Quarterly report pursuant to Section 13 or 15(d)

Note 3 - Intangible and Other Assets

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Note 3 - Intangible and Other Assets
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Intangible Assets Disclosure [Text Block]

3.

INTANGIBLE AND OTHER ASSETS

 

Intangible and other assets consisted of the following:

 

   

March 31,

2024

   

December 31,

2023

   

Weighted Average

Amortization

Period (Years)

 
    (Unaudited)                  

Partner and customer relationships

  $ 7,645,000     $ 7,645,000       6.5  

Capitalized software development costs

    4,446,000       5,912,000       3.0  

Capitalized third-party game property costs

    500,000       500,000       5.0  

Developed technology

    3,931,000       3,931,000       5.0  

Influencers/content creators

    2,559,000       2,559,000       4.5  

Trade name

    209,000       209,000       5.0  

Domain

    68,000       68,000       10.0  

Copyrights and other

    745,000       825,000       5.5  
      20,103,000       21,649,000       5.0  

Less: accumulated amortization

    (14,500,000

)

    (15,013,000

)

       

Intangible assets, net

  $ 5,603,000     $ 6,636,000          

 

Amortization expense included in operating expense for the three months ended March 31, 2024 and 2023 totaled $683,000 and $1,288,000, respectively. Amortization expense included in cost of revenue for the three months ended March 31, 2024 and 2023 totaled $0 and $26,000, respectively.

 

The Company expects to record amortization of intangible assets for the year ending December 31, 2024 and future fiscal years as follows:

 

For the years ending December 31,

       

2024 remaining

  $ 1,728,000  

2025

    2,026,000  

2026

    1,143,000  

2027

    456,000  

2028

    237,000  

Thereafter

    13,000  
    $ 5,603,000  

 

Sale of Minehut

 

On February 29, 2024, the Company sold its Minehut Assets to GamerSafer in a transaction approved by the board of directors of the Company. Pursuant to the GS Agreement entered into by and between GamerSafer, the Company will receive $1.0 million of purchase consideration for the Minehut Assets, which amount will be paid by GamerSafer in revenue and royalty sharing over a multiple year period, as described in the GS Agreement. Other than with respect to the GS Agreement, there is no relationship between the Company or its affiliates with GamerSafer or its affiliates. The transaction allows Super League to streamline its position in partnering with major brands to build, market, and operate 3D experiences across multiple immersive platforms, including open gaming powerhouses like Minecraft, and aligns with the Company’s cost improvement initiatives. Super League and GamerSafer will maintain a commercial relationship which ensures that Minehut can remain an ongoing destination available to Super League’s partners. The carrying value of Minehut related assets totaled $475,000 as of February 26, 2024, comprised of total carrying costs of $1,671,000, net of accumulated amortization of $1,196,000, and historically were included in intangible assets, net in the condensed consolidated balance sheet.

 

The Company recorded a receivable for the total estimated consideration totaling $619,000, of which $224,000 is included in prepaid expense and other current assets and $395,000 is included in other receivables in noncurrent assets, and recognized a gain on sale of the Minehut Assets totaling $144,000, which is included in other income in the condensed consolidated statement of operations. The Purchase Consideration in the GS Agreement is variable pursuant to the guidance set forth in ASC 606. Under ASC 606, purchase consideration is variable if the amount the Company will receive is contingent on future events occurring or not occurring, even though the amount itself is fixed. As such, the Company estimated the amount of consideration to which the Company will be entitled, in exchange for transferring the Minehut Assets to GamerSafer, utilizing the expected value method which is the sum of probability-weighted amounts in a range of possible consideration outcomes over the applicable contractual payment period, resulting in an estimated receivable of $619,000. Amounts collected over and above the estimated amount at contract inception, if any, will be recognized as additional gains on the sale of Minehut Assets when realized in future periods, up to the $1.0 million stated contractual amount of purchase consideration.

 

In the event GamerSafer does not make royalty or shortfall payments in the amount of $1.0 million by December 31, 2028 (“Payment Deadline”), GamerSafer shall assign and transfer all of the purchased assets back to the Company. In the event that GamerSafer determines in good faith that the acquisition of the assets and the operation of GamerSafer’s related Minehut business becomes operationally unsustainable for any reason, GamerSafer reserves the right, at its sole discretion, to terminate operations (the “Termination”). In the event a Termination occurs prior to the Purchase Consideration being paid in full, then in such event GamerSafer shall promptly assign all Minehut Assets and back to the Company.