Stockholders' Equity

6 Months Ended

Jun. 30, 2022

Equity [Abstract]

Stockholders' Equity

Note 16 – Stockholders’ Equity

Amendment to Authorized Shares

On June 30, 2022, the shareholders of the Company approved an increase in the total authorized shares from 100,000,000 to 200,000,000, comprised of 140,000,000 million shares of Class A common stock, 20,000,000 share of Class B common stock and 40,000,000 shares of preferred stock, of which, 10,000,000 are classified as Series A preferred stock.

Treasury Stock

On February 28, 2022, the Board of Directors increased the total authorization under the Company’s stock repurchase program by $10,000,000 to $30,000,000. At June 30, 2022, the Company had $3,474,300 of authorization remaining under the stock repurchase program. During the six months ended June 30, 2022, the Company repurchased 1,410,036 shares of Class A Common Stock at an average price of $9.90.

At the Market Offering

During the period ended June 30, 2022, the Company completed the sale of an aggregate of 164,830 shares of Series A preferred stock, generating net proceeds of $4,016,219.

During the period ended June 30, 2022, the Company completed the sale of an aggregate of 155,871 shares of Class A common stock, generating net proceeds of $1,120,419.

Common Stock Private Placement

On January 20, 2021, the Company completed a private placement of 1,022,727 shares of common stock at a price of $22.00 per common share, generating net proceeds of $21,374,994.

Subsidiary Convertible Preferred Stock

The subsidiary convertible preferred stock represented the equity attributable to the noncontrolling interest holder as a part of the Crackle Plus business combination. Given the terms of the transaction, the noncontrolling interest holder had the right to convert their Preferred Units in Crackle Plus into Common Units representing common ownership of 49% in Crackle Plus or into Series A Preferred Stock of the Company.

On January 13, 2021, the Company issued 1,600,000 shares of its Series A Preferred Stock to CPEH pursuant to the Put Option granted to CPEH under the JV Operating Agreement, as amended. The Put Option was exercised on December 14, 2020. The Company had the option to elect to pay cash in lieu of issuing Series A Preferred Stock. The Company elected to satisfy the Put Option entirely through the issuance of Series A Preferred Stock. As a result of CPEH’s exercise of the Put Option, the Company now owns 100% of Crackle Plus.

Noncontrolling Interests

Noncontrolling interests represent an equity interest in consolidated subsidiaries, including CSS AVOD, Locomotive Global and Landmark Studio Group.  On March 3, 2022, the Company purchased the remaining equity interest in Landmark Studio Group in exchange for 84,000 shares of Class A common stock and $2,200,000, of which $1,450,000 is payable two years from the acquisition date. The purchase increased the Company’s ownership in Landmark Studio Group from 78.5% to 100%.

Warrants

Warrant activity for the six months ended June 30, 2022 is as follows:

						Weighted
				Weighted		Average
				Average		Remaining
	Outstanding		Outstanding	Exercise		Contract
Warrants	at December 31, 2021	Exercised	at June 30, 2022	Price		Term (Yrs.)
Class W	526,362	—	526,362	$	7.50	1.00
Class Z	123,109	—	123,109		12.00	2.00
CSSE Class I	800,000	—	800,000		8.13	1.87
CSSE Class II	1,200,000	—	1,200,000		9.67	1.87
CSSE Class III-A	380,000	—	380,000		11.61	1.87
CSSE Class III-B	1,620,000	—	1,620,000		11.61	1.87
Total	4,649,471	—	4,649,471	$	10.06	1.78