GPAQ Gordon Pointe Acquisition Corporation

 

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 14, 2021

 

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.)

 

2626 Fulton Drive NW

Canton, OH 44718

(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 1.421333 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 14, 2021, Hall of Fame Resort & Entertainment Company (the “Company”) issued a press release relating to its results for the quarter ended March 31, 2021. 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 2021 earnings, 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 14, 2021
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, 2021

 

 

2

Exhibit 99.1

 

 

 

Hall of Fame Resort & Entertainment Company Announces First Quarter 2021 Results

 

CANTON, Ohio – May 14, 2021 – Hall of Fame Resort & Entertainment Company (NASDAQ: HOFV, HOFVW), the only resort, entertainment and media company centered around the power of professional football, announced its first quarter fiscal 2021 results for the period ended March 31, 2021.

 

“We are pleased with all of the progress made during the first quarter. The team continues to execute at a high level, moving the ball down the field,” shared President and CEO Michael Crawford. “We announced several new media partnerships to create two documentaries: “INSPIRE: Heroes of Change”, in partnership with Tupelo Honey and “The Perfect Ten”, the story of the 10 athletes who are the only players to win both the Heisman trophy and be enshrined into the Pro Football Hall of Fame (also known as “H2H”) in partnership with Elite Team Holdings, LLC. Also, this quarter, the Company partnered with leading marketing and PR agency Dolphin Entertainment to enter into the exciting world of non-fungible tokens (“NFTs”). Our first NFTs will showcase several of the amazing H2H Legends in a way that we believe has not been developed to date. These NFTs demonstrate our ability to provide a new medium of engagement with football fans through our direct access to one-of-a-kind content.” Crawford continued, “We were also able to move forward on the construction front within Hall of Fame Village powered by Johnson Controls. We have developed the east endzone of Tom Benson Hall of Fame Stadium which will now house a state of the art “fan-zone”, providing tremendous engagement and entertainment opportunities, complete with a jumbotron scoreboard as well as have made remarkable progress within the Constellation Center of Excellence. Lastly, we were excited to launch the Hall of Fantasy League (“HOFL”), our “first of its kind” fantasy football league. The HOFL allows fans to participate in new and unique ways within the world of fantasy football. Over the last quarter we made “staking” available through our relationship with StakeKings as well as the opportunity to purchase team logo merchandise online. We look forward to the first HOFL season which will run parallel to that of the NFL.”

 

Key Financial Highlights

●

First quarter revenue was $1.9 million, which is comparable to the prior year, as hotel revenue mostly offset lower rent and events revenues.

●

First quarter net loss of $126.1 million. This was primarily due to $116.4 million expense related to a change in fair value of warrant liability, a result of the April 12, 2021 Securities and Exchange Commission staff statement affecting the accounting treatment for certain warrants.

●

First quarter adjusted EBITDA was a loss of $5.1 million, which is comparable to the prior year. See page 6 for reconciliation of net loss attributable to Hall of Fame Resort & Entertainment Company stockholders to adjusted EBITDA.

●

The Company had a cash balance, including restricted cash, of $68.6 million as of March 31, 2021, compared to $40.1 million as of December 31, 2020. The increased cash balance was driven by proceeds from an equity raise and exercise of warrants in the first quarter.

 

First Quarter Business Highlights

●

Formed a media partnership with Tupelo Honey, one of the nation’s largest independent production companies, to work on producing INSPIRED: Heroes of Change, an unscripted series featuring professional football figures who are using their platforms to improve their communities.

●

Announced the development of the H2H documentary with Elite Team Holdings, LLC that will be produced in partnership with NFL Films. The documentary will highlight the careers of the ten men that have won the Heisman Trophy and also have been enshrined into the Pro Football Hall of Fame.

●

Announced that the Highway 77 Music Festival will take place at the Hall of Fame Village powered by Johnson Controls, on Sunday, September 12, 2021.

●

Signed a multi-year partnership with the Women’s Football Alliance to host its four division championships at the Tom Benson Hall of Fame Stadium beginning this year.

●

Closed on the sale of 14.1 million shares of common stock in an underwritten public offering, which includes the full exercise of the underwriters’ over-allotment option, for gross proceeds of approximately $34.5 million.

 

 

●

Signed a partnership with Dolphin Entertainment to create NFTs with the first tokens connected to the H2H platform.

●

Launched HOFL with the unveiling of 10 cities, team names and logos.

●

Launched “staking” of the 10 HOFL teams as well as the ability to purchase team logo merchandise online.

 

Subsequent To Quarter End Highlights

●

Announced multi-year partnership deal with American Standard and extended an agreement with PepsiCo Beverages North America.

●

Announced the launch of the first NFTs for the H2H Legend Series on May 17th, beginning with Heisman Trophy winner and Pro Football Hall of Fame enshrinee Tim Brown.

 

Conference Call

The Company will host a conference call and webcast Monday, May 17, 2021, beginning at 8:30 a.m. ET, to provide commentary on the business. Speaking on the call will be Michael Crawford, President and Chief Executive Officer, and Jason Krom, Chief Financial Officer.

 

Investors and all other interested parties can access the live webcast and replay at the Company’s website: 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 powered by Johnson Controls, 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 “opportunity,” “future,” “will,” “goal,” 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, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, that may affect actual results or outcomes include the inability to recognize the anticipated benefits of the business combination; costs related to the business combination; the inability to obtain or maintain the listing of the Company’s shares on Nasdaq; the Company’s ability to manage growth; the Company’s ability to execute its business plan and meet its projections; potential 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; the potential adverse effects of the ongoing global coronavirus (COVID-19) pandemic on capital markets, general economic conditions, unemployment and the Company’s liquidity, operations and personnel, as well as 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.

 

Media/Investor Contacts:

For Hall of Fame Resort & Entertainment Company

Media Inquiries: public.relations@hofreco.com

Investor Inquiries: investor.relations@hofreco.com

 

 

HALL OF FAME RESORT & ENTERTAINMENT COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

 

		For the Three Months Ended March 31,
		2021				2020
Revenues
Sponsorships, net of activation costs		$	1,475,436			$	1,660,928
Rents and cost recoveries			41,883				274,780
Event revenues			1,662				27,833
Hotel revenues			396,338				-
Total revenues		$	1,915,319			$	1,963,541
Operating expenses
Property operating expenses			6,008,999				6,683,986
Hotel operating expenses			766,165				-
Commission expense			166,667				450,854
Depreciation expense			2,920,937				2,722,120
Total operating expenses		$	9,862,768			$	9,856,960
Loss from operations			(7,947,449	)			(7,893,419	)
Other expense
Interest expense			(955,308	)			(2,010,010	)
Amortization of discount on note payable			(1,234,114	)			(3,234,413	)
Change in fair value of warrant liability			(116,351,000	)			-
Gain on forgiveness of debt			390,400				-
Total other expense		$	(118,150,022	)		$	(5,244,423	)
Net loss		$	(126,097,471	)		$	(13,137,842	)
Non-controlling interest			(49,711	)			-
Net loss attributable to HOFRE stockholders		$	(126,147,182	)		$	(13,137,842	)
Net loss per share - basic and diluted		$	(1.67	)		$	(2.42	)
Weighted average shares outstanding, basic and diluted			75,350,163				5,436,000

 

 

HALL OF FAME RESORT & ENTERTAINMENT COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

		As of:
		March 31, 2021				December 31, 2020
		(unaudited)
Assets
Cash		$	50,320,435			$	7,145,661
Restricted cash			18,228,113				32,907,800
Accounts receivable, net			956,778				1,545,089
Prepaid expenses and other assets			11,874,628				6,920,851
Property and equipment, net			153,447,521				154,355,763
Project development costs			116,017,357				107,969,139
Total assets		$	350,844,832			$	310,844,303
Liabilities and stockholders’ equity
Liabilities
Notes payable, net		$	102,431,787			$	98,899,367
Accounts payable and accrued expenses			11,387,699				20,538,190
Due to affiliate			1,922,868				1,723,556
Warrant liability			84,298,000				19,112,000
Other liabilities			5,114,112				5,489,469
Total liabilities			205,154,466				145,762,582
Commitments and contingencies (Note 7 and 8)
Stockholders’ equity
Undesignated preferred stock, $0.0001 par value; 4,947,200 shares authorized; no shares issued or outstanding at March 31, 2021 and December 31, 2020			-				-
Common stock, $0.0001 par value; 300,000,000 shares authorized; 94,178,308 and 64,091,266 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively			9,419				6,410
Additional paid-in capital			278,815,795				172,112,688
Accumulated deficit			(132,988,053	)			(6,840,871	)
Total equity attributable to HOFRE			145,837,161				165,278,227
Non-controlling interest			(146,795	)			(196,506	)
Total equity			145,690,366				165,081,721
Total liabilities and stockholders’ equity		$	350,844,832			$	310,844,303

 

 

HALL OF FAME RESORT & ENTERTAINMENT COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

 

		For the Three Months Ended March 31,
		2021				2020
Cash Flows From Operating Activities
Net loss		$	(126,097,471	)		$	(13,137,842	)
Adjustments to reconcile net loss to cash flows used in operating activities
Depreciation expense			2,920,937				2,722,120
Amortization of note discounts			1,234,114				3,234,413
Prepaid rent			-				(1,463,093	)
Interest paid in kind			550,949				552,903
Gain on forgiveness of debt			(390,400	)			-
Change in fair value of warrant liability			116,351,000				-
Stock-based compensation expense			1,386,543				-
Changes in operating assets and liabilities:
Accounts receivable			588,311				239,783
Prepaid expenses and other assets			(4,953,777	)			(4,670	)
Accounts payable and accrued expenses			(2,554,866	)			(275,749	)
Due to affiliates			199,312				2,294,821
Other liabilities			(375,357	)			1,367,740
Net cash used in operating activities			(11,140,705	)			(4,469,574	)
Cash Flows From Investing Activities
Additions to project development costs and property equipment			(16,826,627	)			(7,164,875	)
Net cash used in investing activities			(16,826,627	)			(7,164,875	)
Cash Flows From Financing Activities
Proceeds from notes payable			5,100,000				19,109,624
Repayments of notes payable			(2,777,154	)			(1,825,630	)
Payment of financing costs			(15,000	)			(134,243	)
Proceeds from equity raises			31,746,996				-
Amounts due from exercise of warrants from transfer agent			3,450,015				-
Proceeds from exercise of warrants			18,957,562				-
Net cash provided by financing activities			56,462,419				17,149,751
Net increase in cash and restricted cash			28,495,087				5,515,302
Cash and restricted cash, beginning of year			40,053,461				8,614,592
Cash and restricted cash, end of year		$	68,548,548			$	14,129,894
Cash		$	50,320,435			$	911,015
Restricted Cash			18,228,113				13,218,879
Total cash and restricted cash		$	68,548,548			$	14,129,894

 

 

Non-GAAP Financial Measures

 

The Company reports its financial results in accordance with accounting principals generally accepted in the United States (“GAAP”) and corresponding metrics as non-GAAP financial measures. 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 improve 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 HOFV’s results prepared in accordance with GAAP. In additional, the non-GAAP measures HOFV 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,
		2021				2020
Adjusted EBITDA Reconcilliation
Net loss attributable to HOFRE stockholders		$	(126,147,182	)		$	(13,137,842	)
(Benefit from) provision for income taxes			-				-
Interest expense			955,308				2,010,010
Depreciation expense			2,920,937				2,722,120
Amortization of note discounts			1,234,114				3,234,413
EBITDA			(121,036,823	)			(5,171,299	)
Gain on forgiveness of debt			(390,400	)			-
Change in fair value of warrant liability			116,351,000				-
Adjusted EBITDA		$	(5,076,223	)		$	(5,171,299	)

 

 

 

Exhibit 99.2

 

First Quarter Fiscal 2021 Earnings Supplementary Information May 14, 2021

We are a multi - dimensional sports & entertainment company , poised to produce substantial growth. + + Themed, Experiential Destination Assets Themed Attractions Hospitality Live Entertainment Media Gaming Original Content Youth Sports Sponsorships Fantasy Sports eGaming Sports Betting

CREATING A MULTI - DIMENSIONAL ENTERTAINMENT & MEDIA COMPANY Present & Future Revenue Streams Destination - Based/Physical Assets Offsite & Non - Physical Assets Synergistic Revenue Enhancement Stadium Waterpark Hotels Play - action Plaza & Retail Youth Sports Centers for Excellence & Performance Sports Betting & Fantasy Sports Sponsorships & Media

EVENTS ACHIEVED IN FIRST QUARTER 2021 Key Plays January 202 1 Partnership with Tupelo Honey to produce Inspired: Heroes of Change January 2021 Tickets.com selected as official digital ticketing provider for live events January 202 1 Announced inaugural Highway 77 music festival February 202 1 Closed $34.5M public stock offering February 2021 Announced multi - year partnership with Women’s Football Alliance to host championship week January 202 1 Collaboration with Tim Brown and Elite Holdings to develop H2H March 202 1 Signed partnership with Dolphin Entertainment to create non - fungible tokens (NFTs) March 2021 Announced cities, team names, and logos for HOFL

RECENT AND UPCOMING EVENTS Key Plays April 202 1 Announced first NFT offerings will be of Tim Brown, Doak Walker, and Earl Campbell HOFL Draft April 2021 Extended agreement with PepsiCo Beverage North America May 202 1 Launched first NFT featuring Tim Brown on OpenSea Completion of Tom Benson Hall of Fame Stadium east endzone renovation Announcement of HOFL front offices; Launch of HOFL app May 202 1 Announced 3 - year partnership with American Standard Women’s Football Alliance Championships Opening of Constellation Center for Excellence Enshrinement Weekend Highway77 Music Festival Black College Football Hall of Fame Classic

KEY FINANCIAL RESULTS Financial Results ($ in millions, except per share data) Q1 FY21 Q1 FY20 Revenue $1.9 $2.0 Loss from Operations ($7.9) ($7.9) Adjusted EBITDA ($5.1) ($5.2) Net Loss ($126.1) ($13.1) EPS ($1.67) ($2.42) *See page 10 for Adjusted EBITDA reconciliation

ANALYSIS OF EQUITY AND POTENTIAL FULLY DILUTED SHARES Equity Profile Category Amount Notes Common Shares Outstanding 94.3M As of 5/10/21 Series B Warrants 4.4M Remaining warrants not exercised; Exercise price of $1.40; November 2025 expiration Series C Warrants 10.0M Exercise price of $1.40; December 2025 expiration Total Shares Outstanding 1 108.7M As of 5/10/21 Series A Warrants 24.7M 17.4M warrants with exercise price of $11.50, convert to 1.421333 shares; July 2025 expiration Preferred Equity 2 5.4M Converts to common shares 3 years after closing Preferred Equity Warrants 2 2.5M Exercise price of $6.90 Pipe Note Convertible 3.1M Conversion price at $6.90 Other 6.3M Includes 4.0M from proposed amendment to 2020 Omnibus Plan set forth in 2021 Proxy Statement Total Fully Diluted Shares 150.7M 1 Current shares outstanding plus in - the - money warrants 2 Preferred equity was announced January 28, 2021 (8 - K filed on February 3, 2021 ); Expected to close in Q2 FY21; 5.4M shares includes potential of PIK interest at $3.06 per share Note: Figures may not add due to rounding

8 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 “opportunity,” “future,” “will,” “goal,” 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, that could cause actual results or outcomes to differ materially from those discussed in the forward - looking statements . Important factors, among others, that may affect actual results or outcomes include the inability to recognize the anticipated benefits of the business combination ; costs related to the business combination ; the inability to obtain or maintain the listing of the Company’s shares on Nasdaq ; the Company’s ability to manage growth ; the Company’s ability to execute its business plan and meet its projections ; potential 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 ; the potential adverse effects of the ongoing global coronavirus (COVID - 19 ) pandemic on capital markets, general economic conditions, unemployment and the Company’s liquidity, operations and personnel, as well as 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 .

9 Non - GAAP Hall of Fame Resort and Entertainment Company (“HOFV”) reports its financial results in accordance with accounting principals generally accepted in the United States (“GAAP”) and corresponding metrics as non - GAAP financial measures . 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 improve comparability of results . See the attached scheduled for 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 HOFV’s results prepared in accordance with GAAP . In additional, the non - GAAP measures HOFV 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 .

Non - GAAP Reconciliation Adjusted EBITDA reconciliation ($ in millions) 3 Months Ended March 31, 2021 3 Months Ended March 31, 2020 Net loss attributable to HOFRE stockholders ($126.1) ($13.1) (Benefit from) provision for income taxes - - Interest expense 1.0 2.0 Depreciation expense 2.9 2.7 Amortization of note discounts 1.2 3.2 EBITDA (121.0) (5.2) Gain on forgiveness of debt (0.4) - Change in fair value of warrant liability 116.4 - Adjusted EBITDA ($5.1) ($5.2)

11 WHAT WE DO Who We Are 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

For more information, please contact: Investor Relations (330) - 458 - 9176 Investor.Relations@hofreco.com 2626 Fulton Drive NW Canton, OH 44718 www.ir.hofreco.com

v3.21.1

Cover	May 14, 2021
Schedule of Capitalization, Equity [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 14, 2021
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	2626 Fulton Drive NW
Entity Address, City or Town	Canton
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	44718
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	true
Entity Ex Transition Period	false
Common Stock, $0.0001 par value per share
Schedule of Capitalization, Equity [Line Items]
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	HOFV
Security Exchange Name	NASDAQ
Warrants to purchase 1.421333 shares of Common Stock
Schedule of Capitalization, Equity [Line Items]
Title of 12(b) Security	Warrants to purchase 1.421333 shares of Common Stock
Trading Symbol	HOFVW
Security Exchange Name	NASDAQ

This regulatory filing also includes additional resources:
ea140944ex99-2_halloffame.pdf