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Subsequent Events | 9 Months Ended
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Sep. 30, 2024
Subsequent Events [Abstract] |
Subsequent Events | Subsequent Events The Company has evaluated and recognized or disclosed subsequent events, as appropriate, from the condensed consolidated balance sheet date through the date the condensed consolidated financial statements were available to be issued. On October 6, 2024, the Company canceled its Business Summit, originally scheduled for October 10, 2024 to October 11, 2024, due to Hurricane Milton. As of September 30, 2024, the Company recorded advanced payments received for the Business Summit of $0.3 million in deferred revenue and prepayments for expenses of $1.2 million in prepaid expenses and other current assets in the accompanying condensed consolidated balance sheets with the intent they would be recognized in October 2024. Due to the cancellation, the related cash proceeds were returned to customers/merchants and approximately $0.9 million, or 72%, of the related cash disbursements were returned to the Company. On October 16, 2024, the Company amended the November 2023 consulting agreement referenced in Note 12 to reduce the monthly fee from $15,000 to zero. The monthly fee for October 2024 was prorated, and the full reduction in the fee will be effective November 1, 2024 On October 22, 2024, the Company completed the implementation of a strategic plan (the “Strategic Plan”) to streamline the organization, reducing staff by over 35% and focusing on the people critical to the Company’s B2B focused sales and marketing positioning going forward. The Company expects a non-recurring charge for severance of $0.4 million, in addition to one month of COBRA estimated to total $37,000 for those electing to utilize it, primarily incurred in the fourth quarter of 2024. The Company may incur additional costs not currently contemplated due to events associated with or resulting from the Strategic Plan. On October 24, 2024, the Company closed a private investment in public equity transaction (“PIPE”) pursuant to a Securities Purchase Agreement (“PIPE Purchase Agreement”) dated October 22, 2024, for the purchase of $5.35 million of Class A common stock at $2.70 per share with three investors: (i) an affiliate of a PSQH board member, (ii), a party related to a PSQH board member and executive officer, and (ii) an unaffiliated accredited investor (the “Purchasers”). The purchase price was slightly in excess of the 14-day average closing price of the Company’s stock on the New York Stock Exchange. The Purchasers also entered into a Registration Rights Agreement (the “PIPE Registration Rights Agreement”) with the Company, pursuant to which, among other things, require the Company to file a registration statement to register the resale of the shares within a certain period after the closing of the PIPE Purchase Agreement. The PIPE Purchase Agreement also contained a lock-up provision pursuant to which, for a period of 12 months after the closing of the PIPE Purchase Agreement, the shares will be subject to trading restrictions and the Purchasers will be restricted from selling short or hedging PSQ securities subject to certain exceptions. On October 28, 2024, the Company officially launched the PublicSquare Payments platform. On November 4, 2024, the first merchant transaction was successfully processed through the Company's proprietary gateway, leveraging an independent token vault and global scale processors. On October 31, 2024, the Company sent a 30 day termination notice regarding the strategic consulting agreement with a consulting company that is controlled by a board member. The Company expects the monthly fee starting December 1, 2024, to be significantly less than the previous monthly fee of $60,000.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/855/tableOfContent Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147483399/855-10-50-2 + Details
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