
||||||||||||||||||||||
| V3 Fights [Member] | |||||||||||||||||||||||
| 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
V3, LLC (the “Company”) was founded in Memphis, TN as an amateur fighting circuit in 2009. The Company’s mission is to provide quality professional MMA events for fans across the mid-south whether it be live, on television, online, or pay-per-view. Basis of Presentation
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
|
||||||||||||||||||||||
| Go Fight Net, Inc [Member] | |||||||||||||||||||||||
| 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
Go Fight Net, Inc. (“GFL” or “the Company”) is a sports media company and brand focusing on the combat sports marketplace. The Company combines proprietary technology with content production and acquisition to deliver diverse and compelling content to a global audience. GFL content is distributed globally in all broadcast mediums through the Company’s proprietary distribution platform via cable/satellite, internet, IPTV and mobile protocols. GFL by the Numbers:
Technology Platform
The Company has built a scalable online master control that enables a wide range of functionality in the ingest and delivery of large amounts of data and video to viewers using a broad range of devices and formats to access its content.
Basis of Presentation
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
|
||||||||||||||||||||||
| Cagetix LLC [Member] | |||||||||||||||||||||||
| 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
CageTix, LLC allows fighters to sell consigned tickets online and have sales tracked for promoters. The Company is the first group sales service to focus specifically on Mixed Martial Arts and expanded in 2015 to additional combat sports. Basis of Presentation
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”).
|