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Note 12 - Warrants

12 Months Ended

Dec. 31, 2024

Note 12 - Warrants

In conjunction with the Convertible Debenture and Warrant issuance on February 14, 2023, 266,667 warrants that were previously issued to Alpha on November 19, 2021 were revalued on February 14, 2023, reducing the exercise price from $45.00 per warrant share to $0.60 per warrant share. The Company performed a Black Scholes model for the re-pricing of the warrants using the value of the underlying stock price of $5.10 stock price, exercise price of $0.60, expected dividend rate of 0%, risk-free interest rate of 4.04% and volatility of 52.57% and remaining term of 2.9 years. These same assumptions were applied to the 880,000 warrants. The value allocated to the warrants on November 19, 2021 was $11,435 and was recorded in Additional Paid-In Capital. The fair value of the re-priced warrants on February 15, 2023 was $1,218,205, an increase of $1,206,771. The incremental value of the warrants is also recorded in Additional Paid-In Capital as of December 31, 2023 as a deemed dividend.

On December 9, 2024, Alpha exercised 120,000 warrants from the 2023 Warrants Repurchase Balance at a strike price per warrant of $.0001 per share. Additionally, on January 23, 2024, Alpha exercised 266,667 warrants issued pursuant to the Exchange Agreement at a strike price per warrant of $.60 per share with the Company receiving approximately $160,000. Further, during this same period, 2,500 warrants with a strike price of $0 were exercised by former management of MTS.

On June 6, 2023, an investor exercised 125,359 warrants via a cashless exercise for 121,479 ordinary shares.

On June 14, 2023, the Company filed a registration statement on Form S-1 (file number: 333-272652) with the SEC to register 266,667 ordinary shares issuable upon exercise of the purchase warrants issued to Alpha in November 2021. The registration statement on Form S-1 was deemed effective on September 29, 2023.

During the 12 months ended December 31, 2023, the Company recognized 3,015 warrants acquired during the SportsHub Acquisition. The warrants have an exercise price of $17.90 and were originally set to expire October 29, 2028.

Following is a summary of the Company’s warrant activity for the year ended December 31, 2024:

	*Number of*			*Weighted Average*		*Weighted Average*
	*Shares*			*Exercise Price Per Share*		*Remaining Life (Years)*
Outstanding as of December 31, 2023		1,158,015		$	3.43		3.58
Previously issued regular warrants exchanged		(723,793	)		4.10		-
Exchanged revalued warrants issued		723,793			-		7.69
Exercised		(545,374	)	$	0.68		-
Expired		(5,833	)	$	26.42		-
Outstanding as of December 31, 2024		606,808		$	0.09		7.71

Following is a summary of the Company’s warrant activity for the year ended December 31, 2023:

	*Number of*			*Weighted Average*			*Weighted Average*
	*Shares*			*Exercise Price Per Share*			*Remaining Life (Years)*
Outstanding as of December 31, 2022		400,359		$	0.82			2.83
Previously issued regular warrants		(266,667	)		(45.00	)		0.43
Revalued regular warrants		266,667			0.60			0.43
Exercised		(125,359	)		(0.10	)		-
Issued and vested		883,015			4.15			3.15
Outstanding as of December 31, 2023		1,158,015		$	3.43			3.58