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- Definition Boolean flag that is true when the XBRL content amends previously-filed or accepted submission. No definition available.
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X | ||||||||||
- Definition Area code of city No definition available.
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X | ||||||||||
- Definition End date of current fiscal year in the format --MM-DD. No definition available.
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- Definition Fiscal period values are FY, Q1, Q2, and Q3. 1st, 2nd and 3rd quarter 10-Q or 10-QT statements have value Q1, Q2, and Q3 respectively, with 10-K, 10-KT or other fiscal year statements having FY. No definition available.
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X | ||||||||||
- Definition This is focus fiscal year of the document report in YYYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006. No definition available.
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- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
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- Definition For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD. No definition available.
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- Definition Boolean flag that is true only for a form used as an quarterly report. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Boolean flag that is true only for a form used as a transition report. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'. No definition available.
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X | ||||||||||
- Definition Address Line 1 such as Attn, Building Name, Street Name No definition available.
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X | ||||||||||
- Definition Address Line 2 such as Street or Suite number No definition available.
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- Definition Name of the City or Town No definition available.
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- Definition Code for the postal or zip code No definition available.
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X | ||||||||||
- Definition Name of the state or province. No definition available.
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X | ||||||||||
- Definition A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument. No definition available.
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- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
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- Definition Indicate 'Yes' or 'No' whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition Indicate if registrant meets the emerging growth company criteria. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen. No definition available.
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- Definition Indicate whether the registrant is one of the following: Large Accelerated Filer, Accelerated Filer, Non-accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Two-character EDGAR code representing the state or country of incorporation. No definition available.
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- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
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- Definition Boolean flag that is true when the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
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- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
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- Definition The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Boolean flag that is true when the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Indicates that the company is a Smaller Reporting Company (SRC). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Local phone number for entity. No definition available.
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- Definition Title of a 12(b) registered security. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Name of the Exchange on which a security is registered. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition Trading symbol of an instrument as listed on an exchange. No definition available.
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- Details
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- Details
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- Details
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- Details
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Condensed Consolidated Balance Sheets - USD ($) |
Jun. 30, 2025 |
[2] | Dec. 31, 2024 |
||||
---|---|---|---|---|---|---|---|
Current Assets: | |||||||
Cash and cash equivalents | $ 1,343,901,700 | [1] | $ 170,236,100 | ||||
Restricted cash | 1,000,000,000 | 0 | |||||
Short-term investments | 619,298,400 | 606,547,300 | |||||
Trading securities | 122,366,400 | 0 | |||||
Prepaid expenses and other current assets | 10,847,300 | 7,457,300 | |||||
Accounts receivable, net | 317,300 | 17,400 | |||||
Total current assets | 3,096,731,100 | 784,258,100 | |||||
Property and equipment, net | 4,053,000 | 4,366,000 | |||||
Goodwill | 120,884,200 | 120,884,200 | |||||
Intangible assets, net | 22,619,100 | 25,363,100 | |||||
Right-of-use assets, net | 2,968,300 | 3,416,100 | |||||
Total assets | [1] | 3,247,255,700 | 938,287,500 | ||||
Current Liabilities: | |||||||
Accounts payable and accrued expenses | 17,243,500 | 10,167,500 | |||||
Related party payables | $ 262,000 | $ 262,000 | |||||
Other Liability, Noncurrent, Related Party Type [Extensible Enumeration] | Related Party [Member] | Related Party [Member] | |||||
Unearned revenue | $ 0 | $ 1,010,700 | |||||
Current portion of long-term debt | 4,968,000 | 4,780,500 | |||||
Current portion of operating lease liability | 880,600 | 1,080,800 | |||||
Total current liabilities | 23,354,100 | 17,301,500 | |||||
Convertible notes | 934,300,700 | 0 | |||||
Long-term operating lease liability | 2,136,300 | 2,559,700 | |||||
Long-term debt - other | 5,026,000 | 4,836,200 | |||||
Deferred tax liability | 310,300 | 0 | |||||
Total liabilities | [1] | 965,127,400 | 24,697,400 | ||||
Commitments and contingencies (Note 16) | |||||||
Preferred Stock $0.0001 par value – 1,000,000 shares authorized, 0 shares issued and outstanding at June 30, 2025 and December 31, 2024 | 0 | 0 | |||||
Common Stock $0.0001 par value – 999,000,000 shares authorized, 277,310,193 and 220,657,014 shares issued and outstanding at June 30, 2025 and December 31, 2024 | 27,800 | 22,100 | |||||
Paid in capital | 5,289,923,600 | 3,861,662,400 | |||||
Treasury stock, at cost (424,483 and 128,138 shares) | (11,158,900) | (2,908,700) | |||||
Accumulated deficit | (2,996,894,600) | (2,945,185,700) | |||||
Total stockholders’ equity | 2,281,897,900 | 913,590,100 | |||||
Noncontrolling interest | 230,400 | 0 | |||||
Total equity | 2,282,128,300 | 913,590,100 | |||||
Total liabilities and stockholders’ equity | $ 3,247,255,700 | $ 938,287,500 | |||||
|
X | ||||||||||
- Definition Amount of investment in equity security classified as available for sale, measured at fair value with change in fair value recognized in net income (FV-NI), classified as current. No definition available.
|
X | ||||||||||
- Definition Sum of the carrying values as of the balance sheet date of obligations incurred through that date and due within one year (or the operating cycle, if longer), including liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received, taxes, interest, rent and utilities, accrued salaries and bonuses, payroll taxes and fringe benefits. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Amount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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X | ||||||||||
- Definition Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition Amount of asset recognized for present right to economic benefit. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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X | ||||||||||
- Definition Amount of asset recognized for present right to economic benefit, classified as current. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of cash and cash equivalent. Cash includes, but is not limited to, currency on hand, demand deposit with financial institution, and account with general characteristic of demand deposit. Cash equivalent includes, but is not limited to, short-term, highly liquid investment that is both readily convertible to known amount of cash and so near maturity that it presents insignificant risk of change in value because of change in interest rate. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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X | ||||||||||
- Definition Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of obligation to transfer good or service to customer for which consideration has been received or is receivable, classified as current. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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X | ||||||||||
- Definition Including the current and noncurrent portions, carrying value as of the balance sheet date of a written promise to pay a note, initially due after one year or beyond the operating cycle if longer, which can be exchanged for a specified amount of one or more securities (typically common stock), at the option of the issuer or the holder. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences with jurisdictional netting. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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X | ||||||||||
- Definition Amount, after accumulated impairment loss, of asset representing future economic benefit arising from other asset acquired in business combination or from joint venture formation or both, that is not individually identified and separately recognized. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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X | ||||||||||
- Definition Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of liability recognized for present obligation requiring transfer or otherwise providing economic benefit to others. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt classified as current. Excludes lease obligation. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of equity (deficit) attributable to noncontrolling interest. Excludes temporary equity. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Present value of lessee's discounted obligation for lease payments from operating lease, classified as current. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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X | ||||||||||
- Definition Present value of lessee's discounted obligation for lease payments from operating lease, classified as noncurrent. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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X | ||||||||||
- Definition Amount of lessee's right to use underlying asset under operating lease. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition Amount of liabilities classified as other, due within one year or the normal operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Indicates status and type of related party for liability classified as other and noncurrent. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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X | ||||||||||
- Definition Amount of long-term debt classified as other, payable after one year or the operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets that are expected to be realized or consumed within one year or the normal operating cycle, if longer. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of cash restricted as to withdrawal or usage, classified as current. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of accumulated undistributed earnings (deficit). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of investments including trading securities, available-for-sale securities, held-to-maturity securities, and short-term investments classified as other and current. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of equity (deficit) attributable to parent and noncontrolling interest. Excludes temporary equity. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition The amount allocated to treasury stock. Treasury stock is common and preferred shares of an entity that were issued, repurchased by the entity, and are held in its treasury. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
Condensed Consolidated Balance Sheets (Parentheticals) - USD ($) |
Jun. 30, 2025 |
Dec. 31, 2024 |
|||||
---|---|---|---|---|---|---|---|
Preferred stock, par value (in Dollars per share) | $ 0.0001 | [1] | $ 0.0001 | ||||
Preferred stock, shares authorized (in Shares) | 1,000,000 | [1] | 1,000,000 | ||||
Preferred stock, shares issued (in Shares) | 0 | [1] | 0 | ||||
Preferred stock, shares outstanding (in Shares) | 0 | [1] | 0 | ||||
Common stock, par value (in Dollars per share) | $ 0.0001 | [1] | $ 0.0001 | ||||
Common stock, shares authorized (in Shares) | 999,000,000 | [1] | 999,000,000 | ||||
Common stock, shares outstanding (in Shares) | 277,310,193 | [1] | 220,657,014 | ||||
Common stock, shares issued (in Shares) | 277,310,193 | [1] | 220,657,014 | ||||
Treasury stock, at cost (in Shares) | 424,483 | [1] | 128,138 | ||||
Total Assets (in Dollars) | [2] | $ 3,247,255,700 | [1] | $ 938,287,500 | |||
Cash and Cash Equivalents (in Dollars) | 1,343,901,700 | [1],[2] | 170,236,100 | ||||
Total liabilities (in Dollars) | [2] | 965,127,400 | [1] | 24,697,400 | |||
VIEs [Member] | |||||||
Total Assets (in Dollars) | 2,303,800 | 0 | |||||
Cash and Cash Equivalents (in Dollars) | 2,303,800 | ||||||
Total liabilities (in Dollars) | $ 0 | $ 0 | |||||
|
X | ||||||||||
- Definition Amount of asset recognized for present right to economic benefit. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of cash and cash equivalent. Cash includes, but is not limited to, currency on hand, demand deposit with financial institution, and account with general characteristic of demand deposit. Cash equivalent includes, but is not limited to, short-term, highly liquid investment that is both readily convertible to known amount of cash and so near maturity that it presents insignificant risk of change in value because of change in interest rate. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Face amount or stated value per share of common stock. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The maximum number of common shares permitted to be issued by an entity's charter and bylaws. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of liability recognized for present obligation requiring transfer or otherwise providing economic benefit to others. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Face amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of shares issued for nonredeemable preferred shares and preferred shares redeemable solely at option of issuer. Includes, but is not limited to, preferred shares issued, repurchased, and held as treasury shares. Excludes preferred shares classified as debt. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of previously issued common shares repurchased by the issuing entity and held in treasury. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
Condensed Consolidated Statements of Operations - USD ($) |
3 Months Ended | 6 Months Ended | ||||||
---|---|---|---|---|---|---|---|---|
Jun. 30, 2025 |
Jun. 30, 2024 |
Jun. 30, 2025 |
Jun. 30, 2024 |
|||||
Consolidated Statements of Operations [Abstract] | ||||||||
Net sales | $ 883,300 | $ 836,900 | $ 1,704,500 | $ 1,607,400 | ||||
Operating costs and expenses(1) | ||||||||
Cost of revenue | 342,900 | 36,200 | 679,600 | 129,600 | ||||
Research and development | [1] | 13,041,000 | 4,861,600 | 25,605,900 | 38,020,200 | |||
Sales and marketing | 556,000 | 1,175,300 | 1,053,400 | 2,245,700 | ||||
General and administration | [1] | 28,617,900 | 13,418,600 | 53,795,900 | 78,213,700 | |||
Depreciation and amortization | 1,833,500 | 3,700 | 3,612,700 | 9,300 | ||||
Total operating costs and expenses | [1] | 44,391,300 | 19,495,400 | 84,747,500 | 118,618,500 | |||
Loss from operations | (43,508,000) | (18,658,500) | (83,043,000) | (117,011,100) | ||||
Interest income | 16,836,500 | 2,132,700 | 24,831,700 | 2,161,500 | ||||
Interest expense | (4,105,100) | 157,800 | (4,291,900) | (2,659,800) | ||||
Investment income | 11,085,000 | 0 | 11,085,000 | 0 | ||||
Change in fair value of derivative liabilities | 0 | 0 | 0 | (225,916,000) | ||||
Loss on the conversion of convertible debt | 0 | 0 | 0 | (542,300) | ||||
Loss from operations before income taxes | (19,691,600) | (16,368,000) | (51,418,200) | (343,967,700) | ||||
Income tax expense | (310,300) | 0 | (310,300) | 0 | ||||
Net loss | (20,001,900) | (16,368,000) | (51,728,500) | (343,967,700) | ||||
Less net loss attributable to noncontrolling interest | 19,600 | 0 | 19,600 | 0 | ||||
Net loss available to common stockholders | $ (19,982,300) | $ (16,368,000) | $ (51,708,900) | $ (343,967,700) | ||||
Loss per share attributable to common stockholders: | ||||||||
Basic (in Dollars per share) | $ (0.08) | $ (0.1) | $ (0.22) | $ (2.67) | ||||
Diluted (in Dollars per share) | [2] | $ (0.08) | $ (0.1) | $ (0.22) | $ (2.67) | |||
Weighted Average Shares used to compute net loss per share attributable to common stockholders: | ||||||||
Basic (in Shares) | 240,512,552 | 166,726,512 | 230,597,689 | 128,735,253 | ||||
Diluted (in Shares) | 240,512,552 | 166,726,512 | 230,597,689 | 128,735,253 | ||||
|
X | ||||||||||
- Definition The amount of investment income from option premium and trading securities. No definition available.
|
X | ||||||||||
- Definition The aggregate cost of goods produced and sold and services rendered during the reporting period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Total costs of sales and operating expenses for the period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of realized and unrealized gain (loss) of derivative instruments not designated or qualifying as hedging instruments. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Difference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount of interest expense classified as operating and nonoperating. Includes, but is not limited to, cost of borrowing accounted for as interest expense. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount before accretion (amortization) of purchase discount (premium) of interest income on nonoperating securities. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of Net Income (Loss) attributable to noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition The net result for the period of deducting operating expenses from operating revenues. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of expense for research and development. Includes, but is not limited to, cost for computer software product to be sold, leased, or otherwise marketed and writeoff of research and development assets acquired in transaction other than business combination or joint venture formation or both. Excludes write-down of intangible asset acquired in business combination or from joint venture formation or both, used in research and development activity. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition The aggregate total amount of expenses directly related to the marketing or selling of products or services. No definition available.
|
X | ||||||||||
- Definition The aggregate total costs related to selling a firm's product and services, as well as all other general and administrative expenses. Direct selling expenses (for example, credit, warranty, and advertising) are expenses that can be directly linked to the sale of specific products. Indirect selling expenses are expenses that cannot be directly linked to the sale of specific products, for example telephone expenses, Internet, and postal charges. General and administrative expenses include salaries of non-sales personnel, rent, utilities, communication, etc. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
Condensed Consolidated Statements of Operations (Parentheticals) - USD ($) |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2025 |
Jun. 30, 2024 |
Jun. 30, 2025 |
Jun. 30, 2024 |
|
Stock-based compensation | $ 17,744,600 | $ 35,596,300 | $ 84,588,000 | |
Research and Development Expense [Member] | ||||
Stock-based compensation | 8,048,200 | 0 | 15,609,100 | 30,142,500 |
General and Administrative Expense [Member] | ||||
Stock-based compensation | $ 9,696,400 | $ 0 | $ 19,987,200 | $ 54,445,500 |
X | ||||||||||
- Definition Amount of noncash expense for share-based payment arrangement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
Condensed Consolidated Statements of Stockholders' (Deficit)/Equity - USD ($) |
Common Stock [Member] |
Treasury Stock [Member] |
Paid-in Capital [Member] |
Accumulated Deficit [Member] |
Total Stockholders’ (Deficit)/ Equity [Member] |
Noncontrolling Interest [Membet] |
Total |
|||
---|---|---|---|---|---|---|---|---|---|---|
Balance at Dec. 31, 2023 | $ 8,800 | $ 0 | $ 0 | $ (66,770,700) | $ (66,761,900) | $ 0 | $ (66,761,900) | |||
Balance (in Shares) at Dec. 31, 2023 | 87,500,000 | |||||||||
Balance (in Shares) at Dec. 31, 2023 | 0 | |||||||||
Fair value of TMTG earnout shares | $ 0 | $ 0 | 2,477,550,200 | (2,477,550,200) | 0 | 0 | 0 | |||
Conversion of convertible notes upon reverse capitalization | $ 600 | $ 0 | 300,425,400 | 0 | 300,426,000 | 0 | 300,426,000 | |||
Conversion of convertible notes upon reverse capitalization (in Shares) | 6,014,534 | 0 | ||||||||
Stock based compensation | $ 200 | $ 0 | 84,587,800 | 0 | 84,588,000 | 0 | 84,588,000 | |||
Stock based compensation (in Shares) | 1,840,000 | 0 | ||||||||
Issuance of common stock upon reverse capitalization | $ 4,100 | $ 0 | 219,617,500 | 0 | 219,621,600 | 0 | 219,621,600 | |||
Issuance of common stock upon reverse capitalization (in Shares) | 41,346,049 | 0 | ||||||||
Net loss | $ 0 | $ 0 | 0 | (327,599,700) | (327,599,700) | 0 | (327,599,700) | |||
Balance at Mar. 31, 2024 | $ 13,700 | $ 0 | 3,082,180,900 | (2,871,920,600) | 210,274,000 | 0 | 210,274,000 | |||
Balance (in Shares) at Mar. 31, 2024 | 136,700,583 | |||||||||
Balance (in Shares) at Mar. 31, 2024 | 0 | |||||||||
Balance at Dec. 31, 2023 | $ 8,800 | $ 0 | 0 | (66,770,700) | (66,761,900) | 0 | (66,761,900) | |||
Balance (in Shares) at Dec. 31, 2023 | 87,500,000 | |||||||||
Balance (in Shares) at Dec. 31, 2023 | 0 | |||||||||
Net loss | (343,967,700) | |||||||||
Balance at Jun. 30, 2024 | $ 19,200 | $ 0 | 3,229,937,700 | (2,888,288,600) | 341,668,300 | 0 | 341,668,300 | |||
Balance (in Shares) at Jun. 30, 2024 | 191,477,375 | |||||||||
Balance (in Shares) at Jun. 30, 2024 | 0 | |||||||||
Balance at Mar. 31, 2024 | $ 13,700 | $ 0 | 3,082,180,900 | (2,871,920,600) | 210,274,000 | 0 | 210,274,000 | |||
Balance (in Shares) at Mar. 31, 2024 | 136,700,583 | |||||||||
Balance (in Shares) at Mar. 31, 2024 | 0 | |||||||||
Exercise of warrants | $ 900 | $ 0 | 97,761,400 | 0 | 97,762,300 | 0 | 97,762,300 | |||
Exercise of warrants (in Shares) | 8,526,792 | |||||||||
Exercise of warrants (in Shares) | 0 | |||||||||
Issuance of earnout shares | $ 4,000 | $ 0 | (4,000) | 0 | 0 | 0 | 0 | |||
Issuance of earnout shares (in Shares) | 40,000,000 | |||||||||
Issuance of earnout shares (in Shares) | 0 | |||||||||
Conversion of convertible notes into common stock | $ 600 | $ 0 | 49,999,400 | 0 | 50,000,000 | 0 | 50,000,000 | |||
Conversion of convertible notes into common stock (in Shares) | 6,250,000 | |||||||||
Conversion of convertible notes into common stock (in Shares) | 0 | |||||||||
Net loss | $ 0 | $ 0 | 0 | (16,368,000) | (16,368,000) | 0 | (16,368,000) | |||
Balance at Jun. 30, 2024 | $ 19,200 | $ 0 | 3,229,937,700 | (2,888,288,600) | 341,668,300 | 0 | 341,668,300 | |||
Balance (in Shares) at Jun. 30, 2024 | 191,477,375 | |||||||||
Balance (in Shares) at Jun. 30, 2024 | 0 | |||||||||
Balance at Dec. 31, 2024 | $ 22,100 | $ (2,908,700) | 3,861,662,400 | (2,945,185,700) | 913,590,100 | 0 | $ 913,590,100 | |||
Balance (in Shares) at Dec. 31, 2024 | 220,785,152 | |||||||||
Balance (in Shares) at Dec. 31, 2024 | (128,138) | (128,138) | ||||||||
Stock based compensation | $ 0 | $ 0 | 17,851,700 | 0 | 17,851,700 | 0 | $ 17,851,700 | |||
Stock based compensation (in Shares) | 0 | 0 | ||||||||
Treasury stock | $ 0 | $ (8,250,200) | 0 | 0 | (8,250,200) | 0 | (8,250,200) | |||
Treasury stock (in Shares) | (296,345) | |||||||||
Vesting of restricted stock units | $ 0 | $ 0 | 0 | 0 | 0 | 0 | 0 | |||
Vesting of restricted stock units (in Shares) | 243,411 | 0 | ||||||||
Exercise of warrants | $ 0 | $ 0 | 221,500 | 0 | 221,500 | 0 | 221,500 | |||
Exercise of warrants (in Shares) | 19,292 | |||||||||
Exercise of warrants (in Shares) | 0 | |||||||||
Net loss | $ 0 | $ 0 | 0 | (31,726,600) | (31,726,600) | 0 | (31,726,600) | |||
Balance at Mar. 31, 2025 | $ 22,100 | $ (11,158,900) | 3,879,735,600 | (2,976,912,300) | 891,686,500 | 0 | 891,686,500 | |||
Balance (in Shares) at Mar. 31, 2025 | 221,047,855 | |||||||||
Balance (in Shares) at Mar. 31, 2025 | (424,483) | |||||||||
Balance at Dec. 31, 2024 | $ 22,100 | $ (2,908,700) | 3,861,662,400 | (2,945,185,700) | 913,590,100 | 0 | $ 913,590,100 | |||
Balance (in Shares) at Dec. 31, 2024 | 220,785,152 | |||||||||
Balance (in Shares) at Dec. 31, 2024 | (128,138) | (128,138) | ||||||||
Net loss | $ (51,728,500) | |||||||||
Balance at Jun. 30, 2025 | $ 27,800 | $ (11,158,900) | 5,289,923,600 | (2,996,894,600) | 2,281,897,900 | 230,400 | $ 2,282,128,300 | [1] | ||
Balance (in Shares) at Jun. 30, 2025 | 277,734,676 | |||||||||
Balance (in Shares) at Jun. 30, 2025 | (424,483) | (424,483) | [1] | |||||||
Balance at Mar. 31, 2025 | $ 22,100 | $ (11,158,900) | 3,879,735,600 | (2,976,912,300) | 891,686,500 | 0 | $ 891,686,500 | |||
Balance (in Shares) at Mar. 31, 2025 | 221,047,855 | |||||||||
Balance (in Shares) at Mar. 31, 2025 | (424,483) | |||||||||
Stock based compensation | $ 0 | $ 0 | 17,744,600 | 0 | 17,744,600 | 0 | 17,744,600 | |||
Stock based compensation (in Shares) | 0 | 0 | ||||||||
Common stock issued in PIPE | $ 5,600 | $ 0 | 1,392,401,400 | 0 | 1,392,407,000 | 0 | 1,392,407,000 | |||
Common stock issued in PIPE (in Shares) | 55,857,181 | |||||||||
Common stock issued in PIPE (in Shares) | 0 | |||||||||
Vesting of restricted stock units | $ 100 | $ 0 | (100) | 0 | 0 | 0 | 0 | |||
Vesting of restricted stock units (in Shares) | 825,981 | 0 | ||||||||
Non-controlling interest contribution | $ 0 | $ 0 | 0 | 0 | 0 | 250,000 | 250,000 | |||
Exercise of warrants | $ 0 | $ 0 | 42,100 | 0 | 42,100 | 0 | 42,100 | |||
Exercise of warrants (in Shares) | 3,659 | |||||||||
Exercise of warrants (in Shares) | 0 | |||||||||
Net loss | $ 0 | $ 0 | 0 | (19,982,300) | (19,982,300) | (19,600) | (20,001,900) | |||
Balance at Jun. 30, 2025 | $ 27,800 | $ (11,158,900) | $ 5,289,923,600 | $ (2,996,894,600) | $ 2,281,897,900 | $ 230,400 | $ 2,282,128,300 | [1] | ||
Balance (in Shares) at Jun. 30, 2025 | 277,734,676 | |||||||||
Balance (in Shares) at Jun. 30, 2025 | (424,483) | (424,483) | [1] | |||||||
|
X | ||||||||||
- Definition Amount of increase (decrease) in additional paid in capital (APIC) resulting from fair value of earnout shares. No definition available.
|
X | ||||||||||
- Definition Number of stock issued upon issuance of common shares issued in PIPE. No definition available.
|
X | ||||||||||
- Definition Number of shares issued during the period as a result of the conversion of convertible securities, upon reverse capitalization. No definition available.
|
X | ||||||||||
- Definition Number of shares issued during the period as a result of the conversion of convertible notes to common stock. No definition available.
|
X | ||||||||||
- Definition Number of shares issued as a result of the exercise of warrants during the period. No definition available.
|
X | ||||||||||
- Definition Number of shares issued during the period issuance of common stock upon reverse capitalization. No definition available.
|
X | ||||||||||
- Definition Value of stock issued upon issuance of common shares issued in PIPE. No definition available.
|
X | ||||||||||
- Definition The gross value of stock issued during the period upon the conversion of convertible securities, upon reverse capitalization. No definition available.
|
X | ||||||||||
- Definition The gross value of stock issued during the period upon the conversion of convertible notes to common stock. No definition available.
|
X | ||||||||||
- Definition Value of stock issued during the period as exercise of warrants. No definition available.
|
X | ||||||||||
- Definition Equity impact of the value of issuance of earnout shares. No definition available.
|
X | ||||||||||
- Definition Value of issuance of common stock upon reverse capitalization. No definition available.
|
X | ||||||||||
- Definition Number of earnout shares issued during the period. No definition available.
|
X | ||||||||||
- Definition Decrease in noncontrolling interest balance from payment of dividends or other distributions by the non-wholly owned subsidiary or partially owned entity, included in the consolidation of the parent entity, to the noncontrolling interest holders. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Number, after shares used to satisfy grantee's tax withholding obligation for award under share-based payment arrangement, of restricted shares issued. Excludes cash used to satisfy grantee's tax withholding obligation. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Number of shares issued which are neither cancelled nor held in the treasury. No definition available.
|
X | ||||||||||
- Definition Number of shares issued during the period as a result of the conversion of convertible securities. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of shares issued during the period related to Restricted Stock Awards, net of any shares forfeited. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number, after forfeiture, of shares or units issued under share-based payment arrangement. Excludes shares or units issued under employee stock ownership plan (ESOP). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of share options (or share units) exercised during the current period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of shares issued during the period as a result of a stock split. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Value of stock related to Restricted Stock Awards issued during the period, net of the stock value of such awards forfeited. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Value, after forfeiture, of shares issued under share-based payment arrangement. Excludes employee stock ownership plan (ESOP). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of equity (deficit) attributable to parent and noncontrolling interest. Excludes temporary equity. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Number of previously issued common shares repurchased by the issuing entity and held in treasury. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of shares that have been repurchased during the period and are being held in treasury. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Equity impact of the cost of common and preferred stock that were repurchased during the period. Recorded using the cost method. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
Condensed Consolidated Statements of Cash Flows |
3 Months Ended | 6 Months Ended | |||||||
---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2025
USD ($)
|
Jun. 30, 2025
USD ($)
|
Jun. 30, 2024
USD ($)
|
|||||||
Cash flows from operating activities | |||||||||
Net loss | $ (20,001,900) | $ (51,728,500) | $ (343,967,700) | ||||||
Non-cash interest expense on debt | 4,291,900 | 2,659,800 | |||||||
Change in fair value of derivative liability | 0 | 225,916,000 | |||||||
Depreciation and amortization | 3,612,700 | 9,300 | |||||||
Loss on extinguishment of debt | 0 | 0 | 542,300 | ||||||
Stock based compensation | 17,744,600 | 35,596,300 | 84,588,000 | ||||||
Net unrealized gains on investments | (3,506,900) | 0 | |||||||
Operating lease amortization | 447,800 | 89,000 | |||||||
Deferred taxes | 310,300 | ||||||||
Prepaid expenses and other current assets | (1,490,500) | (5,269,100) | |||||||
Accounts receivable | (299,900) | 63,400 | |||||||
Unearned revenue | (246,700) | (1,010,700) | (1,488,500) | ||||||
Operating lease liabilities | (436,700) | (96,900) | |||||||
Accounts payable and accrued expenses | 6,779,500 | 6,200,100 | |||||||
Net cash used in operating activities | (7,434,700) | (30,754,300) | |||||||
Cash flows used in investing activities | |||||||||
Purchases of property and equipment | (555,700) | (2,141,900) | |||||||
Purchases of short-term investments | (12,751,100) | 0 | |||||||
Purchases of trading securities | (118,768,100) | ||||||||
Sale of trading securities | 18,300 | ||||||||
Net cash used in investing activities | (132,056,600) | (2,141,900) | |||||||
Cash flows provided by financing activities | |||||||||
Proceeds of convertible notes | 960,000,000 | 47,455,000 | |||||||
Proceeds from merger | 0 | 233,017,500 | |||||||
Proceeds from PIPE | 1,395,318,300 | 0 | |||||||
Payments of debt and equity offering costs | (34,399,300) | ||||||||
Repurchase of common stock | (8,250,200) | 0 | |||||||
Proceeds from the exercise of warrants, net | 238,100 | 93,805,400 | |||||||
Contribution for non-controlling interest | 250,000 | 0 | |||||||
Net cash provided by financing activities | 2,313,156,900 | 374,277,900 | |||||||
Net change in cash, cash equivalents, and restricted cash | 2,173,665,600 | 341,381,700 | |||||||
Cash, cash equivalents, and restricted cash, beginning of period | 170,236,100 | 2,572,700 | |||||||
Cash, cash equivalents, and restricted cash, end of period | 2,343,901,700 | 2,343,901,700 | 343,954,400 | ||||||
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets | |||||||||
Cash and cash equivalents | 1,343,901,700 | [1],[2] | 1,343,901,700 | [1],[2] | 343,954,400 | ||||
Restricted cash | 1,000,000,000 | 1,000,000,000 | 0 | ||||||
Total cash, cash equivalents, and restricted cash, end of period | $ 2,343,901,700 | 2,343,901,700 | 343,954,400 | ||||||
Supplemental disclosure of cash flow information | |||||||||
Cash paid for interest | 0 | 0 | |||||||
Cash paid for taxes | 895,700 | 1,897,700 | |||||||
Noncash investing and financing activities | |||||||||
Shares issued for conversion of convertible notes | 0 | 350,426,000 | |||||||
Operating lease assets obtained in exchange for operating lease obligations | 0 | 542,300 | |||||||
Debt and equity offering costs | $ 41,328,400 | $ 0 | |||||||
|
X | ||||||||||
- Definition Amount of purchase consideration settled by netting against proceeds receivable from Yorkville Securities. No definition available.
|
X | ||||||||||
- Definition Amount of increase in operating lease asset in a noncash (or part noncash) transaction obtained in exchange for operating lease obligations. No definition available.
|
X | ||||||||||
- Definition The cash inflow for financing costs associated with business combinations. No definition available.
|
X | ||||||||||
- Definition The cash inflow from PIPE financing. No definition available.
|
X | ||||||||||
- Definition Amount of cash and cash equivalent. Cash includes, but is not limited to, currency on hand, demand deposit with financial institution, and account with general characteristic of demand deposit. Cash equivalent includes, but is not limited to, short-term, highly liquid investment that is both readily convertible to known amount of cash and so near maturity that it presents insignificant risk of change in value because of change in interest rate. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of cash and cash equivalent, and cash and cash equivalent restricted to withdrawal or usage; attributable to continuing operation. Cash includes, but is not limited to, currency on hand, demand deposit with financial institution, and account with general characteristic of demand deposit. Cash equivalent includes, but is not limited to, short-term, highly liquid investment that is both readily convertible to known amount of cash and so near maturity that it presents insignificant risk of change in value because of change in interest rate. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount, excluding effect from change in exchange rate, of increase (decrease) in cash and cash equivalent, and cash and cash equivalent restricted to withdrawal or usage; including, but not limited to, discontinued operation. Cash includes, but is not limited to, currency on hand, demand deposit with financial institution, and account with general characteristic of demand deposit. Cash equivalent includes, but is not limited to, short-term, highly liquid investment that is both readily convertible to known amount of cash and so near maturity that it presents insignificant risk of change in value because of change in interest rate. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of expense (income) related to adjustment to fair value of warrant liability. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The net realized gain (loss) on investments sold during the period, not including gains (losses) on securities separately or otherwise categorized as trading, available-for-sale, or held-to-maturity, which, for cash flow reporting, is a component of proceeds from investing activities. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Difference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount, after refund, of cash paid to foreign, federal, state, and local jurisdictions as income tax. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The increase (decrease) during the reporting period in the amounts payable to vendors for goods and services received and the amount of obligations and expenses incurred but not paid. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of increase (decrease) in obligation to transfer good or service to customer for which consideration has been received or is receivable. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition The increase (decrease) during the reporting period in the account that represents the temporary difference that results from Income or Loss that is recognized for accounting purposes but not for tax purposes and vice versa. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of increase (decrease) in obligation for operating lease. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of increase (decrease) in prepaid expenses, and assets classified as other. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of cash paid for interest, excluding capitalized interest, classified as operating activity. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of cash inflow (outflow) from financing activity, including, but not limited to, discontinued operation. Financing activity includes, but is not limited to, obtaining resource from owner and providing return on, and return of, their investment; borrowing money and repaying amount borrowed, or settling obligation; and obtaining and paying for other resource obtained from creditor on long-term credit. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of cash inflow (outflow) from investing activity, including, but not limited to, discontinued operation. Investing activity includes, but is not limited to, making and collecting loan, acquiring and disposing of debt and equity instruments, property, plant, and equipment, and other productive assets. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of cash inflow (outflow) from operating activity, including, but not limited to, discontinued operation. Operating activity includes, but is not limited to, transaction, adjustment, and change in value not defined as investing or financing activity. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of periodic reduction over lease term of carrying amount of right-of-use asset from operating lease. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Interest paid other than in cash for example by issuing additional debt securities. As a noncash item, it is added to net income when calculating cash provided by or used in operations using the indirect method. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The total of the cash outflow during the period which has been paid to third parties in connection with debt origination, which will be amortized over the remaining maturity period of the associated long-term debt and the cost incurred directly for the issuance of equity securities. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The cash outflow to reacquire common stock during the period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of cash outflow to acquire investment in equity security measured at fair value with change in fair value recognized in net income (FV-NI), classified as investing activity. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The cash outflow for securities or other assets acquired, which qualify for treatment as an investing activity and are to be liquidated, if necessary, within the current operating cycle. Includes cash flows from securities classified as trading securities that were acquired for reasons other than sale in the short-term. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The cash inflow from the issuance of a long-term debt instrument which can be exchanged for a specified amount of another security, typically the entity's common stock, at the option of the issuer or the holder. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of cash inflow from a noncontrolling interest. Includes, but is not limited to, purchase of additional shares or other increase in noncontrolling interest ownership. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of cash inflow from sale of investment in equity security measured at fair value with change in fair value recognized in net income (FV-NI), classified as investing activity. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The cash inflow associated with the amount received from holders exercising their stock warrants. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of cash restricted as to withdrawal or usage. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of noncash expense for share-based payment arrangement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The gross value of stock issued during the period upon the conversion of convertible securities. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- References No definition available.
|
DESCRIPTION OF BUSINESS |
6 Months Ended | ||||||||
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Jun. 30, 2025 | |||||||||
DESCRIPTION OF BUSINESS [Abstract] | |||||||||
DESCRIPTION OF BUSINESS | NOTE 1 - DESCRIPTION OF BUSINESS
The accompanying unaudited condensed consolidated financial statements include the historical accounts of TMTG Sub Inc. f/k/a Trump Media & Technology Group Corp. (“Private TMTG” or
“Predecessor TMTG” or, prior to the closing on March 25, 2024, “TMTG”), which changed its name from Trump Media Group Corp. in October 2021. The mission of TMTG is to end Big Tech’s assault on free speech by opening up the Internet and giving people
their voices back. TMTG operates Truth Social, a social media platform established as a safe harbor for free expression amid increasingly harsh censorship by Big Tech corporations, as well as Truth+, a streaming platform focusing on family friendly
live TV channels and on-demand content. TMTG is also launchingTruth.Fi, a financial services and FinTech brand incorporating America First investment vehicles, and a digital asset strategy--including a Bitcoin treasury--to help ensure the Company’s
financial freedom and protect against discrimination by financial institutions.
Merger
On March 25, 2024, TMTG consummated the transactions contemplated by the Merger Agreement dated October 20, 2021, between Digital World Acquisition Corp. (the “Company,” “Digital World” or “DWAC” or, following the closing on March 25, 2024, “TMTG” or “New Digital World”), DWAC Merger Sub, Private TMTG, ARC Global Investments II (“ARC”), LLC and TMTG’s Chief Legal Officer, as amended on May 11, 2022, August 9, 2023 and September 29, 2023. Pursuant to the Merger Agreement, and subject to the terms and conditions set forth therein, upon the Closing, DWAC Merger Sub merged with and into TMTG, with TMTG surviving as a wholly owned subsidiary of Digital World. TMTG’s stockholders received 87,500,000 shares of Digital World Class A common stock (excluding 40,000,000 Earnout Shares), subject to certain adjustments and earnout provisions, in exchange for TMTG common stock. This was, in substance, a continuation of the TMTG shareholders’ equity interests in the TMTG business, plus up to an additional 7,854,534 shares of New Digital World common stock to be issued upon conversion of outstanding TMTG Convertible Notes immediately prior to the Closing.
Notwithstanding the legal form of the Business Combination pursuant to the Merger Agreement, the Business Combination was accounted for as a reverse recapitalization in accordance with U.S. GAAP because
TMTG was the operating company and was determined to be the accounting acquirer under Financial Accounting Standards Board’s Accounting Standards Codification Topic 805, Business Combinations (“ASC 805”), while Digital World was a blank check
company. The determination was primarily based on the evaluation of the following facts and circumstances:
Under the reverse recapitalization model, the Business Combination was treated as TMTG issuing equity for the net assets of Digital World, with no goodwill or intangible assets recorded. While Digital World was the legal acquirer in the Business Combination, because Predecessor TMTG was deemed the accounting acquirer, the historical financial statements of Predecessor TMTG became the
historical financial statements of the combined company upon the consummation of the Business Combination. As a result, the financial statements reflect (i) the historical operating results of Predecessor TMTG prior to the Business Combination; (ii)
the combined results of Digital World and Predecessor TMTG following the closing of the Business Combination; (iii) the assets and liabilities of Predecessor TMTG at their historical cost; and (iv) the Company’s equity structure for all periods
presented. In connection with the consummation of the Business Combination, Digital World was renamed “Trump Media & Technology Group Corp.” and our wholly owned subsidiary TMTG was renamed “TMTG Sub Inc.”
In accordance with the applicable guidance, the equity structure was retroactively restated in all comparative periods up to the Closing Date, to reflect the number of shares of the Company’s common
stock issued to Predecessor TMTG common shareholders and Predecessor TMTG convertible noteholders in connection with the Business Combination. As such, the shares and corresponding capital amounts and earnings (loss) per share related to Predecessor
TMTG convertible notes and Predecessor TMTG common stock prior to the Business Combination were retroactively restated as shares reflecting the exchange ratio established in the Business Combination.
|
X | ||||||||||
- Definition The entire disclosure for the business description and basis of presentation concepts. Business description describes the nature and type of organization including but not limited to organizational structure as may be applicable to holding companies, parent and subsidiary relationships, business divisions, business units, business segments, affiliates and information about significant ownership of the reporting entity. Basis of presentation describes the underlying basis used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS). Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- References No definition available.
|
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES |
6 Months Ended |
---|---|
Jun. 30, 2025 | |
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and
pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).
Our interim financial statements are unaudited, and in our opinion, include all adjustments of a normal recurring nature necessary for the fair presentation of the periods presented. The results
for the interim periods are not necessarily indicative of the results to be expected for any subsequent period or for the year ending December 31, 2025.
These unaudited condensed consolidated financial statements and related notes should be read in conjunction with our audited consolidated financial statements and related notes included in our
Annual Report on Form 10-K for the year ended December 31, 2024 (the “Annual Report”).
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements, the fair value of assets acquired and liabilities assumed in business acquisitions, the assessment of recoverability of our goodwill and long-lived assets, and the reported
amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates and assumptions reflected in the unaudited condensed consolidated financial statements relate to and include, but are
not limited to, fair value of intangible assets acquired in business acquisitions, recoverability of goodwill and intangibles, fair value of short-term investments and trading securities, the fair value of our option liabilities, useful lives of
intangibles and depreciable assets, and stock-based compensation.
Principles of Consolidation
The condensed consolidated financial statements include the financial statements of the Company, its wholly owned subsidiaries, and a VIE in which we are deemed the primary beneficiary, have been
prepared in accordance with U.S. GAAP. All intercompany transactions and balances have been eliminated. Variable Interest Entity
GAAP requires the assessment of whether an entity is a VIE and, if so, if we are the primary beneficiary at the inception of the entity or at a reconsideration event. Additionally, GAAP requires the consolidation of
VIEs in which a company has a controlling financial interest. A controlling financial interest will have both of the following characteristics: (a) the power to direct the activities of a VIE that most significantly impact the VIE’s economic
performance and (b) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE.
On April 2, 2025, we provided initial operational funding to Yorkville America, LLC, (“Yorkville America”), through a services agreement and licensing agreement. Yorkville America, through its subsidiaries serves as the
Registered Investment Advisor for investment vehicles and financial products which focus on investments in American growth, manufacturing, energy companies, and digital assets, as well as investments that strengthen the Patriot Economy. Pursuant to
the terms of the services agreement, we will provide a majority of the operational funding for Yorkville America, in exchange for a majority of their net profit. Additionally, through a licensing agreement, Yorkville America may utilize Truth.Fi
intellectual property to market their investment vehicles and financial products. Substantially all of the business activity of Yorkville America is conducted on behalf of TMTG. We determined this represented a variable interest in Yorkville
America. We do not maintain any equity ownership in Yorkville America.
We determined that TMTG has the power to direct the activities that most significantly impact Yorkville America’s economic performance through our disproportionate economic rights and obligations, and that
substantially all of Yorkville America’s activities are conducted on behalf of TMTG. Through meeting the criterion of a controlling financial interest, we determined that TMTG is the primary beneficiary of Yorkville America. As the primary
beneficiary of Yorkville America, we consolidate in our financial statements the balance sheets, results of operations, and cash flows of Yorkville America, and all intercompany balances and transactions between us and Yorkville America are
eliminated in the condensed consolidated financial statements. Yorkville America did not have any material assets or liabilities upon initial consolidation. We report a non-controlling interest representing the economic interest held by other
parties in Yorkville America.
We have not provided any guarantees related to Yorkville America and no creditors of Yorkville America have recourse to the general credit of TMTG.
As of June 30, 2025, we held a variable interest in two VIEs for which we are not the primary beneficiary. Yorkville America sponsors certain investment products, including exchange-traded funds, for which it earns a Sponsor Fee in exchange for providing management and advisory services. The Sponsor Fees represent the primary economic interest in the VIEs. TMTG nor any of our consolidated entities hold equity investments or other financial interest in the VIEs as of June 30, 2025. As a result, Yorkville America controls the power to direct the activities most significant to these VIEs performance, although the obligation to absorb losses and the right to receive benefits from the VIE is held by the shareholders of the sponsored investment products. The Sponsor Fees do not represent a variable interest that could potentially be significant to the economic performance of the VIEs.
Our maximum exposure to loss as a result of our involvement with the unconsolidated VIEs is limited only to our loss of future Sponsor Fees and uncollected fee receivables in this VIE, which was $0 as of June 30, 2025 and December 31, 2024. We may be subject to additional losses to the extent of any financial support that we voluntarily provide in the future. The sponsored investment products of the unconsolidated VIEs did not have any assets or liabilities as of June 30, 2025 and December 31, 2024.
Restricted cash
Restricted cash consists of cash equivalents held as collateral with the Collateral Agent to our Notes (Note 8). Unearned revenue
Unearned revenue primarily consisted of billings or payments received from customers in advance of revenue recognized for the services provided to our customers or annual licenses and was recognized as services were performed or ratably over the life of the license. We generally invoice customers in advance or in milestone-based installments. Unearned revenue of $246.7 and $1,010.7 was recognized as revenue for the three and six months ended June 30, 2025, respectively, which was included in the unearned revenue balance as of December 31, 2024. As of June 30, 2025, we have fulfilled all services pursuant to previously unearned revenue and recognized all related revenue.
Investments
Investments in equity securities are classified by individual security as available-for-sale or trading securities. Our trading securities consist primarily of equity exchange traded funds that invest in digital assets. We had trading securities of $122,366.4 at June 30, 2025 and $0.0 at December 31, 2024, respectively, that are carried on our balance sheet at fair value. Unrealized gains and losses associated with trading securities are reflected in the condensed consolidated statement of operations.
We did not have any investments classified as available-for-sale as of June 30, 2025.
Options
From time to time, we may write covered put and call options on digital asset related securities, as part of our digital asset treasury strategy to generate premium income and purchase digital assets
and related securities at lower effective prices. These options are covered by cash collateral to cover potential purchases. In exchange for this commitment, we receive premiums immediately paid in cash. The difference between the premium and the
amount paid while affecting a closing purchase transaction, including brokerage commission, is also treated as a realized investment gain or loss. This premium acts as income, increasing our investment yield. If the option expires worthless, we
keep the full premium as profit with no obligation to purchase. If a put option is exercised, we buy the security at the strike price using the cash collateral, and the premium received reduces the effective cost basis, allowing us to acquire the
securities at a discount compared to direct market purchases. If a call option is exercised, we sell the security at the strike price using our existing holdings of the security, and the premium received reduces any loss or increases any gain we may
incur.
The writer of an option bears the market risk of an unfavorable change in the price of the security underlying the written option. The aggregate fair value of unexpired options written are included in accounts payable and accrued expenses in the condensed consolidated balance sheets. Cash held as collateral for written options is classified as restricted cash on the condensed consolidated balance sheet. Securities held as collateral for outstanding call options are presented within trading securities on the condensed consolidated balance sheet. As of June 30, 2025, we did not have any outstanding put options restricting use of our cash balance.
Concentrations of risks
Our financial instruments are exposed to concentrations of credit risk consisting primarily of cash and cash equivalents and short-term investments. Although we deposit cash and cash equivalents with
multiple banks, these deposits may exceed the amount of insurance provided on such deposits. These deposits may generally be redeemed upon demand and in our opinion bear minimal risk.
One advertising platform accounted for 91% and 93% of our total revenue for the six months ended June 30, 2025 and 2024, respectively.
In order to reduce the risk of downtime of the media offerings we provide, we have established data centers in various geographic regions. We have internal procedures to restore products in the event
of a service disruption or disaster at any of our data center facilities. We serve our customers and users from data center facilities operated either by us or third parties. Even with these procedures for disaster recovery in place, the
availability of our products could be significantly interrupted during the implementation of restoration procedures. Recently issued accounting standards
In December 2023, the FASB issued Accounting Standards Update, or ASU, 2023-08, Intangibles-Goodwill and Other-Crypto Assets (Subtopic 350-60): Accounting for
and Disclosure of Crypto Assets (“ASU 2023-08”). ASU 2023-08 requires digital assets to be measured at fair value as of the end of each reporting period in the balance sheet, with gains and losses from changes in fair value of the digital assets
recognized in net income for each reporting period. We determine the fair value of bitcoin in accordance with ASC 820, Fair Value Measurement, based on quoted (unadjusted) prices on its principal market.
This update also requires certain interim and annual disclosures for digital assets within the scope of the standard. This ASU is effective for fiscal years beginning after December 15, 2024. This adoption of this standard will have a prospective
material impact on the presentation of our condensed consolidated financial statements, due to our addition of digital assets to our balance sheet subsequent to June 30, 2025.
In December 2023, the FASB issued ASU, 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” or ASU 2023-09. ASU 2023-09 requires
additional disaggregated disclosures on an entity’s effective tax rate reconciliation and additional details on income taxes paid. ASU 2023-09 is effective on a prospective basis, with the option for retrospective application, for annual periods
beginning after December 15, 2024. The adoption of ASU 2023-09 did not have a material impact on our unaudited condensed consolidated financial statements.
In November 2024, the FASB issued ASU 2024-03, Income Statement (Subtopic 220-40): Disaggregation of Income Statement Expenses. ASU 2024-03 is effective
prospectively to financial statements issued for reporting period after the effective date or retrospectively to any or all prior periods presented in the financial statements, for annual periods beginning after December 15, 2026 and interim
reporting periods beginning after December 15, 2027. Early adoption is permitted. Adoption of this guidance will result in additional disclosures, but we do not expect the adoption of ASU 2024-03 will impact our consolidated financial position,
results of operations or cash flows.
In November 2024, the FASB issued ASU 2024-04, Debt (Subtopic 470-20): Debt with Conversion and Other Options. ASU 2024-04 clarifies the assessment of whether
a transaction should be accounted for as an induced conversion or extinguishment of convertible debt when changes are made to conversion features as part of an offer to settle the instrument. ASU 2024-04 is effective for reporting periods beginning
after December 15, 2025, and interim periods within those annual reporting periods. Early adoption is permitted for entities that have adopted ASU 2020-06. We do not expect the adoption of ASU 2024-04 to have a material impact on our unaudited
condensed consolidated financial statements.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition The entire disclosure for all significant accounting policies of the reporting entity. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
RECAPITALIZATION |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
RECAPITALIZATION [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
RECAPITALIZATION | NOTE 3 – RECAPITALIZATION
As discussed in Note 1, following the Closing of the Business Combination, TMTG was deemed the accounting acquirer and the transaction was accounted for as a reverse recapitalization. Transaction Proceeds
Upon the Closing, we received gross proceeds of $233,017.5. The following table reconciles the elements of the Business Combination to the consolidated statements of cash flows and the consolidated statements of changes in stockholders’ equity (deficit) for the year ended December 31, 2024:
In connection with the Merger, TMTG incurred $1,640.2 in one-time direct and incremental transaction costs, consisting of legal and other professional fees, recorded in general and administration expenses. TMTG also issued $6,130.0 of bonus payments to our employees and a director of Private TMTG that were triggered by the Merger. We recorded $5,530.0 and $600.0 in general and administration expense and sales and marketing expense, respectively, for the year ended December 31, 2024. TMTG deems these to be non-recurring expenses that are not direct and incremental to the Merger.
The number of shares of common stock issued immediately following the consummation of the Business Combination were:
The number of Predecessor TMTG shares was determined as follows:
Public and private placement warrants
In connection with Digital World’s initial public offering in 2021, 14,374,976 public warrants were issued (the “Public Warrants”) and 566,742 warrants were issued in a private placement (the “Private Placement Warrants”; and the Private Placement Warrants together with the Public Warrants, collectively the “Warrants”) all of which warrants remained outstanding and became warrants for the Common Stock in the Company.
Additionally, pursuant to warrant subscription agreements (each a “Warrant Subscription Agreement”) entered into by and between Digital World and certain institutional investors on February 7, 2024, Digital World agreed to issue an aggregate of 3,424,510 warrants (“Convertible Note Post IPO Warrants and “Post-IPO Warrants”), each warrant entitling the holder thereof to purchase one share of the Company’s Class A common stock for $11.50 per share. The Convertible Note Post IPO Warrants and Post-IPO Warrants were issued concurrently with the closing of the Business Combination, and have substantially the same terms as the public warrants issued by Digital World in connection with its initial public offering, except that such Post-IPO Warrants may only be transferred to the applicable holder’s affiliates.
TMTG Earnout Shares
As noted in Note 1, in connection with the Merger, TMTG shareholders were entitled to up to 40,000,000 shares if certain post-merger per share market prices were achieved.
We utilized a Monte Carlo simulation analysis to determine the fair value of the Earnout Shares at the date of the merger, which included the following assumptions:
The Monte Carlo simulation conclusion for each tranche of the Earnout Shares was the result of the average of 1,000,000 trial outcomes. Within each trial of the simulation:
Volatility was calculated as the annualized standard deviation of daily returns from a set of Guideline Public Companies (GPC) over the expected term for each tranche. The 75th percentile of GPC
volatilities was selected given our early stage life cycle relative to the GPC set. The accounting for the Earnout Shares was first evaluated under ASC 718 to determine if the arrangement represents a share-based payment arrangement. Because there
were no service conditions nor any requirement of the participants to provide goods or services, we determined that the Earnout Shares were not within the scope of ASC 718. Next, we determined that the Earnout Shares represent a freestanding equity-linked financial instrument to be evaluated under ASC 480 and ASC 815-40. Based upon the analysis, we concluded that the
Earnout Shares should not be classified as a liability under ASC 480.
We next considered the equity classification conditions in ASC 815-40-25 and concluded that all of the conditions were met. Therefore, the Earnout Share arrangement was appropriately classified in
equity.
As the merger has been accounted for as a reverse recapitalization, the fair value of the Earnout Shares arrangement has been accounted for as an equity transaction as of the closing date of the merger.
On April 26, 2024, the Earnout Shares had been earned and such shares were issued.
|
X | ||||||||||
- References No definition available.
|
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- Definition Tabular disclosure of information about Recapitalization. No definition available.
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FAIR VALUE MEASUREMENT |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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FAIR VALUE MEASUREMENT [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
FAIR VALUE MEASUREMENT | NOTE 4 - FAIR VALUE MEASUREMENT
Fair value is defined as an exit price, representing the amount that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants. We
use a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:
Level 1. Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2. Significant other inputs that are directly or indirectly observable in the marketplace.
Level 3. Significant unobservable inputs which are supported by little or no market activity.
(1) Money market funds are reflected in cash, cash equivalents, and restricted cash in the condensed consolidated balance sheets.
(2) Options premium liability is reflected in accounts payable and accrued expenses in the condensed consolidated balance sheets.
The fair value of our money market funds, repurchase agreements, trading securities, and option premium liability are classified within Level 1, because we use quoted market prices to determine their
fair value. Options and exchange traded funds are valued based on the last trade price on the primary exchange on which they are traded. We have not experienced any material losses related to these securities.
|
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- References No definition available.
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- Definition The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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GOODWILL AND INTANGIBLE ASSETS |
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GOODWILL AND INTANGIBLE ASSETS [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
GOODWILL AND INTANGIBLE ASSETS | NOTE 5 – GOODWILL AND INTANGIBLE ASSETS
The following table summarizes changes in our goodwill balance:
Finite-lived intangible assets, net are summarized as follows:
Amortization expense was $1,379.6 and $0.0 for the three months ended June 30, 2025 and 2024, respectively, and $2,744.0 and $0.0 for the six months ended June 30, 2025 and 2024, respectively. As of June 30, 2025, the weighted-average remaining amortization period for amortizable intangible assets was 4.10 years.
Based on the balance of finite-lived intangible assets at June 30, 2025, expected future amortization expense is as follows:
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- References No definition available.
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- Definition The entire disclosure for goodwill and intangible assets. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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PROPERTY AND EQUIPMENT |
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Jun. 30, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
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PROPERTY AND EQUIPMENT | NOTE 6 - PROPERTY AND EQUIPMENT
Property and equipment consist of the following:
Total depreciation expense was $453.9 and $3.7 for the three months ended June 30, 2025 and 2024, respectively, and was $868.7 and $9.3 for the six months ended June 30, 2025 and 2024, respectively.
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- References No definition available.
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- Definition The entire disclosure for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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ACCOUNTS PAYABLE AND ACCRUED EXPENSES |
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Jun. 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
ACCOUNTS PAYABLE AND ACCRUED EXPENSES [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | NOTE 7 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES
Accounts payable and accrued expenses consisted of the following:
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- Definition The entire disclosure for accounts payable and accrued liabilities at the end of the reporting period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- References No definition available.
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LONG-TERM DEBT |
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LONG-TERM DEBT [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
LONG-TERM DEBT | NOTE 8 – LONG-TERM DEBT
Convertible Notes
On May 29, 2025, we entered into an Indenture, providing $1,000,000.0 in 0.00% convertible senior secured notes due on May 29, 2028 (the “Notes”), unless earlier repurchased or converted. The Notes carry a 4.00% original issuance discount. Each Note holder has the right at its option, to require us to repurchase its Notes for cash on November 30, 2026, at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest, subject to the terms and conditions in the Indenture.
Each holder of the Notes may at their option convert such holder’s Notes into shares of our common stock at a conversion rate of 28.8 shares per $1.0 of Notes. We retain the right to force conversion if, at any time after November 29, 2025, the last reported sale price of our common stock exceeds 130% of the conversion rate for any 20 consecutive trading days during a 30-day trading period. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time. Within 45 days of closing, we were required to have a Loan-to-Collateral Ratio of less than or equal to 1.0 to 1.0, with the Loan-to-Collateral Ratio calculated as the aggregate outstanding principal balance of all Notes divided by the sum of (i) the aggregate market value of Bitcoin collateral multiplied by 0.5263157895, plus (ii) the aggregate value of all of cash and cash equivalents collateral. Required collateral of $1,000,000.0 was delivered to the Collateral Agent subsequent to June 30, 2025, and within 45 days of closing. We recorded the $1,000,000.0 earmarked for delivery to the Collateral Agent as restricted cash in our condensed consolidated balance sheet. We may utilize the restricted cash to purchase Bitcoin to serve as collateral in order to meet our Loan-to-Collateral Ratio.
Portions of the collateral will be released when the outstanding aggregate principal balance of all Notes is at $500,000.0 or less, and an additional portion will be released when the outstanding aggregate principal of all Notes is $250,000.0 or less. Collateral will be automatically released upon payment in full of the principal, together with accrued and unpaid interest on the Notes. We are also subject to other customary covenants under the terms of the Indenture.
For the three and six months ended June 30, 2025, we accreted $3,914.7 of interest expense on the Notes. The effective interest rate of the Notes is 4.80% per annum. The estimated fair value of the Notes as of June 30, 2025 was $1,124,246.6, and is based on unobservable inputs in which there is little or no market data and therefore is classified as a Level 3 fair value measurement.
Term Loan
We assumed a loan from our business combination with WorldConnect Technologies, LLC. As of June 30, 2025, and December 31, 2024, the term loan had a carrying amount of $9,994.0 and $9,616.7, respectively, with $4,968.0 and $4,780.5 of the term loan due within 12 months of June 30, 2025 and December 31, 2024, respectively. For the three and six months ended June 30, 2025, we accreted interest expense of $190.5 and $377.3 related to the term loan.
The term loan carries an effective interest rate of 7.72% per annum and requires future payments of $5,000.0 in both August 2025 and August 2026, and $500.0 in August 2027.
Future minimum payments of the long-term debt as of June 30, 2025 is as follows:
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- References No definition available.
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- Definition The entire disclosure for long-term debt. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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LEASES |
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LEASES [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
LEASES | NOTE 9 – LEASES
During the six months ended June 30, 2025, the Company did not enter into additional leases with terms longer than 1 year. We elected not to recognize ROU assets and lease liabilities arising from short-term leases with initial terms of twelve months or less (deemed immaterial) on the condensed consolidated balance sheets. When measuring lease liabilities for leases that were classified as operating leases, we discounted lease payments using our estimated incremental borrowing rate. The weighted average incremental borrowing rate applied was 7.86%. As of June 30, 2025, our leases had a remaining weighted average term of 3.17 years.
Operating leases are included in the consolidated balance sheets as follows:
The components of lease costs, which are included in loss from operations in our consolidated statements of operations were as follows:
Future minimum payments under non-cancellable leases for operating leases for the remaining terms of the leases following the year ended June 30, 2025, are as follows:
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- References No definition available.
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- Definition The entire disclosure for operating leases of lessee. Includes, but is not limited to, description of operating lease and maturity analysis of operating lease liability. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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INCOME TAXES |
6 Months Ended |
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Jun. 30, 2025 | |
INCOME TAXES [Abstract] | |
INCOME TAXES | NOTE 10 - INCOME TAXES
The estimated annual effective tax rate applied to the six months ended June 30, 2025, is 0.8% which differs from the US federal statutory rate of 21% principally due to the projection of U.S. net operating loss for the fiscal 2025 with full application of a valuation allowance and the change in the net deferred tax liability remaining after application of the valuation allowance (“naked credit” or “hanging credit”). As of June 30, 2025, we had US Federal and state net operating loss carryforwards (“NOLs”) with a tax benefit of $39,582.1. NOLs are available for use indefinitely.
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- References No definition available.
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- Definition The entire disclosure for income tax. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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RELATED PARTY TRANSACTIONS |
6 Months Ended |
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Jun. 30, 2025 | |
RELATED PARTY TRANSACTIONS [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 11 – RELATED PARTY TRANSACTIONS
Administrative Services Arrangement
An affiliate of the Digital World Sponsor ARC agreed, to make available to the Digital World certain general and administrative services, including office space, utilities and administrative services, as Digital World required from time to time. The agreement with the Sponsor was terminated on April 5, 2023, and $221.0 was unpaid as of June 30, 2025.
Advances
During 2022, the Digital World Sponsor paid, on behalf of Digital World, $470.8 to a vendor for costs incurred by Digital World and $41.0 directly to Digital World. As of June 30, 2025, our obligation to the Sponsor for such payments was outstanding in the amount of $41.0.
Placement Agent Fee
We paid a placement agent fee to Yorkville Securities, LLC (“Yorkville Securities”), an entity under common ownership with our consolidated VIE, Yorkville America, in the amount of $71,899.4 for acting as the Placement Agent to our Equity PIPE Subscription Agreement and Convertible Senior Secured Notes Subscription Agreement which closed on May 29, 2025. Of the consideration paid, $41,328.4 was netted against proceeds due from Yorkville Securities for the purchase of shares of our common stock and $30,571.0 was paid in cash. As of June 30, 2025, we did not have any amount payable due to Yorkville Securities.
In connection with the Equity PIPE Subscription Agreement, Yorkville Advisors Global LP, an affiliate of Yorkville America, purchased shares of our common stock for aggregate proceeds equal to $208,671.6.
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- References No definition available.
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- Definition The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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LOSS PER SHARE |
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LOSS PER SHARE [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
LOSS PER SHARE | NOTE 12 – LOSS PER SHARE
Basic loss per share is calculated by dividing net loss by the weighted average number of shares of stock outstanding during the period. We computed diluted earnings per share of common stock based on the weighted average number of shares of stock outstanding plus potentially dilutive shares of stock outstanding during the period. Potentially dilutive shares of stock from employee incentive plans are determined by applying the treasury stock method to the assumed vesting of outstanding RSUs, convertible notes and warrants. There were no dilutive potential common shares for the periods ended June 30, 2025 and 2024 because we incurred a net loss and the potential dilutive shares are anti-dilutive.
Total common stock equivalents excluded from dilutive earnings/loss per share are as follows:
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- References No definition available.
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- Definition The entire disclosure for earnings per share. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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STOCKHOLDERS' EQUITY |
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STOCKHOLDERS’ EQUITY [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
STOCKHOLDERS' EQUITY | NOTE 13 – STOCKHOLDERS’ EQUITY
On May 29, 2025, we executed subscription agreements (the “Equity PIPE Subscription Agreements”) with accredited investors (the “Equity PIPE Subscribers”) pursuant to which we sold an aggregate of 55,857,181 shares of our common stock, par value $0.0001 per share, for gross proceeds of $1,395,318.3 in a private placement (the “PIPE Financing”). The PIPE Financing was issued in a private placement in reliance upon an exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended. The proceeds from the PIPE Financing are intended to be used to purchase bitcoin, bitcoin related securities, and for working capital and general corporate purposes.
We paid a placement agent fee and offering costs, in the amount of $75,727.6 for our Equity PIPE Subscription Agreement and Convertible Senior Secured Notes Subscription Agreement. Of the consideration paid, $41,328.4 was netted against proceeds due for the purchase of shares of our common stock and $34,399.2 was paid in cash.
On June 23, 2025, our Board of Directors authorized the repurchase of up to $400,000.0 of our common stock (the “Share Repurchase Program”). We may repurchase share or warrants from time to time on the open market, including in block trades, in accordance with applicable federal securities rules and regulations. The Share Repurchase Program has no time limit, does not obligate us to make any repurchases and may be modified, suspended or terminated by us at any time without prior notice. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions, and legal requirements, and will be funded by available cash and cash equivalents. As of June 30, 2025, no shares have been repurchased.
The following table summarizes warrant activity:
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- References No definition available.
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- Definition The entire disclosure for equity. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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STOCK BASED COMPENSATION |
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STOCK BASED COMPENSATION [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
STOCK BASED COMPENSATION | NOTE 14 – STOCK BASED COMPENSATION
2024 Equity Incentive Plan
At our Annual Meeting of Stockholders on April 30, 2025, our stockholders approved our amended and restated 2024 Equity Incentive Plan to automatically increase the then available share pool each January 1 commencing in 2026 through 2034 by an amount equal to 5% of the total number of shares of common stock outstanding as of the prior December 31, each year. The name of the 2024 Plan has been updated to the Trump Media & Technology Group Corp. 2024 Equity Incentive Plan and the applicable governing law has been updated to the laws of the State of Florida.
The following table summarizes stock award activity:
The aggregate fair value of awards that vested in the three and six months ended June 30, 2025 was $19,560.6 and $25,359.9, respectively, which represents the market value of our common stock on the date that the RSUs vested. The number of RSUs vested includes shares of common stock that we withheld from employees to satisfy the minimum statutory tax withholding requirements.
As of June 30, 2025, unrecognized compensation expense related to non-vested equity grants was $66,265.0 with an expected remaining weighted-average recognition period of approximately 1.78 years.
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- Definition The entire disclosure for share-based payment arrangement. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- References No definition available.
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INVESTMENT INCOME |
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INVESTMENT INCOME [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
INVESTMENT INCOME | NOTE 15 – INVESTMENT INCOME
Investment income consists of the following:
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- References No definition available.
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- Definition The entire disclosure for investment income. No definition available.
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COMMITMENTS AND CONTINGENCIES |
6 Months Ended |
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Jun. 30, 2025 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 16 - COMMITMENTS AND CONTINGENCIES
From time-to-time, we are a party to litigation and subject to claims, suits, regulatory and government investigations, other proceedings and consent decrees in the ordinary course of business, and
other unasserted claims. We investigate claims as they arise and accrue estimates for resolution of legal and other contingencies when losses are probable and reasonably estimable. Based on current known facts and circumstances, we currently believe
that any liabilities ultimately resulting from ordinary course claims, and proceedings will not individually or in aggregate, have a material adverse effect on our financial position, results of operations, or cash flows. However, the outcomes of
claims legal proceedings or investigations are inherently unpredictable and subject to uncertainty, and may have an adverse effect on us because of defense costs, diversion of management resources and other factors that are not known to us or cannot
be quantified at this time. We may also receive unfavorable preliminary or interim rulings in the course of litigation, and there can be no assurances that favorable final outcomes will be obtained. The final outcome of any current or future claims
or lawsuits could adversely affect our business, financial position, results of operations or cash flows. We periodically evaluate developments in our legal matters that could affect the amount of liability that has previously been accrued or the
reasonably possible losses that we have disclosed, and make adjustments as appropriate.
Consistent with the practice of many companies, we have entered into, and continue to enter into indemnity agreements with our executive officers and certain members of our board of directors. These
indemnity agreements broadly provide for us to advance expenses (including attorneys’ fees) incurred in connection with any legal proceeding, as well as indemnification for any and all expenses, actually and reasonably incurred, in connection with
the investigation, defense, settlement or appeal of such a proceeding, in connection with matters related to their position. These indemnity agreements provide that the indemnitee shall repay all amounts so advanced if it shall ultimately be
determined by final judicial decision from where there is no further right of appeal that the indemnitee is not entitled to be indemnified.
Except as indicated below, to the knowledge of our Management Team, there is no litigation currently pending or contemplated against us, or against any of our property.
Litigation with United Atlantic Ventures (“UAV”) in Delaware
On July 30, 2021, an attorney for the Trump Organization, on behalf of President Trump, declared void ab initio a services agreement that had granted Private TMTG, among other things, extensive intellectual property and digital media rights related to President Trump for purposes of commercializing the various Private TMTG initiatives (the “Services Agreement”). Neither Private TMTG nor Digital World was a party to such agreement. On each of January 18, 2024 and February 9, 2024, Digital World received letters from counsel to UAV, a party to the Services Agreement. The letters contained certain assertions and enclosed a copy of the Services Agreement that had been declared void two and a half years earlier. Specifically, counsel for UAV claims that the Services Agreement grants UAV rights to (1) appoint two directors to TMTG and its successors (i.e., TMTG after the Business Combination), (2) approve or disapprove of the creation of additional TMTG shares or share classes and anti-dilution protection for future issuances, and (3) a $1.0 million expense reimbursement claim. In addition, UAV asserts that the Services Agreement is not void ab initio and claims that certain events following the July 30, 2021 notification support its assertion that such Services Agreement was not void. On February 6, 2024, a representative of UAV sent a text message to a representative of a noteholder of TMTG suggesting that UAV might seek to enjoin the Business Combination. On February 9, 2024, Private TMTG received from counsel to UAV a letter similar to those letters received by Digital World, which also threatened Private TMTG with legal action regarding UAV’s alleged rights in Private TMTG, including, if necessary, an action to enjoin consummation of the Business Combination. On February 28, 2024, UAV filed a verified complaint against Private TMTG in the Court of Chancery seeking declaratory and injunctive relief relating to the authorization, issuance, and ownership of
stock in Private TMTG and filed a motion for expedited proceedings (C.A. No. 2024-0184-LWW). On March 4, 2024, UAV filed an amended complaint, converting their action from a direct action to a purported derivative action, and adding members of the
Private TMTG board as defendants. On March 9, 2024, the Court of Chancery held a hearing to decide UAV’s motion to expedite proceedings. During the oral argument, Private TMTG agreed that any additional shares of Private TMTG issued prior to or upon
the consummation of the Business Combination would be placed in escrow pending a resolution of the dispute between the parties. The Court of Chancery entered an order consistent with the foregoing on March 15, 2024, and scheduled a status conference
for April 1, 2024. On April 2, 2024, UAV filed a motion for leave to file a second amended complaint together with a motion for preliminary injunction and a motion for contempt and anti-suit injunction related to Private TMTG’s filing of a separate
litigation against UAV and others in Florida state court. Private TMTG maintains that the contempt claims are meritless. On April 9, 2024, the Court of Chancery granted the motion for leave to file a second amended complaint and re-assigned the case
to a new judge. On April 11, 2024, UAV filed its second amended complaint, naming the prior Defendants together with five new defendants—TMTG and the current directors on the TMTG Board who were not on Private TMTG’s board of directors. On April 22,
2024, all of the Defendants moved to vacate the Court of Chancery’s prior order expediting the matter. Additionally, all of the Defendants moved to dismiss the second amended complaint. Following briefing and oral argument on the motion to vacate, on
April 30, 2024, the Court of Chancery vacated the prior provisions of the March 15 order expediting the matter. On May 6, 2024, UAV filed its Renewed Motion for Contempt of the March 15, 2024 Order against Private TMTG (“First Contempt Motion”)
seeking, among other things, to enjoin Private TMTG and related parties from prosecuting certain claims in Florida state court. On May 8, 2024, the Court of Chancery stayed discovery and granted a protective order with respect to all discovery served
on Defendants and all other persons from whom discovery was being sought.
On June 5, 2024, UAV filed for leave to again amend its complaint. The Court of Chancery granted the motion for leave to amend on July 8, 2024, and UAV filed its Third Amended Complaint on July 9, 2024.
The Third Amended Complaint dismissed as defendants three current TMTG directors (W. Kyle Green, Linda McMahon, and Robert Lighthizer) and added four former Digital World directors (Frank J. Andrews, Patrick F. Orlando, Edward J. Preble, and Jeffrey
A. Smith). On July 17, 2024, UAV filed a second contempt motion against Private TMTG and TMTG (“Second Contempt Motion”) alleging additional violations of the March 15 Order. On August 27, 2024, the Court of Chancery denied both the First Contempt
Motion and the Second Contempt Motion.
On October 8, 2024, UAV voluntarily dismissed Mr. Orlando with prejudice. On May 15, 2025, the Court held a hearing on the remaining defendants’ motion to dismiss on the Third Amended Complaint and an
additional motion to dismiss or stay on the basis of temporary presidential immunity.
Litigation with ARC, Patrick Orlando, UAV, Andrew Litinsky, and Wesley Moss in Florida
On February 26, 2024, representatives of ARC Global Investments II, LLC (“ARC”) claimed to Digital World that after a “more comprehensive” review, the conversion ratio for Digital World Class B common stock into Digital World Class A common stock upon the completion of the Business Combination was approximately 1.8:1. ARC’s new claim also contradicted the previous assertion by Patrick Orlando, the managing member of ARC, that the conversion ratio was 1.68:1. Digital World’s board of directors viewed these claims as an attempt by Mr. Orlando to secure personal benefits, breaching his fiduciary duty to Digital World and its shareholders. Digital World and Private TMTG initiated a lawsuit against ARC in the Civil Division for the Twelfth Judicial Circuit Court in Sarasota County, Florida, on February 27, 2024 (Docket No. 2024-CA-001061-NC). The complaint sought a declaratory judgment affirming the appropriate conversion ratio as 1.34:1, as previously disclosed, damages for tortious interference with the contractual and business relationship between Private TMTG and Digital World, and damages for conspiracy with unnamed co-conspirators to interfere with the same. The complaint also sought damages for Mr. Orlando’s breach of fiduciary duty, which exposed Digital World to regulatory liability and resulted in an $18 million penalty, and for his continuous obstruction of Digital World’s merger with Private TMTG to extort various concessions that benefited only him and harmed Digital World and its shareholders. Furthermore, the complaint sought damages for the wrongful assertion of dominion over Digital World’s assets inconsistent with Digital World’s possessory rights over those assets. On March 8, 2024, Digital World voluntarily dismissed its declaratory judgment claim against ARC. On March 17, 2024, Digital World and Private TMTG filed an amended complaint, adding a claim for violation of Florida’s Deceptive and Unfair Trade Practices Act. Digital World further alleged breach of fiduciary duty of loyalty, breach of fiduciary duty of care, and conversion claims against Mr. Orlando. With respect to ARC, Digital World alleged aiding and abetting a breach of fiduciary duty. On April 3, 2024, Defendants ARC and Mr. Orlando filed a joint motion to dismiss the amended complaint or, in the alternative, to stay the proceeding pending the Delaware Action (C.A. No. 2024-0184-LWW). Defendants ARC and Mr. Orlando also filed that same day a motion to stay discovery in the action.
On May 29, 2024, Digital World moved to compel discovery from ARC and Mr. Orlando. On July 15, 2024, following a July 10 hearing, the Court entered an order denying the motion to stay discovery and motion to compel. On July 29, 2024, the Court entered an order denying the motion to dismiss or, in the alternative, to stay the proceeding for improper venue. Defendants ARC and Mr. Orlando appealed that order (C.A. No. 2D2024-1780), which the Court dismissed on April 30, 2025. On August 2, 2024, Defendants ARC and Mr. Orlando filed a motion to stay pending appeal in the trial court. On July 31, 2024, Digital World and Private TMTG filed a motion for leave to file a second amended complaint, which proposed to add allegations against ARC and Mr. Orlando related to pre-targeting and other misconduct as set forth in the SEC Complaint against Mr. Orlando, and naming UAV, Andrew Litinsky, and Wesley Moss as additional defendants. On August 15, 2024, Digital World and Private TMTG filed a motion for temporary injunction seeking to enjoin the threatened sale of Digital World stock by Defendant ARC and one of the new defendants proposed to be added through the motion for leave to file a second amended complaint. On August 28, 2024, Digital World and Private TMTG filed a renewed motion to compel, seeking prior productions to the SEC and DOJ and other documents from Defendants ARC and Mr. Orlando. On August 30, 2024, the trial court held a hearing to address several motions. During the hearing, the Court granted Digital World and Private TMTG’s motion for leave to amend and denied their motion for temporary injunction. The trial court also denied the motion to stay pending appeal filed by Defendants ARC and Mr. Orlando. On September 3, 2024, Digital World and Private TMTG filed the Second Amended Complaint. On September 4, 2024, Digital World and Private TMTG filed an expedited motion to compel, seeking production of ARC’s capitalization table, supporting documents, and an order requiring ARC to cooperate with Digital World and Private TMTG in advance of the expiration of the lock-up restriction. On September 5, 2024, Defendants ARC and Mr. Orlando filed a motion to stay pending appeal in the Second District Court of Appeal, which the Second District denied on October 18, 2024 (C.A. No. 2D2024-1780). On September 12, 2024, the Court granted in part and denied in part the expedited motion to compel, ordering production of the capitalization table and supporting documents by September 13, 2024, at 12 p.m. On that same day, Defendants ARC and Mr. Orlando filed a notice of removal in the Middle District of Florida (C.A. No. 8:24-cv-02161). On September 13, 2024, Digital World and Private TMTG filed an emergency motion to remand to state court in the Middle District of Florida, which the Middle District granted on September 17, 2024. On September 18, 2024, Digital World and Private TMTG filed an emergency motion for temporary injunction and contempt against ARC and Mr. Orlando in the state court action. On that same day, the Court held a hearing during which it granted Digital World and Private TMTG’s motion for contempt, imposed a coercive sanction against ARC and Mr. Orlando of $5,000 per day until they complied with the Court’s September 12 discovery order, and denied their motion for temporary injunction. Defendants ARC and Mr. Orlando have filed an appeal of that order, which the Court denied on June 13, 2025 (C.A. No. 2D2024-2364).
On September 20, 2024, ARC filed its answer, defenses, and affirmative defenses to the Second Amended Complaint. On September 26, 2024, Defendants ARC and Mr. Orlando filed a motion to compel. On
October 1, 2024, Digital World and Private TMTG filed a motion for an order to show cause why ARC and Mr. Orlando should not be held in further contempt and subject to increased sanctions for their failure to comply with the Court’s September 18
contempt order. On October 3, 2024, Mr. Orlando filed an amended motion to dismiss the Second Amended Complaint or, alternatively, to stay the action. On October 15, 2024, ARC filed an amended answer, defenses, and affirmative defenses to the
Second Amended Complaint, counterclaim, and third-party complaint, naming 9 additional defendants: Luis Orleans-Braganza, Lee Jacobson, Bruce J. Garelick, Justin Shaner, Eric Swider, Rodrigo Veloso, Ed Preble, Frank Andrews, and Jeffrey Smith. On
October 21, 2024, UAV, Mr. Moss, and Mr. Litinsky jointly filed 3 motions: a motion to dismiss the Second Amended Complaint for failure to state a cause of action, motion to stay pending resolution of the Delaware Action, and motion to dismiss for
improper venue. On November 1, 2024, Digital World and Private TMTG filed a supplemental brief in support of the October motion for order to show cause and a fee petition to recover attorneys’ fees pursuant to the September 18 contempt order.
On November 18, 2024, the Court granted in part the October motion for order to show cause, ordering, inter alia, the appointment of a third-party vendor to re-collect all devices and files from ARC and Mr. Orlando and run search terms and a sanction against ARC and Mr. Orlando of $5,000 per day from September 18 to November 8, 2024. Defendants ARC and Mr. Orlando have filed a motion for leave to amend their petition to appeal the September 18 order to include an appeal of the November 18 order, which the Court denied on February 5, 2025 (C.A. No. 2D2024-2364).
On January 22, 2025, the Court held a hearing during which it heard the motion to stay pending resolution of the Delaware Action and scheduled an omnibus hearing to hear outstanding motions on March
7, 2025. At the January 22, 2025 hearing, the Court entered a temporary administrative stay of discovery as to Mr. Litinsky, Mr. Moss, and UAV pending its resolution of their motion to stay. On January 23, 2025, Defendants ARC and Mr. Orlando filed
a motion to compel production of documents and a motion to strike. On February 10, 2025, Mr. Orlando and ARC filed an appeal of the Court’s November 18 order, which the Second District denied on April 24, 2025 (C.A. No. 2D2025-0314).
On February 19, 2025, the Court denied the October 3 motion to stay filed by Mr. Orlando and the October 21 motion to stay filed by UAV, Mr. Moss, and Mr. Litinsky, finding that this action and the
Delaware Action do not “involve substantially similar issues.”
On March 7, 2025, the Court held an omnibus hearing to address outstanding motions. Following the March 7 hearing, the Court entered several orders. It denied the motions to dismiss for improper
venue filed by Mr. Orlando on October 3 and UAV, Mr. Moss, and Mr. Litinsky on October 21. The Court also denied the motions to dismiss for failure to state a claim filed by Mr. Orlando on October 3 and UAV, Mr. Moss, and Mr. Litinsky on October
21. The Court granted the motions to dismiss the third-party complaint filed on behalf of Lee Jacobson, Bruce J. Garelick, Eric Swider, Rodrigo Veloso, Ed Preble, Frank Andrews, and Jeffrey Smith but provided leave to amend. The Court granted in
part the January 23 motion to compel filed by Mr. Orlando and ARC. The Court also granted in part the motion to dismiss ARC’s counterclaims, dismissing Count V of the counterclaims. On March 21, 2025, UAV, Mr. Moss, and Mr. Litinsky appealed
Court’s February 19, 2025 order denying a stay.
On March 24, 2025, UAV, Mr. Moss, and Mr. Litinsky filed an appeal of the Court’s February 19, 2025 order (C.A. No. 2D2025-0735) in Florida’s Second District Court of Appeal. On March 26, 2025, UAV, Mr.
Moss, and Mr. Litinsky filed an unopposed motion to amend their March 24 petition, which the Second District granted on April 17, 2025.
On July 15, 2025, the Court entered an order granting in part outstanding motions to dismiss Counterclaims and Third-Party Claims brought by UAV, Mr. Litinsky, Mr. Moss, ARC, and Mr. Orlando and
dismissing all Third-Party Defendants including President Trump. Specifically, the Court dismissed Counts 1 and 7-8 of UAV, Mr. Litinsky, and Mr. Moss’s Counterclaims with prejudice, dismissed Counts 2-6 and 9 of UAV, Mr. Litinsky, and Mr. Moss’s
Counterclaims without prejudice with no leave to replead, dismissed Counts 5-11 of ARC’s Counterclaims without prejudice, and dismissed ARC and Mr. Orlando’s Third-Party Claims with prejudice.
The Court conducted half-day hearing on July 30, 2025 to address certain outstanding motions. A three-week jury trial has been scheduled to begin on March 23, 2026.
Litigation with ARC in Delaware
On February 29, 2024, ARC filed a lawsuit in the Court of Chancery of the State of Delaware (C.A. No. 2024-0186-LWW) against Digital World and its directors, alleging an impending violation of the Digital World Charter. ARC alleged that Digital World failed to commit to issue conversion shares to ARC that ARC claims it is owed upon the consummation of the Business Combination pursuant to the Charter. ARC claimed a conversion ratio of 1.81:1 and sought specific performance and damages for the alleged breach of the Charter, a declaratory judgment that the certain derivative securities of Digital World should be included in the calculation of the conversion ratio, a finding that the directors of Digital World breached their fiduciary duties, and a preliminary injunction to enjoin the Business Combination until Digital World “corrected” the conversion ratio. TMTG defended Digital World’s calculation of the conversion ratio and related rights. In addition to its complaint, ARC also filed a motion with the Court of Chancery requesting that the case schedule be expedited to enable the Court of Chancery to conduct an injunction hearing prior to the March 22, 2024, shareholder vote. On March 5, 2024, the Court of Chancery denied ARC’s motion, stating that it would not conduct a merits or injunction hearing before March 22, 2024. Consequently, the Court of Chancery also denied ARC’s request to postpone the Business Combination vote until after a merits hearing. The Court of Chancery ruled that Digital World’s proposal to deposit disputed shares into an escrow account at the close of the Business Combination was adequate to prevent potential irreparable harm related to ARC’s share conversion. The Court of Chancery also found that Digital World’s public disclosures about ARC’s claims and possible conversion scenarios at the close of the Business Combination further mitigated the risk of irreparable harm due to insufficient disclosure for the March 22, 2024 vote. As a result, on March 21, 2024, Digital World entered into two escrow agreements with Odyssey, as follows: (i) an escrow agreement for the benefit of ARC (the “ARC Escrow Agreement”), pursuant to which DWAC deposited into escrow 3,579,480 shares of TMTG shares of common stock (“Common Stock”), and (ii) an escrow agreement for the benefit of the Non-ARC Class B Shareholders (the “Non-ARC Class B Shareholders Escrow Agreement,” and together with the ARC Escrow Agreement, the “Disputed Shares Escrow Agreements”), pursuant to which TMTG deposited into escrow 1,087,553 shares of TMTG Common Stock, which amounts represent the difference between the actual conversion ratio, determined by Digital World’s board of directors upon closing of the Business Combination (which was determined to be 1.348:1), and a conversion ratio of 2.00:1. On September 16, 2024, the Court of Chancery issued its order in this matter setting the conversion ratio at 1.4911:1. The Court of Chancery ruled against ARC on a substantial majority of its claims, reducing ARC’s proposed calculation of the conversion ratio of 1.81:1 by approximately 70% and holding that the former board members of Digital World did not breach any fiduciary duties in setting the conversion ratio calculation or in their public disclosures of the same. As a result of the Court of Chancery’s order, a portion of the disputed shares of Common Stock held in escrow were released to ARC. The release of Common Stock is subject to the terms and conditions of the ARC Escrow Agreement with the Escrow Agent and TMTG. Accordingly, 785,825 shares of TMTG Common Stock, which represents the Court’s calculation for the difference between a ratio of 1.348:1 and 1.4911:1, were released from escrow (the “Court Ratio”). Both parties still retain the option to file an appeal within 30 days after the Court of Chancery’s final order. In connection with the Court of Chancery’s final order, 238,692 Common Shares deposited in the Non-ARC Class B Shareholders Escrow Agreement, representing the Court Ratio, were released to the applicable holders, subject to the terms and conditions of the Non-ARC Class B Shareholders Escrow Agreement and the Securities Act of 1933, as amended. On October 23, 2024, ARC filed a motion for a $1,000,000 fee award. On July 14, 2025, the Court adjusted the fee award downward, awarding ARC $75,000—less than 10% of the amount initially sought. As of July 24, 2025, a final order and judgment has not yet been entered in this action.
Litigation with Orlando in Delaware
On March 15, 2024, Plaintiff Patrick Orlando brought a lawsuit against Digital World in the Court of Chancery seeking advancement of legal fees associated with Mr. Orlando’s involvement in civil litigation against Digital World in Florida and certain other matters (the “Advancement Lawsuit”) (C.A. No. 2024-0264-CDW). Mr. Orlando’s allegations relate to certain provisions in the Digital World Charter, Digital World’s bylaws, and an indemnity agreement allegedly entered into between Mr. Orlando and Digital World. Mr. Orlando alleges that those certain provisions require Digital World to pay the legal fees Mr. Orlando incurred and will incur in connection with legal proceedings in which he is involved by reason of the fact that he is or was a director or officer of Digital World. Mr. Orlando seeks a court order that (i) declares that he is entitled to legal fees for certain proceedings described in the complaint, (ii) requires Digital World to pay for legal fees incurred and future legal fees to be incurred for those proceedings, (iii) requires Digital World to pay the fees incurred to bring the Advancement Lawsuit, and (iv) requires Digital World to pay pre- and post-judgment interest on the amounts owed to Mr. Orlando. On April 3, 2024, the Court of Chancery entered a Stipulation and Advancement Order (“Stipulation”) stating that Mr. Orlando is entitled to advancement of attorneys’ fees and costs incurred with legal proceedings described in the Stipulation, subject to Digital World’s right to challenge the reasonableness of those attorneys’ fees and costs. The Stipulation further states that Mr. Orlando is entitled to fees incurred in connection with enforcement of advancement rights and sets forth procedures that will govern future requests for advancement of attorneys’ fees and costs. As of July 24, 2025, TMTG had paid or agreed to pay approximately $8.3 million to Mr. Orlando’s attorneys pursuant to such Stipulation and TMTG’s other advancement obligations to Mr. Orlando. On April 23, 2024, Mr. Orlando filed a motion for leave to supplement the Advancement Lawsuit to add a claim for advancement of legal fees and expenses Mr. Orlando had incurred and would incur in connection with his defense of an action for declaratory judgment brought by members of ARC regarding Mr. Orlando’s removal as the managing member of ARC (the “ARC Removal Action”). Mr. Orlando also sought reimbursement for the legal fees and expenses incurred in connection with his supplement to the Advancement Lawsuit, and he sought pre-judgment and post-judgment interest on the amounts he claimed were owed to him. On August 1, 2024, plaintiffs in the ARC Removal Action dismissed their complaint without prejudice. On August 8, 2024, Mr. Orlando dismissed his supplemental claims in the Advancement Lawsuit without prejudice.
On February 10, 2025, Mr. Orlando filed a motion to modify the advancement order, seeking to modify the advancement order to allow him to not submit invoices for experts. On March 12, 2025, the Court
denied the motion in part, stating that “TMTG is entitled to have some concrete information allowing it to assess whether Mr. Orlando’s expenses are reasonable and related to DWAC/TMTG before making a payment” and ordering Mr. Orlando to “provide
TMTG with invoices with sufficient unredacted information that allows it to make that assessment.”
On March 31, 2025, Mr. Orlando filed a motion seeking advancement of certain disputed fees, which has been fully briefed and is scheduled for oral argument on August 4, 2025. On April 8, 2025, Mr.
Orlando filed a motion for sanctions, which he subsequently withdrew. On June 23, 2025, Mr. Orlando filed another motion seeking advancement of certain disputed fees.
Litigation with Odyssey Transfer & Trust Company in Delaware
On June 20, 2024, TMTG’s transfer agent, Odyssey filed an interpleader action in the U.S. District Court of the District of Delaware (C.A. No. 24-cv-00729). The complaint pertains to the ongoing dispute regarding share ownership between Michael Melkersen and ARC and includes TMTG as a nominal defendant. Odyssey is seeking an order from the Court discharging Odyssey of further liability and requiring ARC and TMTG to resolve their competing claims as to 716,140 Class A shares of TMTG and 25,000 TMTG warrants. On July 17, 2024, Odyssey filed a motion to dismiss for discharge and dismissal. On July 18, 2024, ARC filed a motion to dismiss for improper venue. On July 22, 2024, TMTG filed a motion for discharge and dismissal. On August 13, 2024, TMTG filed its answer and crossclaims against Mr. Melkersen and ARC. On August 21, 2024, ARC filed a motion to dismiss for lack of subject matter jurisdiction. On September 3, 2024, ARC filed a motion to dismiss TMTG’s crossclaims on the grounds of forum non conveniens. On October 14, 2024, Mr. Melkersen filed his answer to the complaint for interpleader. This matter remains pending.
Litigation with RejuveTotal in New York
On October 21, 2024, RejuveTotal LLC (“Rejuve”) filed suit against TMTG and its Chief Financial Officer in the Supreme Court of the State of New York, New York County (Index No. 655551/2024). The
complaint alleged breach of contract, and sought equitable relief as well as indemnification and reimbursement of costs and expenses, in connection with Rejuve’s role as Purchaser Representative under the Merger Agreement. On February 18, 2025,
Rejuve discontinued this action without prejudice.
On December 23, 2024, TMTG filed suit against Rejuve in the Supreme Court of the State of New York, New York County (Index No. 659834/2024). In the complaint, TMTG seeks declaratory and injunctive relief against Rejuve arising out of Rejuve’s alleged conduct as Purchaser Representative under an Agreement and Plan of Merger dated as of October 20, 2021. On January 13, 2025, TMTG filed an application, by way of a proposed order to show cause, for a preliminary injunction prohibiting Rejuve from taking any further action in its alleged capacity as Purchaser Representative under the Merger Agreement. On January 23, 2025, the Court approved a stipulation to stay the action pending resolution of the arbitration before the American Arbitration Association seeking to recover its fees and expenses from TMTG that Rejuve allegedly incurred as Purchaser Representative, and to enjoin Rejuve from acting as Purchaser Representative except with respect to its participation in the arbitration. The arbitration occurred on April 29, 2025. On July 22, 2025, the arbitrator issued his Final Award in favor of TMTG, awarding a net sum of $22,868.
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- References No definition available.
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- Definition The entire disclosure for commitments and contingencies. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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SEGMENT INFORMATION |
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SEGMENT INFORMATION | NOTE 17 – SEGMENT INFORMATION
In the second quarter of 2025, our internal reporting and segments changed. We dividend our consolidated segment into two operating segments to enable enhanced focus on the different strategies required for each long-term strategic plan. We report our operating results through two reportable segments: Media and Truth.Fi:
The “Corporate & Other” category presented in the following tables is not considered an operating segment. It consists primarily of costs and expenses related to executing our digital asset treasury
strategy and includes the realized and unrealized gains and losses from our digital asset treasury strategy, third-party costs associated with our digital asset holding strategy, net interest expense primarily related to long-term debt obligations
(used to fund our digital asset treasury strategy), and income tax effects generated from our digital asset treasury strategy and related debt issuance. We have not dedicated certain corporate resources to our digital asset treasury strategy.
Our Chief Operating Decision Maker (CODM), as of June 30, 2025, is our Chief Executive Officer. Our CODM evaluates the performance of and allocates resources to our segment’s
based on each segment’s net loss and earnings before interest, taxes, depreciation and amortization (Segment EBITDA). Segment EBITDA is defined as segment revenue less operating costs and expenses, excluding depreciation and amortization, interest
income or expense (net), provision or benefit for income taxes, change in fair value of derivative liabilities, loss on extinguishment of debt and stock-based compensation expense. We believe Segment EBITDA serves as a measure that assists our
CODM and our investors in comparing our segment performance on a consistent basis.
Our CODM uses cash, cash equivalents, restricted cash, short-term investments, and trading securities as part of the evaluation of performance and allocation of resources within our corporate &
other category. Total assets is not used to evaluate the performance of our segments. For the three and six months ended June 30, 2025 and 2024, all revenues were earned from our Media segment.
Review of cash forecast models is used to assess the segment’s results and performance, and inform investment decisions by our CODM. Consolidated net loss and Segment EBITDA are used to monitor
budgeted versus actual results. Additionally, review of budgeted versus actual results is used in assessing performance of the segment.
As part of the segment reorganization, we reallocated our Segment EBITDA to each reporting unit and corporate & other. We have reflected this reallocation in all historical periods presented.
The following table presents our segment information for the periods indicated:
The following table provides information related to our cash, cash equivalents, restricted cash, short-term investments, and trading securities:
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- Definition The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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SUBSEQUENT EVENTS |
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SUBSEQUENT EVENTS [Abstract] | |
SUBSEQUENT EVENTS | NOTE 18 – SUBSEQUENT EVENTS
On July 8, 2025, a subsidiary of our consolidated VIE filed an S-1 Registration statement to launch an exchange-traded fund. We hold a variable interest in the exchange-traded fund, although we
are not the primary beneficiary of the VIE.
On July 14, 2025, we repurchased 242,800 shares of our common stock on the open market pursuant to our Share Repurchase Program, which were held in treasury upon repurchase for an aggregate purchase price of $4,410.4.
In July 2025, we accumulated bitcoin and bitcoin-related securities costing approximately $2 billion as part of our previously announced bitcoin treasury strategy.
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- References No definition available.
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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. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Insider Trading Arrangements |
3 Months Ended |
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Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
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- References Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- References Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- References Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- References Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Accounting Policies, by Policy (Policies) |
6 Months Ended |
---|---|
Jun. 30, 2025 | |
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and
pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Our interim financial statements are unaudited, and in our opinion, include all adjustments of a normal recurring nature necessary for the fair presentation of the periods presented. The results
for the interim periods are not necessarily indicative of the results to be expected for any subsequent period or for the year ending December 31, 2025. These unaudited condensed consolidated financial statements and related notes should be read in conjunction with our audited consolidated financial statements and related notes included in our
Annual Report on Form 10-K for the year ended December 31, 2024 (the “Annual Report”).
|
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements, the fair value of assets acquired and liabilities assumed in business acquisitions, the assessment of recoverability of our goodwill and long-lived assets, and the reported
amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates and assumptions reflected in the unaudited condensed consolidated financial statements relate to and include, but are
not limited to, fair value of intangible assets acquired in business acquisitions, recoverability of goodwill and intangibles, fair value of short-term investments and trading securities, the fair value of our option liabilities, useful lives of
intangibles and depreciable assets, and stock-based compensation.
|
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the financial statements of the Company, its wholly owned subsidiaries, and a VIE in which we are deemed the primary beneficiary, have been
prepared in accordance with U.S. GAAP. All intercompany transactions and balances have been eliminated.
|
Variable Interest Entity | Variable Interest Entity GAAP requires the assessment of whether an entity is a VIE and, if so, if we are the primary beneficiary at the inception of the entity or at a reconsideration event. Additionally, GAAP requires the consolidation of
VIEs in which a company has a controlling financial interest. A controlling financial interest will have both of the following characteristics: (a) the power to direct the activities of a VIE that most significantly impact the VIE’s economic
performance and (b) the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. On April 2, 2025, we provided initial operational funding to Yorkville America, LLC, (“Yorkville America”), through a services agreement and licensing agreement. Yorkville America, through its subsidiaries serves as the
Registered Investment Advisor for investment vehicles and financial products which focus on investments in American growth, manufacturing, energy companies, and digital assets, as well as investments that strengthen the Patriot Economy. Pursuant to
the terms of the services agreement, we will provide a majority of the operational funding for Yorkville America, in exchange for a majority of their net profit. Additionally, through a licensing agreement, Yorkville America may utilize Truth.Fi
intellectual property to market their investment vehicles and financial products. Substantially all of the business activity of Yorkville America is conducted on behalf of TMTG. We determined this represented a variable interest in Yorkville
America. We do not maintain any equity ownership in Yorkville America. We determined that TMTG has the power to direct the activities that most significantly impact Yorkville America’s economic performance through our disproportionate economic rights and obligations, and that
substantially all of Yorkville America’s activities are conducted on behalf of TMTG. Through meeting the criterion of a controlling financial interest, we determined that TMTG is the primary beneficiary of Yorkville America. As the primary
beneficiary of Yorkville America, we consolidate in our financial statements the balance sheets, results of operations, and cash flows of Yorkville America, and all intercompany balances and transactions between us and Yorkville America are
eliminated in the condensed consolidated financial statements. Yorkville America did not have any material assets or liabilities upon initial consolidation. We report a non-controlling interest representing the economic interest held by other
parties in Yorkville America. We have not provided any guarantees related to Yorkville America and no creditors of Yorkville America have recourse to the general credit of TMTG. As of June 30, 2025, we held a variable interest in two VIEs for which we are not the primary beneficiary. Yorkville America sponsors certain investment products, including exchange-traded funds, for which it earns a Sponsor Fee in exchange for providing management and advisory services. The Sponsor Fees represent the primary economic interest in the VIEs. TMTG nor any of our consolidated entities hold equity investments or other financial interest in the VIEs as of June 30, 2025. As a result, Yorkville America controls the power to direct the activities most significant to these VIEs performance, although the obligation to absorb losses and the right to receive benefits from the VIE is held by the shareholders of the sponsored investment products. The Sponsor Fees do not represent a variable interest that could potentially be significant to the economic performance of the VIEs. Our maximum exposure to loss as a result of our involvement with the unconsolidated VIEs is limited only to our loss of future Sponsor Fees and uncollected fee receivables in this VIE, which was $0 as of June 30, 2025 and December 31, 2024. We may be subject to additional losses to the extent of any financial support that we voluntarily provide in the future. The sponsored investment products of the unconsolidated VIEs did not have any assets or liabilities as of June 30, 2025 and December 31, 2024.
|
Restricted cash | Restricted cash Restricted cash consists of cash equivalents held as collateral with the Collateral Agent to our Notes (Note 8).
|
Unearned revenue | Unearned revenue Unearned revenue primarily consisted of billings or payments received from customers in advance of revenue recognized for the services provided to our customers or annual licenses and was recognized as services were performed or ratably over the life of the license. We generally invoice customers in advance or in milestone-based installments. Unearned revenue of $246.7 and $1,010.7 was recognized as revenue for the three and six months ended June 30, 2025, respectively, which was included in the unearned revenue balance as of December 31, 2024. As of June 30, 2025, we have fulfilled all services pursuant to previously unearned revenue and recognized all related revenue.
|
Investments | Investments Investments in equity securities are classified by individual security as available-for-sale or trading securities. Our trading securities consist primarily of equity exchange traded funds that invest in digital assets. We had trading securities of $122,366.4 at June 30, 2025 and $0.0 at December 31, 2024, respectively, that are carried on our balance sheet at fair value. Unrealized gains and losses associated with trading securities are reflected in the condensed consolidated statement of operations. We did not have any investments classified as available-for-sale as of June 30, 2025.
|
Options | Options From time to time, we may write covered put and call options on digital asset related securities, as part of our digital asset treasury strategy to generate premium income and purchase digital assets
and related securities at lower effective prices. These options are covered by cash collateral to cover potential purchases. In exchange for this commitment, we receive premiums immediately paid in cash. The difference between the premium and the
amount paid while affecting a closing purchase transaction, including brokerage commission, is also treated as a realized investment gain or loss. This premium acts as income, increasing our investment yield. If the option expires worthless, we
keep the full premium as profit with no obligation to purchase. If a put option is exercised, we buy the security at the strike price using the cash collateral, and the premium received reduces the effective cost basis, allowing us to acquire the
securities at a discount compared to direct market purchases. If a call option is exercised, we sell the security at the strike price using our existing holdings of the security, and the premium received reduces any loss or increases any gain we may
incur. The writer of an option bears the market risk of an unfavorable change in the price of the security underlying the written option. The aggregate fair value of unexpired options written are included in accounts payable and accrued expenses in the condensed consolidated balance sheets. Cash held as collateral for written options is classified as restricted cash on the condensed consolidated balance sheet. Securities held as collateral for outstanding call options are presented within trading securities on the condensed consolidated balance sheet. As of June 30, 2025, we did not have any outstanding put options restricting use of our cash balance.
|
Concentrations of risks | Concentrations of risks Our financial instruments are exposed to concentrations of credit risk consisting primarily of cash and cash equivalents and short-term investments. Although we deposit cash and cash equivalents with
multiple banks, these deposits may exceed the amount of insurance provided on such deposits. These deposits may generally be redeemed upon demand and in our opinion bear minimal risk. One advertising platform accounted for 91% and 93% of our total revenue for the six months ended June 30, 2025 and 2024, respectively. In order to reduce the risk of downtime of the media offerings we provide, we have established data centers in various geographic regions. We have internal procedures to restore products in the event
of a service disruption or disaster at any of our data center facilities. We serve our customers and users from data center facilities operated either by us or third parties. Even with these procedures for disaster recovery in place, the
availability of our products could be significantly interrupted during the implementation of restoration procedures.
|
Recently issued accounting standards | Recently issued accounting standards In December 2023, the FASB issued Accounting Standards Update, or ASU, 2023-08, Intangibles-Goodwill and Other-Crypto Assets (Subtopic 350-60): Accounting for
and Disclosure of Crypto Assets (“ASU 2023-08”). ASU 2023-08 requires digital assets to be measured at fair value as of the end of each reporting period in the balance sheet, with gains and losses from changes in fair value of the digital assets
recognized in net income for each reporting period. We determine the fair value of bitcoin in accordance with ASC 820, Fair Value Measurement, based on quoted (unadjusted) prices on its principal market.
This update also requires certain interim and annual disclosures for digital assets within the scope of the standard. This ASU is effective for fiscal years beginning after December 15, 2024. This adoption of this standard will have a prospective
material impact on the presentation of our condensed consolidated financial statements, due to our addition of digital assets to our balance sheet subsequent to June 30, 2025. In December 2023, the FASB issued ASU, 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” or ASU 2023-09. ASU 2023-09 requires
additional disaggregated disclosures on an entity’s effective tax rate reconciliation and additional details on income taxes paid. ASU 2023-09 is effective on a prospective basis, with the option for retrospective application, for annual periods
beginning after December 15, 2024. The adoption of ASU 2023-09 did not have a material impact on our unaudited condensed consolidated financial statements. In November 2024, the FASB issued ASU 2024-03, Income Statement (Subtopic 220-40): Disaggregation of Income Statement Expenses. ASU 2024-03 is effective
prospectively to financial statements issued for reporting period after the effective date or retrospectively to any or all prior periods presented in the financial statements, for annual periods beginning after December 15, 2026 and interim
reporting periods beginning after December 15, 2027. Early adoption is permitted. Adoption of this guidance will result in additional disclosures, but we do not expect the adoption of ASU 2024-03 will impact our consolidated financial position,
results of operations or cash flows. In November 2024, the FASB issued ASU 2024-04, Debt (Subtopic 470-20): Debt with Conversion and Other Options. ASU 2024-04 clarifies the assessment of whether
a transaction should be accounted for as an induced conversion or extinguishment of convertible debt when changes are made to conversion features as part of an offer to settle the instrument. ASU 2024-04 is effective for reporting periods beginning
after December 15, 2025, and interim periods within those annual reporting periods. Early adoption is permitted for entities that have adopted ASU 2020-06. We do not expect the adoption of ASU 2024-04 to have a material impact on our unaudited
condensed consolidated financial statements.
|
X | ||||||||||
- Definition Disclosure of accounting policy for unearned Revenue. No definition available.
|
X | ||||||||||
- References No definition available.
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X | ||||||||||
- Definition Disclosure of accounting policy for basis of accounting, or basis of presentation, used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS). Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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X | ||||||||||
- Definition Entity's cash and cash equivalents accounting policy with respect to restricted balances. Restrictions may include legally restricted deposits held as compensating balances against short-term borrowing arrangements, contracts entered into with others, or company statements of intention with regard to particular deposits; however, time deposits and short-term certificates of deposit are not generally included in legally restricted deposits. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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X | ||||||||||
- Definition Disclosure of accounting policy for credit risk. Includes, but is not limited to, policy for entering into master netting arrangement or similar agreement to mitigate credit risk of financial instrument. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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X | ||||||||||
- Definition Disclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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- Definition Disclosure of accounting policy for consolidation to describe the significant judgments and assumptions made in determining whether a variable interest held by the entity requires the variable interest entity to be consolidated and (or) disclose information about its involvement with the variable interest entity; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; and the significant factors considered and judgments made in determining that the power to direct the activities that significantly impact the economic performance of the variable interest entity are shared (as defined). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Disclosure of accounting policy for its derivative instruments and hedging activities. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition Disclosure of accounting policy for investment in financial asset. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact. No definition available.
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- Definition Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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RECAPITALIZATION (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||
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Jun. 30, 2025 | |||||||||||||||||||||||||||||||||||||
RECAPITALIZATION [Abstract] | |||||||||||||||||||||||||||||||||||||
Reconciles Elements of Business Combination to Statements of Cash Flows and Statement of Changes in Stockholders' Equity (Deficit) | The following table reconciles the elements of the Business Combination to the consolidated statements of cash flows and the consolidated statements of changes in stockholders’ equity (deficit) for the year ended December 31, 2024:
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Number of Shares Common Stock Issued | The number of shares of common stock issued immediately following the consummation of the Business Combination were:
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Number of Predecessor Shares Determined | The number of Predecessor TMTG shares was determined as follows:
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- Definition Tabular disclosure of the recapitalization of number of predecessor shares determined No definition available.
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- Definition Tabular disclosure of the recapitalization of business combination to the number of shares of common stock issued. No definition available.
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- References No definition available.
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- Definition Tabular disclosure of the recapitalization of business combination to the condensed consolidated statements of cash flows and the condensed consolidated statement of changes in stockholders' equity. No definition available.
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FAIR VALUE MEASUREMENT (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
FAIR VALUE MEASUREMENT [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Measurement |
(1) Money market funds are reflected in cash, cash equivalents, and restricted cash in the condensed consolidated balance sheets.
(2) Options premium liability is reflected in accounts payable and accrued expenses in the condensed consolidated balance sheets.
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- References No definition available.
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- Definition Tabular disclosure of information about asset and liability measured at fair value under fair value option. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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GOODWILL AND INTANGIBLE ASSETS (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
GOODWILL AND INTANGIBLE ASSETS [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill | The following table summarizes changes in our goodwill balance:
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Finite-lived Intangible Assets, Net | Finite-lived intangible assets, net are summarized as follows:
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Future Amortization Expense | Based on the balance of finite-lived intangible assets at June 30, 2025, expected future amortization expense is as follows:
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- References No definition available.
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- Definition Tabular disclosure of assets, excluding financial assets and goodwill, lacking physical substance with a finite life, by either major class or business segment. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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- Definition Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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- Definition Tabular disclosure of the amount of amortization expense expected to be recorded in succeeding fiscal years for finite-lived intangible assets. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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PROPERTY AND EQUIPMENT (Tables) |
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Jun. 30, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
PROPERTY AND EQUIPMENT [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Property and Equipment | Property and equipment consist of the following:
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- References No definition available.
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- Definition Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
ACCOUNTS PAYABLE AND ACCRUED EXPENSES [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following:
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- References No definition available.
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- Definition Tabular disclosure of the (a) carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business (accounts payable); (b) other payables; and (c) accrued liabilities. Examples include taxes, interest, rent and utilities. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). An alternative caption includes accrued expenses. No definition available.
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LONG-TERM DEBT (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||
LONG-TERM DEBT [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Future Minimum Payments of Long-term Debt | Future minimum payments of the long-term debt as of June 30, 2025 is as follows:
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- References No definition available.
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- Definition Tabular disclosure of maturity and sinking fund requirement for long-term debt. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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LEASES (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
LEASES [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Operating Leases Included in Consolidated Balance Sheets | Operating leases are included in the consolidated balance sheets as follows:
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Components of Lease Costs | The components of lease costs, which are included in loss from operations in our consolidated statements of operations were as follows:
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Future Minimum Payments under Non-cancelable Leases for Operating Leases | Future minimum payments under non-cancellable leases for operating leases for the remaining terms of the leases following the year ended June 30, 2025, are as follows:
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X | ||||||||||
- Definition Tabular disclosure of information on lessee's operating leases, including carrying value of right-of-use assets and lease liabilities, right-of-use assets obtained in exchange for lease obligations, weighted-average remaining term and weighted-average discount rate. No definition available.
|
X | ||||||||||
- Definition Tabular disclosure of lessee's lease cost. Includes, but is not limited to, interest expense for finance lease, amortization of right-of-use asset for finance lease, operating lease cost, short-term lease cost, variable lease cost and sublease income. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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- References No definition available.
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X | ||||||||||
- Definition Tabular disclosure of undiscounted cash flows of lessee's operating lease liability. Includes, but is not limited to, reconciliation of undiscounted cash flows to operating lease liability recognized in statement of financial position. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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LOSS PER SHARE (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
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Jun. 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||
LOSS PER SHARE [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Common Stock Equivalents Excluded from Dilutive Earnings/Loss Per Share | Total common stock equivalents excluded from dilutive earnings/loss per share are as follows:
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Tabular disclosure of securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by antidilutive securities. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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STOCKHOLDERS' EQUITY (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
STOCKHOLDERS’ EQUITY [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Warrant Activity | The following table summarizes warrant activity:
|
X | ||||||||||
- Definition Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- References No definition available.
|
STOCK BASED COMPENSATION (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
STOCK BASED COMPENSATION [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Stock Award Activity | The following table summarizes stock award activity:
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Tabular disclosure of the number and weighted-average grant date fair value for restricted stock units that were outstanding at the beginning and end of the year, and the number of restricted stock units that were granted, vested, or forfeited during the year. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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INVESTMENT INCOME (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
INVESTMENT INCOME [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Investment Income | Investment income consists of the following:
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Tabular disclosure of investment income, including, but not limited to, interest and dividend income and amortization of discount (premium) derived from debt and equity securities. Excludes realized and unrealized gain (loss) on investments. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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SEGMENT INFORMATION (Tables) |
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
SEGMENT INFORMATION [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Segment Information | The following table presents our segment information for the periods indicated:
|
X | ||||||||||
- Definition Tabular disclosure of the profit or loss and total assets for each reportable segment. An entity discloses certain information on each reportable segment if the amounts (a) are included in the measure of segment profit or loss reviewed by the chief operating decision maker or (b) are otherwise regularly provided to the chief operating decision maker, even if not included in that measure of segment profit or loss. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- References No definition available.
|
DESCRIPTION OF BUSINESS (Details) - shares |
May 29, 2025 |
Mar. 25, 2024 |
Jun. 30, 2025 |
---|---|---|---|
DESCRIPTION OF BUSINESS [Abstract] | |||
Number of shares issued (in shares) | 100,000,000 | ||
Earnout shares had been earned and issued (in shares) | 40,000,000 | 40,000,000 | |
Shares issued upon conversion of convertible notes (in shares) | 7,854,534 | ||
Digital World Acquisition Corp [Member] | |||
DESCRIPTION OF BUSINESS [Abstract] | |||
Shares issued upon conversion of convertible notes (in shares) | 1,709,145 | ||
Common Class A [Member] | Digital World Acquisition Corp [Member] | |||
DESCRIPTION OF BUSINESS [Abstract] | |||
Number of shares issued (in shares) | 87,500,000 | ||
Common Stock [Member] | |||
DESCRIPTION OF BUSINESS [Abstract] | |||
Number of shares issued (in shares) | 55,857,181 | 100,000,000 | |
Common Stock [Member] | Digital World Acquisition Corp [Member] | |||
DESCRIPTION OF BUSINESS [Abstract] | |||
Shares issued upon conversion of convertible notes (in shares) | 7,854,534 |
X | ||||||||||
- Definition Total number of earnout shares of an entity to be issued. No definition available.
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. No definition available.
|
X | ||||||||||
- Definition The number of shares issued during the period upon the conversion of units. An example of a convertible unit is an umbrella partnership real estate investment trust unit (UPREIT unit). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of new stock issued during the period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES (Details) |
Jun. 30, 2025
USD ($)
VariableInterestEntity
|
Dec. 31, 2024
USD ($)
|
|||||
---|---|---|---|---|---|---|---|
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES [Abstract] | |||||||
Number of variable interest entities (in VariableInterestEntity) | VariableInterestEntity | 2 | ||||||
Assets | [1] | $ 3,247,255,700 | [2] | $ 938,287,500 | |||
Liabilities | [1] | 965,127,400 | [2] | 24,697,400 | |||
Unconsolidated VIEs [Member] | |||||||
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES [Abstract] | |||||||
Uncollected fee receivables | 0 | 0 | |||||
Assets | 0 | 0 | |||||
Liabilities | $ 0 | $ 0 | |||||
|
X | ||||||||||
- Definition Maximum potential loss as of the reporting date from future Sponsor Fees and uncollected fee receivables related to unconsolidated VIEs. No definition available.
|
X | ||||||||||
- Definition The number of VIEs in which the entity holds a variable interest but is not the primary beneficiary as of the reporting date. No definition available.
|
X | ||||||||||
- Definition Amount of asset recognized for present right to economic benefit. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of liability recognized for present obligation requiring transfer or otherwise providing economic benefit to others. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES - Unearned revenue (Details) - USD ($) |
3 Months Ended | 6 Months Ended | ||||||
---|---|---|---|---|---|---|---|---|
Jun. 30, 2025 |
Jun. 30, 2025 |
Jun. 30, 2024 |
Dec. 31, 2024 |
|||||
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES [Abstract] | ||||||||
Unearned Revenue | $ (246,700) | $ (1,010,700) | $ (1,488,500) | |||||
Trading securities | 122,366,400 | [1] | 122,366,400 | [1] | $ 0 | |||
Investments classified available-for-sale | $ 0 | $ 0 | ||||||
Options outstanding (in Shares) | 0 | 0 | ||||||
|
X | ||||||||||
- Definition Amount of investment in equity security classified as available for sale, measured at fair value with change in fair value recognized in net income (FV-NI), classified as current. No definition available.
|
X | ||||||||||
- Definition Amount of equity securities categorized neither as held-to-maturity nor as trading. No definition available.
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of increase (decrease) in obligation to transfer good or service to customer for which consideration has been received or is receivable. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Number of options outstanding, including both vested and non-vested options. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES - Concentrations of risks (Details) |
6 Months Ended | |
---|---|---|
Jun. 30, 2025 |
Jun. 30, 2024 |
|
Customer Concentration Risk [Member] | Advertising Platform One [Member] | Revenue [Member] | ||
SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES [Abstract] | ||
Concentration risk, percentage | 91.00% | 93.00% |
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition For an entity that discloses a concentration risk in relation to quantitative amount, which serves as the "benchmark" (or denominator) in the equation, this concept represents the concentration percentage derived from the division. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
RECAPITALIZATION (Details) - USD ($) |
1 Months Ended | 12 Months Ended | |
---|---|---|---|
Mar. 25, 2024 |
Sep. 30, 2024 |
Dec. 31, 2024 |
|
RECAPITALIZATION [Abstract] | |||
Cash-trust and cash, net of redemptions (in Dollars) | $ 233,017,500 | ||
Bonus expenses triggered by Merger (in Dollars) | $ 6,130,000 | ||
Shares issued to convertible noteholders (in shares) | 7,854,534 | ||
General and Administration Expense [Member] | |||
RECAPITALIZATION [Abstract] | |||
Transaction costs (in Dollars) | $ 1,640,200 | ||
Bonus expenses triggered by Merger (in Dollars) | $ 5,530,000 | ||
Selling and Marketing Expense [Member] | |||
RECAPITALIZATION [Abstract] | |||
Bonus expenses triggered by Merger (in Dollars) | $ 600,000 | ||
Common Class B [Member] | Selling and Marketing Expense [Member] | |||
RECAPITALIZATION [Abstract] | |||
Shares issued to convertible noteholders (in shares) | 1,024,517 |
X | ||||||||||
- Definition The amount of bonus expenses to employees and directors which were triggered by the Merger. No definition available.
|
X | ||||||||||
- Definition Amount of currency on hand as well as demand deposits with banks or financial institutions, acquired at the acquisition date. No definition available.
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of expense for acquisition-related cost incurred to effect business combination. Includes, but is not limited to, finder's fee; advisory, legal, accounting, valuation, and other professional and consulting fees; and general administrative cost, including cost of maintaining internal acquisition department. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition The number of shares issued during the period upon the conversion of units. An example of a convertible unit is an umbrella partnership real estate investment trust unit (UPREIT unit). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
RECAPITALIZATION - Reconciles Elements of Business Combination to Statements of Cash Flows and Statement of Changes in Stockholders' Equity (Deficit) (Details) |
Mar. 25, 2024
USD ($)
|
---|---|
RECAPITALIZATION [Abstract] | |
Cash-trust and cash, net of redemptions | $ 233,017,500 |
Add: other assets | 0 |
Less: accrued expenses | (3,292,900) |
Less: notes payable | (10,103,000) |
Reverse recapitalization, net | $ 219,621,600 |
X | ||||||||||
- Definition Amount of currency on hand as well as demand deposits with banks or financial institutions, acquired at the acquisition date. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition The amount of reverse recapitalization net. No definition available.
|
X | ||||||||||
- Definition Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Including the current and noncurrent portions, aggregate carrying amount of all types of notes payable, as of the balance sheet date, with initial maturities beyond one year or beyond the normal operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of assets classified as other. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
RECAPITALIZATION - Number of Shares of Common Stock Issued (Details) |
Mar. 25, 2024
shares
|
|||
---|---|---|---|---|
RECAPITALIZATION [Abstract] | ||||
Common shares, shares outstanding (in shares) | 136,700,583 | [1] | ||
Shares issued to convertible noteholders (in shares) | 7,854,534 | |||
Predecessor TMTG Shares (in shares) | 87,500,000 | |||
Digital World Acquisition Corp [Member] | ||||
RECAPITALIZATION [Abstract] | ||||
Common shares, shares outstanding (in shares) | 39,636,904 | |||
Shares issued to convertible noteholders (in shares) | 1,709,145 | |||
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of shares of stock issued during the period pursuant to acquisitions. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The number of shares issued during the period upon the conversion of units. An example of a convertible unit is an umbrella partnership real estate investment trust unit (UPREIT unit). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
RECAPITALIZATION - Number of Predecessor Shares Determined (Details) - USD ($) |
May 29, 2025 |
Mar. 25, 2024 |
---|---|---|
RECAPITALIZATION [Abstract] | ||
Predecessor TMTG Shares (in shares) | 100,000,000 | |
Shares issued to shareholders of Predecessor TMTG | $ 87,500,000 | |
Common Stock [Member] | ||
RECAPITALIZATION [Abstract] | ||
Predecessor TMTG Shares (in shares) | 55,857,181 | 100,000,000 |
Shares issued to shareholders of Predecessor TMTG | $ 87,500,000 |
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Number of new stock issued during the period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Equity impact of the value of new stock issued during the period. Includes shares issued in an initial public offering or a secondary public offering. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition Payoff is discounted to the present value using the interpolated risk-free rate ranging. No definition available.
|
X | ||||||||||
- Definition Total number of earnout shares of an entity to be issued. No definition available.
|
X | ||||||||||
- Definition Number of shares issued per tranche No definition available.
|
X | ||||||||||
- Definition Number of shares Purchased No definition available.
|
X | ||||||||||
- Definition Term of stock price, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. No definition available.
|
X | ||||||||||
- Definition Number of new units issued during the period. No definition available.
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Price of a single share of a number of saleable stocks of a company. No definition available.
|
X | ||||||||||
- Definition Per share or per unit amount of equity securities issued. No definition available.
|
X | ||||||||||
- Definition Number of new stock issued during the period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Definition Amount of investment in equity security classified as available for sale, measured at fair value with change in fair value recognized in net income (FV-NI), classified as current. No definition available.
|
X | ||||||||||
- Definition Fair value of financial and nonfinancial assets related to repurchase agreements. No definition available.
|
X | ||||||||||
- Definition Fair value portion of trade and related party payables and accrued expenses. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Fair value portion of asset recognized for present right to economic benefit. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Fair value portion of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Fair value portion of borrowing which can be exchanged for a specified number of another security at the option of the issuer or the holder, for example, but not limited to, the entity's common stock. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Fair value of financial and nonfinancial obligations. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2025 |
Jun. 30, 2024 |
Jun. 30, 2025 |
Jun. 30, 2024 |
|
GOODWILL AND INTANGIBLE ASSETS [Abstract] | ||||
Amortization expense | $ 1,379,600 | $ 0 | $ 2,744,000 | $ 0 |
Weighted-average remaining amortization period for amortizable intangible | 4 years 1 month 6 days | 4 years 1 month 6 days |
X | ||||||||||
- Definition The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Remaining amortization period of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- References No definition available.
|
GOODWILL AND INTANGIBLE ASSETS - Goodwill (Details) |
6 Months Ended | |||
---|---|---|---|---|
Jun. 30, 2025
USD ($)
| ||||
Goodwill [Roll Forward] | ||||
Balance | $ 120,884,200 | |||
Goodwill related to acquisitions | 0 | |||
Balance | $ 120,884,200 | [1] | ||
|
X | ||||||||||
- Definition Amount, after accumulated impairment loss, of asset representing future economic benefit arising from other asset acquired in business combination or from joint venture formation or both, that is not individually identified and separately recognized. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount of increase in asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized resulting from a business combination. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
GOODWILL AND INTANGIBLE ASSETS - Finite-lived Intangible Assets, Net (Details) - USD ($) |
Jun. 30, 2025 |
Dec. 31, 2024 |
---|---|---|
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | $ 27,600,000 | $ 27,600,000 |
Accumulated Amortization | (4,980,900) | (2,236,900) |
Net Carrying Amount | 22,619,100 | 25,363,100 |
Source Code and Technology [Member] | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | 24,500,000 | 24,500,000 |
Accumulated Amortization | (4,426,400) | (1,991,200) |
Net Carrying Amount | 20,073,600 | 22,508,800 |
Exclusivity Rights [Member] | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Carrying Amount | 3,100,000 | 3,100,000 |
Accumulated Amortization | (554,500) | (245,700) |
Net Carrying Amount | $ 2,545,500 | $ 2,854,300 |
X | ||||||||||
- Definition Accumulated amount of amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount before amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount after amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
GOODWILL AND INTANGIBLE ASSETS - Future Amortization Expense (Details) - USD ($) |
Jun. 30, 2025 |
Dec. 31, 2024 |
---|---|---|
GOODWILL AND INTANGIBLE ASSETS [Abstract] | ||
2025 | $ 2,789,500 | |
2026 | 5,529,900 | |
2027 | 5,533,500 | |
2028 | 5,548,700 | |
2029 | 3,217,500 | |
Net Carrying Amount | $ 22,619,100 | $ 25,363,100 |
X | ||||||||||
- Definition Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in remainder of current fiscal year. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount after amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- References No definition available.
|
PROPERTY AND EQUIPMENT (Details) - USD ($) |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2025 |
Jun. 30, 2024 |
Jun. 30, 2025 |
Jun. 30, 2024 |
|
Property and Equipment, Net [Abstract] | ||||
Depreciation expense | $ 453,900 | $ 3,700 | $ 868,700 | $ 9,300 |
X | ||||||||||
- Definition The amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
PROPERTY AND EQUIPMENT - PROPERTY AND EQUIPMENT (Details) - USD ($) |
Jun. 30, 2025 |
Dec. 31, 2024 |
|||
---|---|---|---|---|---|
Property and Equipment, Net [Abstract] | |||||
Accumulated depreciation | $ (1,691,800) | $ (823,100) | |||
Property and equipment, net | 4,053,000 | [1] | 4,366,000 | ||
Furniture and Equipment [Member] | |||||
Property and Equipment, Net [Abstract] | |||||
Property and equipment, gross | 34,500 | 34,500 | |||
Computer Equipment [Member] | |||||
Property and Equipment, Net [Abstract] | |||||
Property and equipment, gross | $ 5,710,300 | $ 5,154,600 | |||
|
X | ||||||||||
- Definition Amount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount before accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($) |
Jun. 30, 2025 |
Dec. 31, 2024 |
|||
---|---|---|---|---|---|
ACCOUNTS PAYABLE AND ACCRUED EXPENSES [Abstract] | |||||
Accounts payable | $ 5,179,300 | $ 1,483,300 | |||
Other accrued expenses | 10,116,800 | 7,443,400 | |||
Options premium liability | 1,639,200 | 0 | |||
Income tax payable | 0 | 732,600 | |||
Franchise tax payable | 308,200 | 508,200 | |||
Accounts payable and accrued expenses | $ 17,243,500 | [1] | $ 10,167,500 | ||
|
X | ||||||||||
- Definition Carrying value as of the balance sheet date of obligations incurred and payable for franchise taxes. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). No definition available.
|
X | ||||||||||
- Definition Sum of the carrying values as of the balance sheet date of obligations incurred through that date and due within one year (or the operating cycle, if longer), including liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received, taxes, interest, rent and utilities, accrued salaries and bonuses, payroll taxes and fringe benefits. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Carrying amount as of the balance sheet date of the unpaid sum of the known and estimated amounts payable to satisfy all currently due domestic and foreign income tax obligations. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Fair value, after the effects of master netting arrangements, of a financial liability or contract with one or more underlyings, notional amount or payment provision or both, and the contract can be net settled by means outside the contract or delivery of an asset, expected to be settled within one year or normal operating cycle, if longer. Includes assets not subject to a master netting arrangement and not elected to be offset. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of expenses incurred but not yet paid classified as other, due within one year or the normal operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- References No definition available.
|
LONG-TERM DEBT (Details) |
3 Months Ended | 6 Months Ended | ||||||||
---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2025
USD ($)
$ / shares
|
Jun. 30, 2024
USD ($)
|
Jun. 30, 2025
USD ($)
Days
$ / shares
|
Jun. 30, 2024
USD ($)
|
Jul. 01, 2025
USD ($)
|
Dec. 31, 2024
USD ($)
|
|||||
Long-Term Debt [Abstract] | ||||||||||
Restricted cash | $ 1,000,000,000 | [1] | $ 1,000,000,000 | [1] | $ 0 | |||||
Carrying amount of loan | 944,294,700 | 944,294,700 | ||||||||
Current portion of long-term debt | 4,968,000 | [1] | 4,968,000 | [1] | 4,780,500 | |||||
Accreted interest expense | 4,105,100 | $ (157,800) | 4,291,900 | $ 2,659,800 | ||||||
Future payments, August 2025 | 5,000,000 | 5,000,000 | ||||||||
Future payments, August 2026 | 1,005,000,000 | 1,005,000,000 | ||||||||
Future payments, August 2027 | 500,000 | 500,000 | ||||||||
Convertible Senior Secured Notes [Member] | ||||||||||
Long-Term Debt [Abstract] | ||||||||||
Aggregate principal amount | $ 1,000,000,000 | $ 1,000,000,000 | ||||||||
Debt instrument interest rate | 0.00% | 0.00% | ||||||||
Maturity date | May 29, 2028 | |||||||||
Original issuance discount percentage | 4.00% | |||||||||
Percentage of redemption price | 100.00% | |||||||||
Debt instrument conversion price (in Dollars per share) | $ / shares | $ 28.8 | $ 28.8 | ||||||||
Beneficial conversion feature of convertible debt | $ 1,000 | |||||||||
Debt conversion, threshold percentage | 130.00% | |||||||||
Debt conversion, threshold consecutive trading days (in Days) | Days | 20 | |||||||||
Debt conversion, threshold trading days (in Days) | Days | 30 | |||||||||
Period after closing of acquisition required to maintain loan-to-collateral ratio | 45 days | |||||||||
Bitcoin collateral multiplier | 0.5263157895 | 0.5263157895 | ||||||||
Period after closing of acquisition required collateral delivery amount | 45 days | |||||||||
Restricted cash | $ 1,000,000,000 | $ 1,000,000,000 | ||||||||
Threshold maximum principal amount outstanding for release of collateral | 500,000,000 | 500,000,000 | ||||||||
Threshold maximum principal amount outstanding for release of additional collateral amount | 250,000,000 | 250,000,000 | ||||||||
Accreted interest expense | $ 3,914,700 | $ 3,914,700 | ||||||||
Effective interest rate | 4.80% | 4.80% | ||||||||
Estimated fair value of the notes | $ 1,124,246,600 | $ 1,124,246,600 | ||||||||
Term Loan [Member] | ||||||||||
Long-Term Debt [Abstract] | ||||||||||
Effective interest rate | 7.72% | 7.72% | ||||||||
Carrying amount of loan | $ 9,994,000 | $ 9,994,000 | 9,616,700 | |||||||
Current portion of long-term debt | 4,968,000 | 4,968,000 | $ 4,780,500 | |||||||
Accreted interest expense | 190,500 | 377,300 | ||||||||
Future payments, August 2025 | 5,000,000 | 5,000,000 | ||||||||
Future payments, August 2026 | 5,000,000 | 5,000,000 | ||||||||
Future payments, August 2027 | $ 500,000 | $ 500,000 | ||||||||
Subsequent Event [Member] | Convertible Senior Secured Notes [Member] | ||||||||||
Long-Term Debt [Abstract] | ||||||||||
Collateral amount | $ 1,000,000,000 | |||||||||
Maximum [Member] | Convertible Senior Secured Notes [Member] | ||||||||||
Long-Term Debt [Abstract] | ||||||||||
Loan-to-collateral ratio | 1 | 1 | ||||||||
|
X | ||||||||||
- Definition The multiplier applied to the aggregate market value of Bitcoin collateral to determine its value for purposes of the loan-to-collateral ratio, as specified in the loan agreement. No definition available.
|
X | ||||||||||
- Definition Ratio calculated as the aggregate outstanding principal balance of all Notes divided by the sum of (i) aggregate market value of Bitcoin collateral multiplied by 0.5263157895, plus (ii) aggregate value of all cash and cash equivalents collateral. No definition available.
|
X | ||||||||||
- Definition The stated percentage representing the original issuance discount on the notes. No definition available.
|
X | ||||||||||
- Definition Period after closing of a transaction by which required collateral must be delivered to the Collateral Agent, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. No definition available.
|
X | ||||||||||
- Definition The number of days following the acquisition closing date during which the entity is required to maintain a specified Loan-to-Collateral Ratio. No definition available.
|
X | ||||||||||
- Definition Threshold maximum outstanding principal amount of debt at or below which an extra portion of collateral will be released. No definition available.
|
X | ||||||||||
- Definition The maximum outstanding principal amount of debt at or below which the collateral, or a portion thereof, is released in accordance with the terms of the debt agreement or indenture. No definition available.
|
X | ||||||||||
- Definition Fair value portion of borrowing which can be exchanged for a specified number of another security at the option of the issuer or the holder, for example, but not limited to, the entity's common stock. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of assets pledged to secure a debt instrument. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of a favorable spread to a debt holder between the amount of debt being converted and the value of the securities received upon conversion. This is an embedded conversion feature of convertible debt issued that is in-the-money at the commitment date. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The price per share of the conversion feature embedded in the debt instrument. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Threshold period of specified consecutive trading days within which common stock price to conversion price of convertible debt instrument must exceed threshold percentage for specified number of trading days to trigger conversion feature. No definition available.
|
X | ||||||||||
- Definition Minimum percentage of common stock price to conversion price of convertible debt instruments to determine eligibility of conversion. No definition available.
|
X | ||||||||||
- Definition Threshold number of specified trading days that common stock price to conversion price of convertible debt instruments must exceed threshold percentage within a specified consecutive trading period to trigger conversion feature. No definition available.
|
X | ||||||||||
- Definition Face (par) amount of debt instrument at time of issuance. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Increase for accrued, but unpaid interest on the debt instrument for the period. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Effective interest rate for the funds borrowed under the debt agreement considering interest compounding and original issue discount or premium. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Contractual interest rate for funds borrowed, under the debt agreement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Date when the debt instrument is scheduled to be fully repaid, in YYYY-MM-DD format. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Percentage of principal amount of debt redeemed. No definition available.
|
X | ||||||||||
- Definition Amount of interest expense classified as operating and nonoperating. Includes, but is not limited to, cost of borrowing accounted for as interest expense. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt classified as current. Excludes lease obligation. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of long-term debt payable, sinking fund requirement, and other securities issued that are redeemable by holder at fixed or determinable price and date, maturing in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of long-term debt payable, sinking fund requirement, and other securities issued that are redeemable by holder at fixed or determinable price and date, maturing in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of long-term debt payable, sinking fund requirement, and other securities issued that are redeemable by holder at fixed or determinable price and date, maturing in remainder of current fiscal year. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of cash restricted as to withdrawal or usage, classified as current. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
LONG-TERM DEBT - Future Minimum Payments of Long-term Debt (Details) - USD ($) |
Jun. 30, 2025 |
Dec. 31, 2024 |
|||
---|---|---|---|---|---|
LONG-TERM DEBT [Abstract] | |||||
2025 (remainder of) | $ 5,000,000 | ||||
2026 | 1,005,000,000 | ||||
2027 | 500,000 | ||||
Total future minimum payments | 1,010,500,000 | ||||
Less: unamortized original issue discount and debt issuance costs | (66,205,300) | ||||
Total long-term debt | 944,294,700 | ||||
Less: current | (4,968,000) | [1] | $ (4,780,500) | ||
Long-term debt noncurrent | $ 939,326,700 | ||||
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount, before unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but is not limited to, notes payable, bonds payable, commercial loans, mortgage loans, convertible debt, subordinated debt and other types of debt. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount of unamortized debt discount (premium) and debt issuance costs. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt classified as current. Excludes lease obligation. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of long-term debt payable, sinking fund requirement, and other securities issued that are redeemable by holder at fixed or determinable price and date, maturing in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of long-term debt payable, sinking fund requirement, and other securities issued that are redeemable by holder at fixed or determinable price and date, maturing in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of long-term debt payable, sinking fund requirement, and other securities issued that are redeemable by holder at fixed or determinable price and date, maturing in remainder of current fiscal year. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt classified as noncurrent. Excludes lease obligation. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
LEASES (Details) $ in Thousands |
Jun. 30, 2025
USD ($)
|
---|---|
LEASES [Abstract] | |
Additional ROU assets and lease liabilities | $ 0 |
Weighted average incremental borrowing rate | 7.86% |
Remaining weighted average term | 3 years 2 months 1 day |
X | ||||||||||
- Definition Amount of additional right to use underlying asset and lease liabilities under operating lease. No definition available.
|
X | ||||||||||
- Definition Weighted average incremental borrowing rate for operating lease calculated at point in time.. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Weighted average remaining lease term for operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
LEASES - Operating Leases Included in Consolidated Balance Sheets (Details) - USD ($) |
Jun. 30, 2025 |
Dec. 31, 2024 |
|||
---|---|---|---|---|---|
Lease assets | |||||
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Total segment and non-segment assets | Total segment and non-segment assets | |||
Operating lease cost ROU assets, net | $ 2,968,300 | [1] | $ 3,416,100 | ||
Total lease assets | $ 2,968,300 | $ 3,416,100 | |||
Lease liabilities | |||||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Current liabilities | Current liabilities | |||
Operating lease liabilities, current | $ 880,600 | [1] | $ 1,080,800 | ||
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Total liabilities (in Dollars) | Total liabilities (in Dollars) | |||
Operating lease liabilities, non-current | $ 2,136,300 | [1] | $ 2,559,700 | ||
Total lease liabilities | $ 3,016,900 | $ 3,640,500 | |||
|
X | ||||||||||
- Definition Amount of lessee's right to use underlying under right of use asset. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Present value of lessee's discounted obligation for lease payments from operating lease. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Present value of lessee's discounted obligation for lease payments from operating lease, classified as current. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Indicates line item in statement of financial position that includes current operating lease liability. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Present value of lessee's discounted obligation for lease payments from operating lease, classified as noncurrent. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Indicates line item in statement of financial position that includes noncurrent operating lease liability. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of lessee's right to use underlying asset under operating lease. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Indicates line item in statement of financial position that includes operating lease right-of-use asset. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
LEASES - Components of Lease Costs (Details) - USD ($) |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2025 |
Jun. 30, 2024 |
Jun. 30, 2025 |
Jun. 30, 2024 |
|
LEASES [Abstract] | ||||
Operating lease costs | $ 302,500 | $ 66,200 | $ 577,400 | $ 111,600 |
Variable lease costs | 41,500 | 21,600 | 67,700 | 56,100 |
Short-term lease costs | 8,500 | 22,100 | 17,000 | 25,700 |
Total lease costs | $ 352,500 | $ 109,900 | $ 662,100 | $ 193,400 |
X | ||||||||||
- Definition Amount of lease cost recognized by lessee for lease contract. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of single lease cost, calculated by allocation of remaining cost of lease over remaining lease term. Includes, but is not limited to, single lease cost, after impairment of right-of-use asset, calculated by amortization of remaining right-of-use asset and accretion of lease liability. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount of short-term lease cost, excluding expense for lease with term of one month or less. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
X | ||||||||||
- Definition Amount of variable lease cost, excluded from lease liability, recognized when obligation for payment is incurred for finance and operating leases. Reference 1: http://www.xbrl.org/2003/role/exampleRef
|
LEASES - Future Minimum Payments under Non-cancelable Leases for Operating Leases (Details) - USD ($) |
Jun. 30, 2025 |
Dec. 31, 2024 |
---|---|---|
LEASES [Abstract] | ||
2025 | $ 569,400 | |
2026 | 1,009,600 | |
2027 | 1,005,100 | |
2028 | 770,900 | |
2029 | 87,900 | |
Total future minimum lease payments | 3,442,900 | |
Amount representing interest | (426,000) | |
Present value of net future minimum lease payments | $ 3,016,900 | $ 3,640,500 |
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount of lessee's undiscounted obligation for lease payment for operating lease. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach). Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of lessee's undiscounted obligation for lease payment for operating lease having initial or remaining lease term in excess of one year to be paid in remainder of current fiscal year. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of lessee's undiscounted obligation for lease payments in excess of discounted obligation for lease payments for operating lease. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Present value of lessee's discounted obligation for lease payments from operating lease. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
INCOME TAXES (Details) - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2025 |
Jun. 30, 2025 |
|
INCOME TAXES [Abstract] | ||
U.S. Federal statutory rate | 21.00% | |
Federal [Member] | ||
INCOME TAXES [Abstract] | ||
Net operating loss carryforwards | $ 39,582,100 | |
State [Member] | ||
INCOME TAXES [Abstract] | ||
Net operating loss carryforwards | $ 39,582,100 | |
Scenario, Plan [Member] | ||
INCOME TAXES [Abstract] | ||
Effective Income Tax Rate Reconciliation, Percent | 0.80% |
X | ||||||||||
- Definition Percentage of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Percentage of domestic federal statutory tax rate applicable to pretax income (loss). Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of operating loss carryforward, before tax effects, available to reduce future taxable income under enacted tax laws. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
RELATED PARTY TRANSACTIONS (Details) - USD ($) |
12 Months Ended | ||
---|---|---|---|
May 29, 2025 |
Dec. 31, 2022 |
Jun. 30, 2025 |
|
Sponsor [Member] | Digital World Acquisition Corp [Member] | |||
RELATED PARTY TRANSACTIONS [Abstract] | |||
Related party payables | $ 41,000 | ||
Payments to vendor | $ 470,800 | ||
Proceeds from related party | $ 41,000 | ||
Yorkville Securities, LLC [Member] | |||
RELATED PARTY TRANSACTIONS [Abstract] | |||
Related party payables | 0 | ||
Placement agent fee paid to related party | $ 71,899,400 | ||
Consideration netted against proceeds due from related party | 41,328,400 | ||
Placement agent fee paid to related party | 30,571,000 | ||
Proceeds from issuance of common stock | $ 208,671,600 | ||
Administrative Services Arrangement [Member] | Related Party [Member] | Digital World Acquisition Corp [Member] | |||
RELATED PARTY TRANSACTIONS [Abstract] | |||
Related party payables | $ 221,000 |
X | ||||||||||
- Definition The amount of placement agent fee paid in cash to Yorkville Securities for services rendered as placement agent. No definition available.
|
X | ||||||||||
- Definition Amount of purchase consideration settled by netting against proceeds receivable from Yorkville Securities. No definition available.
|
X | ||||||||||
- Definition Amount of cash outflows to a vendor for costs incurred. No definition available.
|
X | ||||||||||
- Definition The total fee paid to Yorkville Securities, LLC, acting as placement agent in connection with the company’s Equity PIPE Subscription Agreement and Convertible Senior Secured Notes Subscription Agreement. No definition available.
|
X | ||||||||||
- Definition The cash inflow from related parties where one party can exercise control or significant influence over another party; including affiliates, owners or officers and their immediate families, pension trusts, and so forth. Alternate caption: Proceeds from Advances from Affiliates. No definition available.
|
X | ||||||||||
- Definition Amount of liabilities classified as other, due within one year or the normal operating cycle, if longer. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The cash inflow from the additional capital contribution to the entity. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
LOSS PER SHARE (Details) - shares |
6 Months Ended | |
---|---|---|
Jun. 30, 2025 |
Jun. 30, 2024 |
|
Loss Per Share [Abstract] | ||
Potential common shares diluted (in Shares) | 0 | 0 |
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The sum of dilutive potential common shares or units used in the calculation of the diluted per-share or per-unit computation. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
LOSS PER SHARE - LOSS PER SHARE (Details) - shares |
6 Months Ended | |
---|---|---|
Jun. 30, 2025 |
Jun. 30, 2024 |
|
Loss Per Share [Abstract] | ||
Total common stock equivalents excluded from dilutive income/loss per share (in Shares) | 41,859,483 | 12,964,436 |
Convertible Notes [Member] | ||
Loss Per Share [Abstract] | ||
Total common stock equivalents excluded from dilutive income/loss per share (in Shares) | 28,799,996 | 0 |
Warrants [Member] | ||
Loss Per Share [Abstract] | ||
Total common stock equivalents excluded from dilutive income/loss per share (in Shares) | 11,022,594 | 12,964,436 |
RSUs [Member] | ||
Loss Per Share [Abstract] | ||
Total common stock equivalents excluded from dilutive income/loss per share (in Shares) | 2,036,893 | 0 |
X | ||||||||||
- Definition Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
STOCKHOLDERS' EQUITY (Details) - USD ($) |
6 Months Ended | |||||||
---|---|---|---|---|---|---|---|---|
May 29, 2025 |
Mar. 25, 2024 |
Jun. 30, 2025 |
Jun. 23, 2025 |
Dec. 31, 2024 |
||||
Stockholders | ||||||||
Common stock sold (in Shares) | 100,000,000 | |||||||
Common stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | [1] | $ 0.0001 | ||||
Proceeds from issuance of private placement | $ 1,395,318,300 | |||||||
Placement agent fees expenses and offering expenses | 75,727,600 | |||||||
Placement agent fee netted against share issuance proceeds | 41,328,400 | |||||||
Payments of stock issuance costs | $ 34,399,200 | |||||||
Number of shares repurchased (in Shares) | 0 | |||||||
Common Stock [Member] | ||||||||
Stockholders | ||||||||
Common stock sold (in Shares) | 55,857,181 | 100,000,000 | ||||||
Common Stock [Member] | Maximum [Member] | ||||||||
Stockholders | ||||||||
Aggregate purchase price | $ 400,000,000 | |||||||
|
X | ||||||||||
- Definition Amount of placement agent fees netted against proceeds from issuance of shares. No definition available.
|
X | ||||||||||
- Definition Amount of placement agent fees expense and offering expenses. No definition available.
|
X | ||||||||||
- References No definition available.
|
X | ||||||||||
- Definition Amount authorized for purchase of share under share repurchase plan. Includes, but is not limited to, repurchase of stock and unit of ownership. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Face amount or stated value per share of common stock. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The cash outflow for cost incurred directly with the issuance of an equity security. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition The cash inflow associated with the amount received from entity's raising of capital via private rather than public placement. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of new stock issued during the period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Number of shares that have been repurchased during the period and have not been retired and are not held in treasury. Some state laws may govern the circumstances under which an entity may acquire its own stock and prescribe the accounting treatment therefore. This element is used when state law does not recognize treasury stock. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Details
|
X | ||||||||||
- Details
|
STOCKHOLDERS' EQUITY - STOCKHOLDERS' EQUITY (Details) |
6 Months Ended |
---|---|
Jun. 30, 2025
USD ($)
$ / shares
shares
| |
STOCKHOLDERS’ EQUITY [Abstract] | |
Outstanding at beginning of period | shares | 11,045,545 |
Outstanding at beginning of period | $ / shares | $ 11.5 |
Outstanding, weighted average remaining contractual life | 4 years 3 months 21 days |
Outstanding at beginning of period | $ | $ 0 |
Granted | shares | 0 |
Granted | $ / shares | $ 0 |
Exercised | shares | (22,951) |
Exercised | $ / shares | $ 11.5 |
Expired or cancelled | shares | 0 |
Expired or cancelled | $ / shares | $ 0 |
Outstanding at end of period | shares | 11,022,594 |
Outstanding at end of period | $ / shares | $ 11.5 |
Outstanding, weighted average remaining contractual life | 3 years 9 months 25 days |
Outstanding at end of period | $ | $ 72,087,765 |
Exercisable | shares | 11,022,594 |
Exercisable | $ / shares | $ 11.5 |
Exercisable, weighted average remaining contractual life | 3 years 9 months 25 days |
Aggregate intrinsic value, exercisable | $ | $ 72,087,765 |
X | ||||||||||
- Definition Intrinsic value of exercisable award under share-based payment arrangement. Excludes share and unit options. No definition available.
|
X | ||||||||||
- Definition The number of exercisable made during the period on other than stock (or unit) option plans. No definition available.
|
X | ||||||||||
- Definition The weighted average fair value at exercisable date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans. No definition available.
|
X | ||||||||||
- Definition Weighted average remaining contractual term for equity-based awards excluding options, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. No definition available.
|
X | ||||||||||
- Definition The number of share options (or share units) exercised made during the period on other than stock (or unit) option plans. No definition available.
|
X | ||||||||||
- Definition The weighted average fair value at exercised date for nonvested equity-based awards issued during the period on other than stock. No definition available.
|
X | ||||||||||
- Definition Weighted average remaining contractual term for equity-based awards excluding options, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms References: Topic: 718 SubTopic:10 Subparagraph: (e)(1) Name: Accounting Standards Codification Paragraph: 2 Section: 50 Publisher: FASB URI: https://asc/fasb/org/1943274/2147480429/718-10-50-2 elementCreationTaxonomyVersion: 2012 No definition available.
|
X | ||||||||||
- Definition The number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Weighted average fair value as of the grant date of equity-based award plans other than stock (unit) option plans that were not exercised or put into effect as a result of the occurrence of a terminating event. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Per share or unit weighted-average fair value of nonvested award under share-based payment arrangement. Excludes share and unit options. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Weighted average remaining contractual term for equity-based awards excluding options, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
|
X | ||||||||||
- Definition Gross number of share options (or share units) granted during the period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Intrinsic value of outstanding award under share-based payment arrangement. Excludes share and unit options. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- References No definition available.
|
STOCK BASED COMPENSATION (Details) - 2024 Equity Incentive Plan [Member] |
3 Months Ended | 6 Months Ended |
---|---|---|
Jun. 30, 2025
USD ($)
|
Jun. 30, 2025
USD ($)
|
|
STOCK BASED COMPENSATION [Abstract] | ||
Percentage of common stock shares outstanding | 5.00% | |
Aggregate fair value of awards vested | $ 19,560,600 | $ 25,359,900 |
Unrecognized compensation expense | $ 66,265,000 | $ 66,265,000 |
Period for recognition of compensation cost not yet recognized | 1 year 9 months 10 days |
X | ||||||||||
- Definition Weighted-average period over which cost not yet recognized is expected to be recognized for award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Amount of cost to be recognized for option under share-based payment arrangement. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Maximum number of shares that may be issued in accordance with the plan as a proportion of outstanding capital stock. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Intrinsic value of vested award under share-based payment arrangement. Excludes share and unit options. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Details
|
STOCK BASED COMPENSATION - STOCK BASED COMPENSATION (Details) - 2024 Equity Incentive Plan [Member] |
6 Months Ended |
---|---|
Jun. 30, 2025
USD ($)
$ / shares
shares
| |
STOCK BASED COMPENSATION [Abstract] | |
Outstanding at beginning of period | shares | 1,821,015 |
Outstanding at beginning of period | $ / shares | $ 33.94 |
Outstanding at beginning of period | $ | $ 0 |
Granted: RSUs | shares | 1,330,676 |
Granted: RSUs | $ / shares | $ 31.53 |
Vested | shares | (1,069,392) |
Vested | $ / shares | $ 32.51 |
Forfeited | shares | (45,406) |
Forfeited | $ / shares | $ 30.04 |
Outstanding at end of period | shares | 2,036,893 |
Outstanding at end of period | $ / shares | $ 33.2 |
Outstanding at end of period | $ | $ 36,745,550 |
X | ||||||||||
- Definition The number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Weighted average fair value as of the grant date of equity-based award plans other than stock (unit) option plans that were not exercised or put into effect as a result of the occurrence of a terminating event. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan). Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Per share or unit weighted-average fair value of nonvested award under share-based payment arrangement. Excludes share and unit options. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The number of equity-based payment instruments, excluding stock (or unit) options, that vested during the reporting period. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition The weighted average fair value as of grant date pertaining to an equity-based award plan other than a stock (or unit) option plan for which the grantee gained the right during the reporting period, by satisfying service and performance requirements, to receive or retain shares or units, other instruments, or cash in accordance with the terms of the arrangement. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Intrinsic value of outstanding award under share-based payment arrangement. Excludes share and unit options. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Details
|
INVESTMENT INCOME - Investment Income (Details) - USD ($) |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2025 |
Jun. 30, 2024 |
Jun. 30, 2025 |
Jun. 30, 2024 |
|
INVESTMENT INCOME [Abstract] | ||||
Option premium income | $ 7,578,200 | $ 7,578,200 | ||
Realized gain on sale of trading securities | 500 | 500 | ||
Unrealized gain on trading securities | 3,616,000 | 3,616,000 | ||
Change in fair value of premium liability | (109,700) | (109,700) | ||
Investment Income | $ 11,085,000 | $ 0 | $ 11,085,000 | $ 0 |
X | ||||||||||
- Definition The amount of change in fair value of premium liability. No definition available.
|
X | ||||||||||
- Definition The amount of investment income from option premium and trading securities. No definition available.
|
X | ||||||||||
- Definition Amount of option premium income. No definition available.
|
X | ||||||||||
- Definition Amount of realized gain from sale of investment in equity security measured at fair value with change in fair value recognized in net income (FV-NI). Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
|
X | ||||||||||
- Definition Amount of unrealized gain on investment in equity security measured at fair value with change in fair value recognized in net income (FV-NI). Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
X | ||||||||||
- Definition Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
|
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands |
6 Months Ended | ||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jul. 24, 2025
USD ($)
|
Jul. 22, 2025
USD ($)
|
Jul. 14, 2025
USD ($)
|
Oct. 23, 2024
USD ($)
|
Sep. 16, 2024
shares
|
Mar. 21, 2024
Agreement
shares
|
Feb. 29, 2024 |
Feb. 27, 2024
USD ($)
|
Feb. 26, 2024 |
Jun. 30, 2025 |
Sep. 18, 2024
USD ($)
|
Jun. 20, 2024
shares
|
Jan. 18, 2024
USD ($)
|
|
ARC, Patrick Orlando, UAV, Andrew Litinsky and Wesley Moss [Member] | |||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | |||||||||||||
Conversion rate | 2 | 1.34 | 1.8 | ||||||||||
Claimed conversion rate | 1.4911% | 1.348% | 1.81% | 1.68% | |||||||||
Penalty amount (in Dollars) | $ 18,000 | ||||||||||||
Coercive sanction fee per day (in Dollars) | $ 5,000 | ||||||||||||
Number of escrow agreements (in Agreement) | Agreement | 2 | ||||||||||||
Percentage of litigation fees | 70.00% | ||||||||||||
Period of appeal to retain file | 30 days | ||||||||||||
(in Dollars) | $ 1,000,000 | ||||||||||||
Odyssey Transfer Agent [Member] | Warrant [Member] | |||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | |||||||||||||
Number of share in ownership dispute (in Shares) | shares | 25,000 | ||||||||||||
Services Agreement [Member] | |||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | |||||||||||||
Expense reimbursement claim (in Dollars) | $ 1,000 | ||||||||||||
ARC Escrow Agreement [Member] | ARC, Patrick Orlando, UAV, Andrew Litinsky and Wesley Moss [Member] | |||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | |||||||||||||
Escrow shares (in Shares) | shares | 785,825 | 3,579,480 | |||||||||||
Non-ARC Class B Shareholders Escrow Agreement [Member] | ARC, Patrick Orlando, UAV, Andrew Litinsky and Wesley Moss [Member] | |||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | |||||||||||||
Escrow shares (in Shares) | shares | 238,692 | 1,087,553 | |||||||||||
Subsequent Event [Member] | |||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | |||||||||||||
Litigation settlement recievable amount (in Dollars) | $ 22,868 | ||||||||||||
Common Class A [Member] | Odyssey Transfer Agent [Member] | |||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | |||||||||||||
Number of share in ownership dispute (in Shares) | shares | 716,140 | ||||||||||||
Maximum [Member] | Subsequent Event [Member] | ARC, Patrick Orlando, UAV, Andrew Litinsky and Wesley Moss [Member] | |||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | |||||||||||||
Loss contingency, initially sought value (in Dollars) | $ 75,000 | ||||||||||||
Percentage of amount adjusted from sought value | 10.00% | ||||||||||||
Minimum [Member] | Subsequent Event [Member] | Patrick Orlando [Member] | |||||||||||||
COMMITMENTS AND CONTINGENCIES [Abstract] | |||||||||||||
Litigation settlement payable amount (in Dollars) | $ 8,300 |
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- Definition The amount breach of fiduciary duty penalty. No definition available.
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- Definition The percentage of litigation fees. No definition available.
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- Definition Duration of appeal to retain file in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Includes, but not limited to, weeks in a year or quarter. No definition available.
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- Definition Amount of litigation expense, including but not limited to legal, forensic, accounting, and investigative fees. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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- Definition The value (monetary amount) of the award the plaintiff seeks in the legal matter. Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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SEGMENT INFORMATION (Details) |
6 Months Ended |
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Jun. 30, 2025
Segment
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SEGMENT INFORMATION [Abstract] | |
Number of operating segment | 2 |
Number of reportable segment | 2 |
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- Definition Number of operating segments. An operating segment is a component of an enterprise: (a) that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same enterprise), (b) whose operating results are regularly reviewed by the enterprise's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and (c) for which discrete financial information is available. An operating segment may engage in business activities for which it has yet to earn revenues, for example, start-up operations may be operating segments before earning revenues. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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- Definition Number of segments reported by the entity. A reportable segment is a component of an entity for which there is an accounting requirement to report separate financial information on that component in the entity's financial statements. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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- References No definition available.
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SEGMENT INFORMATION - Summary of Segment Information (Details) - USD ($) |
3 Months Ended | 6 Months Ended | |||
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Jun. 30, 2025 |
Jun. 30, 2024 |
Jun. 30, 2025 |
Jun. 30, 2024 |
Dec. 31, 2024 |
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Operating Segments [Member] | |||||
SEGMENT INFORMATION [Abstract] | |||||
Total Segment EBITDA | $ (5,359,400) | $ (5,236,200) | $ (10,480,600) | $ (8,645,600) | |
Interest income/(expense), net | 12,731,400 | 2,290,500 | 20,539,800 | (498,300) | |
Depreciation & amortization | (1,833,500) | (3,700) | (3,612,700) | (9,300) | |
Stock-based compensation | (17,744,600) | 0 | (35,596,300) | (84,588,000) | |
Income taxes | (310,300) | 0 | (310,300) | 0 | |
Change in fair value of derivative liabilities | 0 | 0 | 0 | (225,916,000) | |
Loss on extinguishment of debt | 0 | 0 | 0 | (542,300) | |
Net loss | (20,001,900) | (16,368,000) | (51,728,500) | (343,967,700) | |
Corporate & other [Member] | |||||
SEGMENT INFORMATION [Abstract] | |||||
Corporate & other | (7,485,500) | (13,418,600) | (22,268,400) | (23,768,200) | |
Cash, cash equivalents, and restricted cash | 2,334,545,900 | 2,334,545,900 | $ 160,084,000 | ||
Short-term investments | 619,298,400 | 619,298,400 | 606,547,300 | ||
Trading securities | 122,366,400 | 122,366,400 | 0 | ||
Total segment and non-segment assets | 3,076,210,700 | 3,076,210,700 | 766,631,300 | ||
Media [Member] | Operating Segments [Member] | |||||
SEGMENT INFORMATION [Abstract] | |||||
Total Segment EBITDA | (5,144,000) | (5,236,200) | (10,265,200) | (8,645,600) | |
Cash, cash equivalents, and restricted cash | 6,802,000 | 6,802,000 | 10,152,100 | ||
Short-term investments | 0 | 0 | 0 | ||
Trading securities | 0 | 0 | 0 | ||
Total segment and non-segment assets | 6,802,000 | 6,802,000 | 10,152,100 | ||
Truth.Fi [Member] | Operating Segments [Member] | |||||
SEGMENT INFORMATION [Abstract] | |||||
Total Segment EBITDA | (215,400) | $ 0 | (215,400) | $ 0 | |
Cash, cash equivalents, and restricted cash | 2,553,800 | 2,553,800 | 0 | ||
Short-term investments | 0 | 0 | 0 | ||
Trading securities | 0 | 0 | $ 0 | ||
Total segment and non-segment assets | $ 2,553,800 | $ 2,553,800 |
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- Definition Amount of income (loss) from continuing operations earnings before interest, taxes, depreciation, and amortization. No definition available.
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- Definition Amount of cash and cash equivalent, and cash and cash equivalent restricted to withdrawal or usage; attributable to continuing operation. Cash includes, but is not limited to, currency on hand, demand deposit with financial institution, and account with general characteristic of demand deposit. Cash equivalent includes, but is not limited to, short-term, highly liquid investment that is both readily convertible to known amount of cash and so near maturity that it presents insignificant risk of change in value because of change in interest rate. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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- Definition Total costs of sales and operating expenses for the period. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Amount of realized and unrealized gain (loss) of derivative instruments not designated or qualifying as hedging instruments. Reference 1: http://www.xbrl.org/2003/role/exampleRef
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- Definition Difference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity. Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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- Definition Amount of investment in debt security measured at fair value with change in fair value recognized in net income (trading). Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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SUBSEQUENT EVENTS (Details) - Subsequent Event [Member] - USD ($) |
Jul. 14, 2025 |
Jul. 21, 2025 |
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SUBSEQUENT EVENTS [Abstract] | ||
Bitcoin and bitcoin-related securities fair value | $ 2,000 | |
Common Stock [Member] | ||
SUBSEQUENT EVENTS [Abstract] | ||
Number of repurchased shares (in Shares) | 242,800 | |
Aggregate purchase price | $ 4,410,400 |
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- Definition Fair value of crypto asset. Excludes crypto asset held for platform user. Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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