Going Concern |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Going Concern [Abstract] | |
| Going Concern | Note 3 — Going Concern
In accordance with Accounting Standards Codification (“ASC”) 205-40, Presentation of Financial Statements — Going Concern, the Company has evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the financial statements are issued.
The Company has experienced recurring losses from operations and negative cash flows from operating activities. As of June 30, 2026, the Company had cash of $2,389,423, a working capital deficiency of $63,643,067, and an accumulated deficit of $136,041,223. Current liabilities as of that date include $39,694,407 of current liabilities of discontinued operations. The Company is dependent on its ability to raise additional capital through equity and debt financings to fund its operations and to satisfy obligations as they become due.
During the six months ended June 30, 2026, the Company executed several financing transactions to address near-term liquidity needs, including (i) a Securities Purchase Agreement with Agile Hudson Partners LLC providing for an aggregate principal amount of $1,395,000 in convertible note funding (purchase price $1,260,000), of which $465,000 of principal was drawn in March 2026 for net cash proceeds of $420,000, (ii) a separate Securities Purchase Agreement with Agile Hudson Partners LLC providing for an aggregate principal amount of $2,775,000, which was disbursed in two tranches funded in April 2026 for net cash proceeds of $2,500,000, (iii) eight debt-for-equity exchanges with Hudson Global Ventures LLC that fully satisfied the Company’s obligations under the Agile Capital term loan, (iv) a $105,000 term loan from Agile Capital under the Agile Capital February 2026 Term Loan, (v) a $100,000 promissory note from Bluecap Ventures, (vi) access to up to $54,000,000 in equity financing under an Equity Line of Credit Agreement with Hudson Global Ventures LLC, and (vii) the full extinguishment of the Gemini Finance Corp. asset-based line of credit (carrying balance of $1,158,522) through the issuance of 72,000 shares (post-split) of common stock under a court-approved Section 3(a)(10) settlement, eliminating the related debt service obligation, and (viii) a Business Loan and Security Agreement entered into on May 12, 2026 with Agile Capital Funding, LLC and Agile Lending, LLC providing for a term loan of $1,625,000, which generated net cash proceeds of approximately $1,047,750 and requires a total repayment amount of $2,340,000 through February 2027, payable in weekly instalments, and (ix) a promissory note issued on June 17, 2026 to FirstFire Global Opportunities Fund, LLC in the principal amount of $880,000 for a purchase price of $800,000, reflecting an original issue discount of $80,000, bearing interest at 10% per annum and maturing on June 17, 2027. See Note 8 — Debt for additional information.
Management’s plans to address the Company’s liquidity needs include: (i) generating revenue from the LPL Season 6 (scheduled for late 2026) and other IPG cricket league operations; (ii) drawing any remaining availability under the Agile Hudson Partners convertible note facility, under which $3,240,000 of principal had been drawn as of June 30, 2026; (iii) drawing on the Hudson Global Ventures equity line of credit, subject to market conditions and SEC registration of the underlying shares; (iv) seeking additional equity or debt financing; and (v) implementing cost reduction measures.
These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these financial statements are issued. Management’s plans to mitigate these conditions are not considered probable of being effectively implemented within the meaning of ASC 205-40 because they are subject to significant risks and uncertainties, including the Company’s ability to access capital markets, market acceptance of the LPL and other IPG operations, and continued compliance with Nasdaq listing standards. Accordingly, substantial doubt about the Company’s ability to continue as a going concern has not been alleviated.
The accompanying unaudited condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |