HOFVW Hall of Fame Resort and Entertainment Company

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): May 13, 2024

 

HALL OF FAME RESORT & ENTERTAINMENT COMPANY

(Exact name of registrant as specified in its charter)

 

Delaware		001-38363		84-3235695
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

2014 Champions Gateway

Canton, OH 44708

(Address of principal executive offices, including zip code)

 

Registrant’s telephone number, including area code: (330) 458-9176

 

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.0001 par value per share		HOFV		Nasdaq Capital Market
Warrants to purchase 0.064578 shares of Common Stock		HOFVW		Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 2.02 Results of Operations and Financial Condition.

 

On May 13, 2024, Hall of Fame Resort & Entertainment Company (the “Company”) issued a press release relating to its results for the quarter ended March 31, 2024. A copy of the press release is furnished herewith as Exhibit 99.1. A slide presentation, which includes supplemental information relating to the Company’s first quarter results, is furnished herewith as Exhibit 99.2. 

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.		Document
99.1		Press Release dated May 13, 2024
99.2		Slide Presentation
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	HALL OF FAME RESORT & ENTERTAINMENT COMPANY
	By:	/s/ Michael Crawford
		Name:	Michael Crawford
		Title:	President and Chief Executive Officer
Dated: May 14, 2024

 

 

Exhibit 99.1

 

 

 

Hall of Fame Resort & Entertainment Company Announces First Quarter 2024 Results

 

FOR IMMEDIATE RELEASE

 

CANTON, Ohio (May 13, 2024) – Hall of Fame Resort & Entertainment Company (NASDAQ: HOFV, HOFVW) (the “Company”), the only resort, entertainment and media company centered around the power of professional football, announced its first quarter 2024 results for the period ended March 31, 2024.

 

“The first quarter reflects our stated commitment to flatten seasonality and grow our business. Within the Village, the team has done a great job in diversifying the types and timing of events we host, adding new tenant experiences, and focusing on the necessary capital sources to continue with the development of our Gameday Bay Waterpark and Hilton Tapestry Hotel. Our Media vertical continues to create new content development, which has allowed us to have more shows in distribution on multiple platforms this year compared to the prior year”. Crawford went on to say, “while we continue to build the necessary infrastructure to support revenue growth, we remain focused on maximizing every dollar spent. The results for the first quarter highlight a significant step towards strengthening expense management processes, which will allow the company to reach stabilization quicker.  While the macro-environment remains uncertain, the Company continues to focus on investing to create unique experiences for our guests to enjoy and drive positive results for our shareholders”.

 

Key Financial Highlights

 

●

First quarter revenue was $4.2 million, an increase of 34% compared to the same period in the prior year, primarily driven by continued operationalization of Hall of Fame Village through event and rental revenue.

 

●

First quarter net loss attributable to shareholders was $14.9 million, compared to a net loss of $19.6 million in the same period in the prior year, primarily driven by decreased operating expenses and partially offset by increased interest expense.

 

●

First quarter adjusted EBITDA was a loss of $2.9 million, compared to a loss of $10.9 million in the same period in the prior year. The change was driven by decreased operating expenses including compensation-related expenses and third-party services in conjunction with the prior year period including several non-recurring items. See page 6 for a reconciliation of net loss to EBITDA and adjusted EBITDA.

 

●

The Company finished its fiscal quarter with a cash balance of $6.9 million, including $4.2 million in restricted cash, compared to $11.8 million, including $8.6 million in restricted cash, as of December 31, 2023.

 

Key Business Highlights

 

●

Hall of Fame Village hosted many large events including events in the Center for Performance ranging from the ForeverLawn Faith Leadership Event with headline speakers Craig Groeschel and Tim Tebow, conventions and trade shows, and sporting leagues and cheerleading events. The variety and type of events and subsequent increased attendance has allowed us to benefit from our synergistic revenue model.

 

●

Opened several new tenants within Hall of Fame Village with Driven Elite Fitness facility located within the Constellation Center for Excellence and Driven Elite Performance situated in the Center for Performance along with Heggy’s Nut Shop, a beloved brand renowned throughout Stark County for its premier-quality snacks.

 

●

The Company finalized an audit of campus wide operating systems with plans to implement this year, which will enhance revenue maximization, improve operational efficiencies, all with a focus on creating a world class visitor experience.

 

 

●

The Company has accelerated its expense management processes, which have saved hundreds of thousands of dollars annually to date. The continued investments in the processes will allow for the Company to reach stabilization more quickly.

 

●

Hall of Fame Village has announced numerous large events and has curated an exciting full year calendar of entertainment and engagement options. These events range from eight-time Grammy Award winner Carrie Underwood performing at the Concert for Legends in August during the annual weeklong Enshrinement Festival to Bert Kreischer’s Fully Loaded Comedy Festival in June and GridIron Gateway Gaming Tournament in July. Tom Benson Hall of Fame Stadium will also be the home for the Opendorse Bowl Series featuring four Division III conferences this winter.

 

Conference Call

 

The Company will host a conference call and webcast Tuesday, May 14, 2024, beginning at 8:30 a.m. ET, to provide commentary on the business. Investors and all other interested parties can access the live webcast and replay at the Company’s website: https://ir.hofreco.com.

 

###

 

About Hall of Fame Resort & Entertainment Company

 

Hall of Fame Resort & Entertainment Company (NASDAQ: HOFV, HOFVW) is a resort and entertainment company leveraging the power and popularity of professional football and its legendary players in partnership with the Pro Football Hall of Fame. Headquartered in Canton, Ohio, the Hall of Fame Resort & Entertainment Company is the owner of the Hall of Fame Village a multi-use sports, entertainment and media destination centered around the Pro Football Hall of Fame’s campus. Additional information on the Company can be found at www.HOFREco.com

  

Forward-Looking Statements

 

Certain statements made herein are “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words and phrases such as “plan,” “opportunity,” “future,” “will,” “goal,” “enable,” “pipeline,” “transition,” “move forward,” “towards,” “build out,” “coming” , “commitment” and “look forward” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements are not guarantees of future performance, conditions, or results, and involve a number of known and unknown risks, uncertainties, assumptions, and other important factors, many of which are outside the Company’s control, which could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors that may affect actual results or outcomes include, among others, the Company’s ability to manage growth; the Company’s ability to execute its business plan and meet its projections, including obtaining financing to construct planned facilities and for working capital; litigation involving the Company; changes in applicable laws or regulations; general economic and market conditions impacting demand for the Company’s products and services, and in particular economic and market conditions in the resort and entertainment industry; increased inflation; the inability to maintain the listing of the Company’s shares on Nasdaq; and those risks and uncertainties discussed from time to time in our reports and other public filings with the SEC. The Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 

 

HALL OF FAME RESORT & ENTERTAINMENT COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

 

		For the Three Months Ended March 31,
		2024				2023
Revenues
Sponsorships, net of activation costs		$	859,731			$	673,475
Event, rents, restaurant, and other revenues			2,054,877				908,312
Hotel revenues			1,276,707				1,538,646
Total revenues			4,191,315				3,120,433
Operating expenses
Operating expenses			6,150,364				12,528,716
Hotel operating expenses			974,432				1,459,203
Impairment expense			-				1,145,000
Depreciation expense			4,158,750				2,553,360
Total operating expenses			11,283,546				17,686,279
Loss from operations			(7,092,231	)			(14,565,846	)
Other income (expense)
Interest expense, net			(6,521,534	)			(3,632,637	)
Amortization of discount on note payable			(955,322	)			(855,891	)
Change in fair value of warrant liability			49,000				(238,000	)
Change in fair value of interest rate swap			-				(100,000	)
Loss on sale of asset			(140,041	)			-
Income from equity method investments			29,952				-
Total other expense			(7,537,945	)			(4,826,528	)
Net loss		$	(14,630,176	)		$	(19,392,374	)
Preferred stock dividends			(266,000	)			(266,000	)
Loss attributable to non-controlling interest			8,588				48,577
Net loss attributable to HOFRE stockholders		$	(14,887,588	)		$	(19,609,797	)
Net loss per share, basic and diluted		$	(2.30	)		$	(3.48	)
Weighted average shares outstanding, basic and diluted			6,486,044				5,629,086

 

 

HALL OF FAME RESORT & ENTERTAINMENT COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

 

		For the Three Months Ended March 31,
		2024				2023
Cash Flows From Operating Activities
Net loss		$	(14,630,176	)		$	(19,392,374	)
Adjustments to reconcile net loss to cash flows used in operating activities
Depreciation expense			4,158,750				2,553,360
Amortization of note discount and deferred financing costs			955,322				855,891
Amortization of financing liability			1,798,295				1,681,073
Impairment of film costs			-				1,145,000
Interest income on investments held to maturity			-				(273,523	)
Income from equity method investments			(29,952	)			-
Interest paid in kind			2,905,941				1,127,491
Loss on sale of asset			140,041				-
Change in fair value of interest rate swap			-				100,000
Change in fair value of warrant liability			(49,000	)			238,000
Stock-based compensation expense			96,469				651,034
Non-cash operating lease expense			124,429				128,143
Changes in operating assets and liabilities:
Accounts receivable			(189,474	)			(888,740	)
Prepaid expenses and other assets			(3,106,777	)			(1,588,240	)
Accounts payable and accrued expenses			977,566				(875,060	)
Operating leases			(76,608	)			(78,508	)
Due to affiliate			1,432,932				(110,903	)
Other liabilities			3,015,367				3,184,424
Net cash used in operating activities			(2,476,875	)			(11,542,932	)
Cash Flows From Investing Activities
Investments in securities held to maturity			-				(30,021,129	)
Proceeds from securities held to maturity			-				15,021,129
Proceeds from sale of assets			8,126,634				-
Additions to project development costs and property and equipment			(11,094,441	)			(9,679,007	)
Net cash used in investing activities			(2,967,807	)			(24,679,007	)
Cash Flows From Financing Activities
Proceeds from notes payable			8,722,258				20,500,000
Repayments of notes payable			(10,962,096	)			(312,431	)
Payment of financing costs			-				(1,537,342	)
Payment on financing liability			(747,396	)			(1,093,750	)
Proceeds from financing liabilities			3,500,000				-
Payment of Series B dividends			-				(150,000	)
Proceeds from sale of common stock under ATM			-				-
Net cash provided by financing activities			512,766				17,406,477
Net decrease in cash and restricted cash			(4,931,916	)			(18,815,462	)
Cash and restricted cash, beginning of year			11,816,083				33,516,382
Cash and restricted cash, end of period		$	6,884,167			$	14,700,920
Cash		$	2,713,210			$	7,395,025
Restricted Cash			4,170,957				7,305,895
Total cash and restricted cash		$	6,884,167			$	14,700,920

 

 

HALL OF FAME RESORT & ENTERTAINMENT COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

		As of
		March 31, 2024				December 31, 2023
		(unaudited)
Assets
Cash		$	2,713,210			$	3,243,353
Restricted cash			4,170,957				8,572,730
Equity method investments			2,476,397				-
Investments available for sale			2,000,000				2,000,000
Accounts receivable, net			1,268,174				1,108,460
Prepaid expenses and other assets			8,109,121				3,514,135
Property and equipment, net			341,626,103				344,378,835
Property and equipment held for sale			-				12,325,227
Right-of-use lease assets			7,274,397				7,387,693
Project development costs			69,932,439				59,366,200
Total assets		$	439,570,798			$	441,896,633
Liabilities and stockholders' equity
Liabilities
Notes payable, net		$	221,653,857			$	219,532,941
Accounts payable and accrued expenses			23,363,469				21,825,540
Due to affiliate			2,726,806				1,293,874
Warrant liability			176,000				225,000
Financing liability			65,867,451				62,982,552
Operating lease liability			3,321,009				3,440,630
Other liabilities			8,858,499				5,858,682
Total liabilities			325,967,091				315,159,219
Stockholders' equity
Undesignated preferred stock, $0.0001 par value; 4,917,000 shares authorized; no shares issued or outstanding at March 31, 2024 and December 31, 2023			-				-
Series B convertible preferred stock, $0.0001 par value; 15,200 shares designated; 200 shares issued and outstanding at March 31, 2024 and December 31, 2023; liquidation preference of $222,011 as of March 31, 2024			-				-
Series C convertible preferred stock, $0.0001 par value; 15,000 shares designated; 15,000 shares issued and outstanding at March 31, 2024 and December 31, 2023; liquidation preference of $15,707,500 as of March 31, 2024			2				2
Common stock, $0.0001 par value; 300,000,000 shares authorized; 6,502,437 and 6,437,020 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively			650				643
Additional paid-in capital			346,097,951				344,335,489
Accumulated deficit			(231,531,470	)			(216,643,882	)
Total equity attributable to HOFRE			114,567,133				127,692,252
Non-controlling interest			(963,426	)			(954,838	)
Total equity			113,603,707				126,737,414
Total liabilities and stockholders' equity		$	439,570,798			$	441,896,633

 

 

Non-GAAP Financial Measures

 

The Company reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP”) and corresponding metrics as non-GAAP financial measures. The press release includes references to the following non-GAAP financial measures: EBITDA and adjusted EBITDA. These are important financial measures used in the management of the business, including decisions concerning the allocation of resources and assessment of performance. Management believes that reporting these non-GAAP financial measures is useful to investors as these measures are representative of the company’s performance and provide improved comparability of results. See the table below for the definitions of the non-GAAP financial measures referred to above and corresponding reconciliations of these non-GAAP financial measures to the most comparable GAAP financial measures. Non-GAAP financial measures should be viewed as additions to, and not as alternatives for the Company’s results prepared in accordance with GAAP. In addition, the non-GAAP measures the Company uses may differ from non-GAAP measures used by other companies, and other companies may not define the non-GAAP measures the company uses in the same way.

 

		For the Three Months Ended March 31,
		2024				2023
Adjusted EBITDA Reconciliation
Net loss attributable to HOFRE stockholders		$	(14,887,588	)		$	(19,609,797	)
(Benefit from) provision for income taxes			-				-
Interest expense, net			6,521,534				3,632,637
Depreciation expense			4,158,750				2,553,360
Amortization of discount on note payable			955,322				855,891
EBITDA			(3,251,982	)			(12,567,909	)
Impairment expense			-				1,145,000
Change in fair value of warrant liability			(49,000	)			238,000
Change in fair value of interest rate swap			-				100,000
Loss on sale of asset			140,041				-
Income from equity method investments			(29,952	)			-
Preferred stock dividends			266,000				266,000
Loss attributable to non-controlling interest			(8,588	)			(48,577	)
Adjusted EBITDA		$	(2,933,481	)		$	(10,867,486	)

 

Media/Investor Contacts:

 

Media Inquiries: public.relations@hofreco.com

Investor Inquiries: investor.relations@hofreco.com

 

Exhibit 99.2

 

First Quarter Fiscal 2024 Earnings Supplementary Information May 2024

Who We Are W H A T W E D O As a world - class resort and sports entertainment company, we do what no other company can through our unique brand partnerships and direct access to exclusive content. By doing this, we create exceptional experiences across multiple platforms that honor the past and inspire the future. With this unwavering purpose, we strive to maximize shareholder value and pursue excellence. Honor the Past, Inspire the Future 2

What We Are A M U L T I - D I M E N S I O N A L S P O R T S & E N T E R T A I N M E N T C O M P A N Y Fantasy Sports eGaming Sports Betting THEMED, EXPERIENTIAL DESTINATION ASSETS Themed Attractions Hospitality Live Entertainment MEDIA Original Content High - Profile Partnerships Sponsorships GAMING 3 3

Present & Future Revenue Streams Destination - Based/Physical Assets Offsite & Non - Physical Assets Synergistic Revenue Enhancement C R E A T I N G A M U L T I - D I M E N S I O N A L E N T E R T A I N M E N T & M E D I A C O M P A N Y Stadium Waterpark Hotels Play - Action Plaza & Retail ForeverLawn Sports Complex Centers for Excellence & Performance Sports Betting & Fantasy Sports Sponsorships & Media 4

Financial Results K E Y F I N A N C I A L R E S U L T S Q1 FY23 Q1 FY24 ($ in millions, except per share data) $3.1 $4.2 Revenue ($14.6) ($7.1) Loss from Operations ($10.9) ($2.9) Adjusted EBITDA* ($19.6) ($14.9) Net (loss) income attributable to HOFRE shareholders ($3.48) ($2.30) Net (loss) income per share, basic and diluted *See page 9 for EBITDA and Adjusted EBITDA reconciliation. See page 8 for a statement regarding use of non - GAAP financial measures. These supplemental slides highlight certain information in the Company’s earnings release for the quarter ended March 31, 2024 and should be read together with such earnings release. 5

Financial Growth R E V E N U E G R O W T H A N D C O N T I N U E D O P E R A T I N G E F F I C I E N C I E S 6 Note: Figures in Dollars and Millions FY2022 Actual Revenue $16.0M Adjusted EBITDA $(26.0M) REVENUE GROWTH FROM INCREASED PROGRAMMING AND SYNERGIES EXPECT IMPROVED EBITDA FROM IMPROVED OPERATIONAL EFFICIENCIES FY2024 Guidance Revenue $24M - $27M Adjusted EBITDA Loss in Mid - Teens FY2023 Actual Revenue $24.1M Adjusted EBITDA $(25.5M)

Forward - Looking Statements Certain statements made herein are “forward - looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 . Forward - looking statements may be identified by the use of words and phrases such as “plan,” “opportunity,” “future,” “will,” “goal,” “enable,” “pipeline,” “transition,” “move forward,” “towards,” “build out,” “coming” and “look forward” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters . These forward - looking statements are not guarantees of future performance, conditions, or results, and involve a number of known and unknown risks, uncertainties, assumptions, and other important factors, many of which are outside the Company’s control, which could cause actual results or outcomes to differ materially from those discussed in the forward - looking statements . Important factors that may affect actual results or outcomes include, among others, the Company’s ability to manage growth ; the Company’s ability to execute its business plan and meet its projections, including obtaining financing to construct planned facilities and for working capital ; litigation involving the Company ; changes in applicable laws or regulations ; general economic and market conditions impacting demand for the Company’s products and services, and in particular economic and market conditions in the resort and entertainment industry ; increased inflation ; the inability to maintain the listing of the Company’s shares on Nasdaq ; and those risks and uncertainties discussed from time to time in our reports and other public filings with the SEC . The Company does not undertake any obligation to update or revise any forward - looking statements, whether as a result of new information, future events or otherwise, except as required by law . 7

Statement Regarding Use of Non - GAAP Financial Measures Hall of Fame Resort and Entertainment Company (“HOFV”) reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP”) . The presentation includes references to the following non - GAAP financial measures : EBITDA and adjusted EBITDA . These are important financial measures used in the management of the business, including decisions concerning the allocation of resources and assessment of performance . Management believes that reporting these non - GAAP financial measures is useful to investors as these measures are representative of the Company’s performance and provide improved comparability of results . See the table below for the definitions of the non - GAAP financial measures referred to above and corresponding reconciliations of these non - GAAP financial measures to the most comparable GAAP financial measures . Non - GAAP financial measures should be viewed as additions to, and not as alternatives for the Company’s results prepared in accordance with GAAP . In addition, the non - GAAP measures the Company uses may differ from non - GAAP measures used by other companies, and other companies may not define the non - GAAP measures the Company uses in the same way . 8 Additional Information The following trademarks and corresponding logos are the trademarks of their respective owners: Pro Football Hall of Fame, National Football League (“NFL”), The Zac Brown Band, Joe Thomas, Cleveland Browns, New York Jets, betr, John Brenkus, Next Man Up: Inside the NFL Alumni Academy, Driven Elite, Donald Driver, and Don Shula’s American Kitchen.

Non - GAAP Reconciliation Note: Amounts may not add due to rounding 9 3 Months Ended March 31, 2023 3 Months Ended March 31, 2024 Adjusted EBITDA reconciliation ($ in millions) ($19.6) ($14.9) Net loss income attributable to HOFRE stockholders - - (Benefit from) provision for income taxes 3.6 6.5 Interest expense, net 2.6 4.2 Depreciation expense 0.9 1.0 Amortization of discount on note payable ($12.6) ($3.3) EBITDA 1.1 - Impairment expense 0.2 (0.0) Change in fair value of warrant liability 0.1 - Change in fair value of interest rate swap - 0.1 Loss on sale of asset - (0.0) Income from equity method investments 0.3 0.3 Preferred stock dividends 0.1 (0.0) Loss attributable to non - controlling interest ($10.9) ($2.9) Adjusted EBITDA

Inspiring unique and exhilarating sports and entertainment experiences that maximize growth and fan engagement. We create exceptional sports - inspired destination, media, and gaming experiences that uniquely leverage brand partnerships and direct access to exclusive content. V I S I O N M I S S I O N V A L U E S With our connection to sport, we exemplify these values: Inspiration, Teamwork, Respect, Integrity, Excellence 10

For more information, please contact: Investor Relations (330)458 - 9176 Investor.Relations@hofreco.com 2014 Champions Gateway Canton, OH 44718 https://ir.hofreco.com

v3.24.1.1.u2

Cover	May 13, 2024
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 13, 2024
Entity File Number	001-38363
Entity Registrant Name	HALL OF FAME RESORT & ENTERTAINMENT COMPANY
Entity Central Index Key	0001708176
Entity Tax Identification Number	84-3235695
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	2014 Champions Gateway
Entity Address, City or Town	Canton
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	44708
City Area Code	330
Local Phone Number	458-9176
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock, $0.0001 par value per share
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	HOFV
Security Exchange Name	NASDAQ
Warrants to purchase 0.064578 shares of Common Stock
Title of 12(b) Security	Warrants to purchase 0.064578 shares of Common Stock
Trading Symbol	HOFVW
Security Exchange Name	NASDAQ

---