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CANTON, Ohio, Aug. 12, 2024 /PRNewswire/ -- Hall of Fame Resort & Entertainment Company (NASDAQ: HOFV, HOFVW) (the "Company"), the only resort, entertainment and media company centered around the power of professional football, announced its second quarter 2024 results for the period ended June 30, 2024.
"Over the past quarter we have successfully demonstrated our ability to make marked improvements in overall operational efficiency and evolve our "Eat, Stay, and Play" strategy," shared Hall of Fame Resort & Entertainment Company President and CEO Michael Crawford. "The Company is still in its early stages, building new and exciting assets, creating compelling and engaging media and taking gaming to the next level. We are focused on working to complete the capital stacks of our Gameday Bay Waterpark and Tapestry Hotel, continuing to grow the type of media and gaming content that we are producing and distributing, as well as delivering one-of-a-kind experiences that you would expect from a sports and entertainment company, as we continue to execute upon our strategy and work towards achieving our long-term financial goals."
Key Financial Highlights
Key Business Highlights
Conference Call
The Company will host a conference call and webcast Tuesday, August 13, 2024, beginning at 8:30 a.m. ET, to provide commentary on the business. Investors and all other interested parties can access the live webcast and replay at the Company's website: https://ir.hofreco.com.
About Hall of Fame Resort & Entertainment Company
Hall of Fame Resort & Entertainment Company (NASDAQ: HOFV, HOFVW) is a resort and entertainment company leveraging the power and popularity of professional football and its legendary players in partnership with the Pro Football Hall of Fame. Headquartered in Canton, Ohio, the Hall of Fame Resort & Entertainment Company is the owner of the Hall of Fame Village a multi-use sports, entertainment and media destination centered around the Pro Football Hall of Fame's campus. Additional information on the Company can be found at www.HOFREco.com
Forward-Looking Statements
Certain statements made herein are "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words and phrases such as "plan," "opportunity," "future," "will," "goal," "enable," "pipeline," "transition," "move forward," "towards," "build out," "coming" , "commitment" and "look forward" and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements are not guarantees of future performance, conditions, or results, and involve a number of known and unknown risks, uncertainties, assumptions, and other important factors, many of which are outside the Company's control, which could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors that may affect actual results or outcomes include, among others, the Company's ability to manage growth; the Company's ability to execute its business plan and meet its projections, including obtaining financing to construct planned facilities and for working capital; litigation involving the Company; changes in applicable laws or regulations; general economic and market conditions impacting demand for the Company's products and services, and in particular economic and market conditions in the resort and entertainment industry; increased inflation; the inability to maintain the listing of the Company's shares on Nasdaq; and those risks and uncertainties discussed from time to time in our reports and other public filings with the SEC. The Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
HALL OF FAME RESORT & ENTERTAINMENT COMPANY AND SUBSIDIARIES | |||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | |||||||
(unaudited) | |||||||
For the Three Months Ended June 30, | For the Six Months Ended June 30, | ||||||
2024 | 2023 | 2024 | 2023 | ||||
Revenues | |||||||
Sponsorships, net of activation costs | $ 626,831 | $ 691,236 | $ 1,486,562 | $ 1,364,711 | |||
Event, rents, restaurant, and other revenues | 2,191,900 | 3,410,010 | 4,246,777 | 4,318,322 | |||
Hotel revenues | 1,880,938 | 2,026,031 | 3,157,645 | 3,564,677 | |||
Total revenues | 4,699,669 | 6,127,277 | 8,890,984 | 9,247,710 | |||
Operating expenses | |||||||
Operating expenses | 7,199,196 | 10,693,853 | 13,349,560 | 23,222,569 | |||
Hotel operating expenses | 1,708,961 | 1,587,620 | 2,683,393 | 3,046,823 | |||
Impairment expense | - | - | - | 1,145,000 | |||
Depreciation expense | 4,181,191 | 3,373,076 | 8,339,941 | 5,926,436 | |||
Total operating expenses | 13,089,348 | 15,654,549 | 24,372,894 | 33,340,828 | |||
Loss from operations | (8,389,679) | (9,527,272) | (15,481,910) | (24,093,118) | |||
Other income (expense) | |||||||
Interest expense, net | (6,475,614) | (4,404,146) | (12,997,148) | (8,036,783) | |||
Amortization of discount on note payable | (1,054,650) | (882,240) | (2,009,972) | (1,738,131) | |||
Change in fair value of warrant liability | (1,000) | (223,000) | 48,000 | (461,000) | |||
Change in fair value of interest rate swap | - | 60,000 | - | (40,000) | |||
Change in fair value of securities available for sale | - | 1,683,246 | - | 1,683,246 | |||
Gain (loss) on sale of asset | 1,502 | - | (138,539) | - | |||
Loss on extinguishment of debt | (3,763) | - | (3,763) | - | |||
Other income | 500,000 | - | 500,000 | - | |||
Loss from equity method investments | (65,778) | - | (35,826) | - | |||
Total other expense | (7,099,303) | (3,766,140) | (14,637,248) | (8,592,668) | |||
Net loss | $ (15,488,982) | $ (13,293,412) | $ (30,119,158) | $ (32,685,786) | |||
Preferred stock dividends | (266,000) | (266,000) | (532,000) | (532,000) | |||
Loss attributable to non-controlling interest | - | 5,795 | 8,588 | 54,372 | |||
Net loss attributable to HOFRE stockholders | $ (15,754,982) | $ (13,553,617) | $ (30,642,570) | $ (33,163,414) | |||
Net loss per share, basic and diluted | $ (2.41) | $ (2.39) | $ (4.71) | $ (5.88) | |||
Weighted average shares outstanding, basic and diluted | 6,527,988 | 5,660,385 | 6,507,016 | 5,644,822 | |||
HALL OF FAME RESORT & ENTERTAINMENT COMPANY AND SUBSIDIARIES | ||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||
(unaudited) | ||||
For the Six Months Ended June 30, | ||||
2024 | 2023 | |||
Cash Flows From Operating Activities | ||||
Net loss | $ (30,119,158) | $ (32,685,786) | ||
Adjustments to reconcile net loss to cash flows used in operating activities | ||||
Depreciation expense | 8,339,941 | 5,926,436 | ||
Amortization of note discount and deferred financing costs | 2,009,972 | 1,738,131 | ||
Amortization of financing liability | 3,689,840 | 3,399,422 | ||
Impairment of film costs | - | 1,145,000 | ||
Interest income on investments held to maturity | - | (508,610) | ||
Loss from equity method investments | 35,826 | - | ||
Interest paid in kind | 6,245,901 | 2,282,040 | ||
Loss on sale of asset | 138,539 | - | ||
Loss on extinguishment of debt | 3,763 | - | ||
Change in fair value of interest rate swap | - | 40,000 | ||
Change in fair value of warrant liability | (48,000) | 461,000 | ||
Change in fair value of securities available for sale | - | (1,683,246) | ||
Stock-based compensation expense | 302,463 | 1,737,051 | ||
Non-cash operating lease expense | 248,841 | 177,775 | ||
Changes in operating assets and liabilities: | ||||
Accounts receivable | (177,685) | (829,818) | ||
Prepaid expenses and other assets | (2,144,476) | (1,143,033) | ||
Accounts payable and accrued expenses | 1,797,937 | (1,743,958) | ||
Operating leases | (153,214) | (78,508) | ||
Due to affiliate | 1,569,068 | (456,167) | ||
Other liabilities | 2,950,265 | 2,539,138 | ||
Net cash used in operating activities | (5,310,177) | (19,683,133) | ||
Cash Flows From Investing Activities | ||||
Investments in securities held to maturity | - | (64,606,946) | ||
Proceeds from securities held to maturity | - | 69,815,000 | ||
Proceeds from sale of assets | 8,128,136 | - | ||
Additions to project development costs and property and equipment | (11,905,537) | (19,676,877) | ||
Net cash used in investing activities | (3,777,401) | (14,468,823) | ||
Cash Flows From Financing Activities | ||||
Proceeds from notes payable | 12,298,391 | 22,270,339 | ||
Repayments of notes payable | (11,407,206) | (783,191) | ||
Payment of financing costs | - | (1,552,342) | ||
Payment on financing liability | (747,396) | (2,187,500) | ||
Proceeds from financing liabilities | 3,500,000 | - | ||
Payment of Series B dividends | - | (300,000) | ||
Proceeds from sale of common stock under ATM | 71,071 | 39,261 | ||
Net cash provided by financing activities | 3,714,860 | 17,486,567 | ||
Net decrease in cash and restricted cash | (5,372,718) | (16,665,389) | ||
Cash and restricted cash, beginning of year | 11,816,083 | 33,516,382 | ||
Cash and restricted cash, end of period | $ 6,443,365 | $ 16,850,993 | ||
Cash | $ 1,455,207 | $ 9,307,494 | ||
Restricted Cash | 4,988,158 | 7,543,499 | ||
Total cash and restricted cash | $ 6,443,365 | $ 16,850,993 | ||
HALL OF FAME RESORT & ENTERTAINMENT COMPANY AND SUBSIDIARIES | |||
CONDENSED CONSOLIDATED BALANCE SHEETS | |||
As of | |||
June 30, 2024 | December 31, 2023 | ||
(unaudited) | |||
Assets | |||
Cash | $ 1,455,207 | $ 3,243,353 | |
Restricted cash | 4,988,158 | 8,572,730 | |
Equity method investments | 2,410,619 | - | |
Investments available for sale | 2,000,000 | 2,000,000 | |
Accounts receivable, net | 1,131,364 | 1,108,460 | |
Prepaid expenses and other assets | 7,146,820 | 3,514,135 | |
Property and equipment, net | 339,210,450 | 344,378,835 | |
Property and equipment held for sale | - | 12,325,227 | |
Right-of-use lease assets | 7,231,656 | 7,387,693 | |
Project development costs | 71,367,323 | 59,366,200 | |
Total assets | $ 436,941,597 | $ 441,896,633 | |
Liabilities and stockholders' equity | |||
Liabilities | |||
Notes payable, net | $ 229,184,587 | $ 219,532,941 | |
Accounts payable and accrued expenses | 26,670,454 | 21,825,540 | |
Due to affiliate | 2,862,942 | 1,293,874 | |
Warrant liability | 177,000 | 225,000 | |
Financing liability | 67,758,996 | 62,982,552 | |
Operating lease liability | 3,326,074 | 3,440,630 | |
Other liabilities | 8,793,397 | 5,858,682 | |
Total liabilities | 338,773,450 | 315,159,219 | |
Commitments and contingencies (Note 6, 7, and 8) | |||
Stockholders' equity | |||
Undesignated preferred stock, $0.0001 par value; 4,917,000 shares authorized; no shares issued or outstanding at | - | - | |
Series B convertible preferred stock, $0.0001 par value; 15,200 shares designated; 0 and 200 shares issued and | - | - | |
Series C convertible preferred stock, $0.0001 par value; 15,000 shares designated; 15,000 shares issued and | 2 | 2 | |
Common stock, $0.0001 par value; 300,000,000 shares authorized; 6,548,719 and 6,437,020 shares issued and | 655 | 643 | |
Additional paid-in capital | 346,417,368 | 344,335,489 | |
Accumulated deficit | (247,286,452) | (216,643,882) | |
Total equity attributable to HOFRE | 99,131,573 | 127,692,252 | |
Non-controlling interest | (963,426) | (954,838) | |
Total equity | 98,168,147 | 126,737,414 | |
Total liabilities and stockholders' equity | $ 436,941,597 | $ 441,896,633 | |
Non-GAAP Financial Measures
The Company reports its financial results in accordance with accounting principles generally accepted in the United States ("GAAP") and corresponding metrics as non-GAAP financial measures. The press release includes references to the following non-GAAP financial measures: EBITDA and adjusted EBITDA. These are important financial measures used in the management of the business, including decisions concerning the allocation of resources and assessment of performance. Management believes that reporting these non-GAAP financial measures is useful to investors as these measures are representative of the company's performance and provide improved comparability of results. See the table below for the definitions of the non-GAAP financial measures referred to above and corresponding reconciliations of these non-GAAP financial measures to the most comparable GAAP financial measures. Non-GAAP financial measures should be viewed as additions to, and not as alternatives for the Company's results prepared in accordance with GAAP. In addition, the non-GAAP measures the Company uses may differ from non-GAAP measures used by other companies, and other companies may not define the non-GAAP measures the company uses in the same way.
For the Three Months Ended June 30, | For the Six Months Ended June 30, | ||||||
2024 | 2023 | 2024 | 2023 | ||||
Adjusted EBITDA Reconciliation | |||||||
Net loss attributable to HOFRE stockholders | $ (15,754,982) | $ (13,553,617) | $ (30,642,570) | $ (33,163,414) | |||
(Benefit from) provision for income taxes | - | - | - | - | |||
Interest expense, net | 6,475,614 | 4,404,146 | 12,997,148 | 8,036,783 | |||
Depreciation expense | 4,181,191 | 3,373,076 | 8,339,941 | 5,926,436 | |||
Amortization of discount on note payable | 1,054,650 | 882,240 | 2,009,972 | 1,738,131 | |||
EBITDA | (4,043,527) | (4,894,155) | (7,295,509) | (17,462,064) | |||
Impairment expense | - | - | - | 1,145,000 | |||
Change in fair value of warrant liability | 1,000 | 223,000 | (48,000) | 461,000 | |||
Change in fair value of interest rate swap | - | (60,000) | - | 40,000 | |||
Change in fair value of securities available for sale | - | (1,683,246) | - | - | |||
Loss on sale of asset | (1,502) | 138,539 | |||||
Loss on extinguishment of debt | 3,763 | - | 3,763 | - | |||
Other income | (500,000) | - | (500,000) | (1,683,246) | |||
Loss from equity method investment | 65,778 | 35,826 | |||||
Preferred stock dividends | 266,000 | 266,000 | 532,000 | 532,000 | |||
Loss attributable to non-controlling interest | - | (5,795) | (8,588) | (54,372) | |||
Adjusted EBITDA | $ (4,208,488) | $ (6,154,196) | $ (7,141,969) | $ (17,021,682) | |||
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SOURCE Hall of Fame Resort & Entertainment Company
