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SUPER LEAGUE GAM(SLGG) - 2025 Q2 - Quarterly Report

Revenue Performance - Revenue for the three months ended June 30, 2025 totaled $3.0 million, a decrease of $1.1 million or 27% compared to $4.1 million for the same period in 2024[312]. - Revenue for the six months ended June 30, 2025 totaled $5.7 million, a decrease of $2.6 million or 31% compared to $8.3 million for the same period in 2024[317]. - The Company reported a total revenue decrease of $1.1 million, or 27%, to $3.0 million for the three months ended June 30, 2025, compared to $4.1 million in the same period of 2024[330]. - Total revenue decreased by $2.6 million, or 31%, to $5.7 million compared to $8.3 million in the prior year period[335]. - Media and advertising revenue decreased by $258,000, or 15%, to $1.5 million, while publishing and content studio revenue fell by $813,000, or 37%, to $1.4 million for the same quarter[330]. - Media and advertising revenue decreased by $351,000, or 11%, to $2.7 million, reflecting a strategic decrease in lower margin influencer marketing revenues[335]. - Publishing and content studio revenue decreased by $2.1 million, or 44%, to $2.6 million, primarily due to a net decrease in custom game development revenues[335]. - Direct to consumer revenue decreased by $171,000, or 35%, to $313,000, impacted by the sale of digital properties generating related revenues[335]. Cost Management - Cost of revenue for the three months ended June 30, 2025 decreased $0.8 million, or 31% to $1.7 million, compared to $2.5 million in the prior year quarter[313]. - Total operating expense for the three months ended June 30, 2025 decreased $1.3 million, or 22% to $4.5 million, compared to $5.7 million in the prior year quarter[315]. - Cost of revenue decreased by $778,000, or 31%, consistent with the revenue decline, primarily due to a strategic 94% decrease in influencer marketing revenues[333]. - General and administrative expense decreased by $867,000, or 34%, to $1.653 million for the three months ended June 30, 2025, driven by headcount reductions and cost optimization[343]. - Engineering, technology and development expense decreased by $98,000, or 12%, primarily due to a reduction in personnel costs[342]. - Selling, marketing and advertising expense decreased by $526,000, or 20%, due to a reduction in personnel costs related to headcount reductions[339]. - Amortization expense decreased by $64,000, or 11%, for the three months ended June 30, 2025, primarily due to the completion of amortization of certain intangible assets[338]. - Personnel costs decreased due to ongoing cost reduction activities, while noncash stock compensation expense increased by $350,000 related to third-party consultants[346]. Financial Position - Net loss for the three months ended June 30, 2025 was $2.8 million or $(4.52) per share, compared to a net loss of $2.5 million, or $(24.01) per share, in the prior year quarter[315]. - The Company experienced a net loss from operations of $3.1 million for the three months ended June 30, 2025, compared to a net loss of $4.1 million in the prior year quarter, reflecting a 23% improvement[329]. - Cash and cash equivalents decreased from $1.3 million at December 31, 2024, to $0.48 million at June 30, 2025[360]. - As of June 30, 2025, the company reported an accumulated deficit of $277.1 million and net cash used in operating activities of $4.0 million for the six months ended June 30, 2025, compared to $6.1 million for the same period in 2024[361]. - The Company reported stockholders' equity of $170,000, which did not meet the $2,500,000 requirement under NASDAQ Listing Rule 5550(b)(1)[327]. Capital Raising and Financing Activities - The Company raised approximately $670,000 through a registered direct offering in June 2025, utilizing the proceeds for working capital and debt repayment[320]. - The Company completed the May II Offering of 104,167 shares at a public price of $4.80 per share, resulting in net proceeds of approximately $380,000 after expenses[322]. - The May I Offering involved 127,941 shares sold at $6.80 per share, generating net proceeds of approximately $700,400, with an additional 15,441 shares sold under the May I Option for gross proceeds of about $104,999[323]. - The Company raised $4 million in gross proceeds from a private placement offering of 8% Senior Secured Convertible Notes, convertible at a price of $6.815 per share[378]. - The Company entered into an Exchange Agreement on July 7, 2025, granting 1,500,000 shares of Series AAAA Jr. Convertible Preferred Stock in exchange for a promissory note valued at $1,878,082[368]. - On July 10, 2025, the company entered into an Equity Purchase Agreement allowing it to direct an investor to purchase up to $20 million in common stock, subject to certain conditions[371]. - The Company entered into a Hudson Equity Purchase Agreement allowing the sale of up to $2.9 million of newly issued shares, with 7,500 shares issued to Hudson valued at $159,000[388]. - The Company sold 17,925 shares of common stock under the Hudson Equity Line of Credit (ELOC) during the six months ended June 30, 2025, raising net proceeds of $231,000[390]. Strategic Acquisitions and Partnerships - The Company acquired Supersocial in May 2025, expanding its partnerships and capabilities in the gaming space[305]. - The Company entered into a Membership Interest Purchase and Sale Agreement to sell 100% of the membership interests of InPvP for $350,000[306]. - The Company expanded its partnership with AdArcade, enhancing its advertising capabilities with Native Playables, which deliver three times higher engagement than standard ads[308]. - Super League acquired substantially all assets of Melon, Inc. for contingent consideration, with a fair value of $2.15 million as of the acquisition date[345]. - The Company sold its Minehut Assets to GamerSafer for a total purchase consideration of $1.0 million, with an initial gain on sale of $144,000 recognized[350][351]. Compliance and Regulatory Matters - The Company regained compliance with NASDAQ Listing Rule 5550(a)(2) regarding minimum bid price requirements on July 8, 2025[324]. - The company qualifies as a "smaller reporting company," allowing it to take advantage of certain reporting exemptions[451]. - The company ceased being an "emerging growth company" as of December 31, 2024, but continues to be classified as a "smaller reporting company"[454]. - The company is not currently exposed to market risks from interest rate changes or foreign currency exchange rates[456]. Future Outlook and Concerns - The company plans to seek additional capital through equity or debt financings to support its growth and business strategy, amid concerns about the impact of global economic conditions on its operations[362]. - The company has incurred significant losses and raised concerns about its ability to continue as a going concern if it cannot secure additional funding[362]. - The company may evaluate potential strategic acquisitions and may need to raise additional equity capital or incur debt to finance these acquisitions[365]. - Management is focused on expanding service offerings and revenue growth through internal development, collaborations, and strategic acquisitions while managing operating costs[363].