UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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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 November 12, 2024, Bright Mountain Media, Inc, Inc. (the "Company") issued a press release announcing its financial results for its third quarter and nine months ended September 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information contained in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, is being "furnished" and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. In addition, this information shall not be deemed incorporated by reference into any of the Company’s filings with the Securities and Exchange Commission, except as shall be expressly set forth by specific reference in any such filing.
The Company makes reference to certain non-GAAP financial measures in the press release. A reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures and reasons why the Company believes these non-GAAP financial measures are useful are contained in the attached press release.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
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Description |
99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
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.
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Bright Mountain Media, Inc. |
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Date: |
November 12, 2024 |
By: |
/s/ Matthew Drinkwater |
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Matthew Drinkwater |
Date: |
November 12, 2024 |
By: |
/s/ Ethan Rudin |
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Ethan Rudin |
EXHIBIT 99.1

Bright Mountain Media, Inc Announces Third Quarter 2024 Financial Results
Boca Raton, FL, November 12, 2024 — Bright Mountain Media, Inc. (OTCQB: BMTM) (“Bright Mountain” or the “Company”), a global marketing service platform with capabilities in digital publishing, advertising technology, consumer insights, creative and media services, today announced its financial results for the third quarter and nine months ended September 30, 2024.
Matt Drinkwater, CEO of Bright Mountain Media, is excited to report our continued financial progress and addition of industry veteran Board Members this past quarter. He states, "We are pleased with our continued positive financial performance focused on our bottom-line. Our third quarter net loss was $3.3 million, a decrease of 84%, compared to a $19.8 million net loss in the same period of 2023, and our Adjusted EBITDA of $804,000 represented an increase of $521,000 from $283,000 during the same period of 2023. Our current focus of maximizing synergies from prior acquisitions, launching innovative products and services, and advancing our vision of becoming an end-to-end marketing services platform is showing up in our financials. We are also proud that we can recruit distinguished industry leaders who will bring significant strategic guidance and unique perspective. We are eager to leverage their collective experience to propel our mission forward."
1
Financial Results for the Three Months Ended September 30, 2024
Advertising technology revenue was approximately $4.7 million, digital publishing revenue was approximately $500,000, consumer insights revenue was approximately $6.8 million, creative services revenue was approximately $1.6 million, and media services revenue was approximately $590,000 during the third quarter of 2024.
Cost of revenue is inclusive of publisher costs of $3.0 million, direct project costs of approximately $3.0 million for payments made to third-parties that are directly attributable to completion of projects to allow for revenue recognition, direct salary and labor costs of approximately $1.5 million for employees that work directly on customer projects, and $1.8 million of non-direct project costs.
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Financial Results for the Nine Months Ended September 30, 2024
Advertising technology revenue was approximately $10.9 million, digital publishing revenue was approximately $1.5 million, consumer insights revenue was approximately $20.1 million, creative services revenue was approximately $5.3 million, and media services revenue was approximately $1.8 million during 2024.
Cost of revenue is inclusive of publisher costs of $7.1 million for payments to media providers and website publishers, direct salary and labor cost of approximately $5.6 million for employees that work directly on customer projects, direct project costs of approximately $9.2 million for payments made to third-parties that are directly attributable to completion of projects to allow for revenue recognition, and $5.5 million for non-direct project cost.
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About Bright Mountain Media
Bright Mountain unites a diverse portfolio of companies to deliver a full spectrum of advertising, marketing, technology, and media services under one roof—fused together by data-driven insights. Bright Mountain’s subsidiaries brands include Big Village, Deep Focus, Wild Sky Media, and BrightStream. For more information, please visit www.brightmountainmedia.com.
Forward-Looking Statements for Bright Mountain Media, Inc.
This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties. Such forward-looking statements can be identified by the use of words such as “should,” “may,” “intends,” “anticipates,” “believes,” “estimates,” “projects,” “forecasts,” “expects,” “plans,” and “proposes,” and similar words. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including, without limitation, statements made with respect to how the experience of the Company's board will enhance its strategic direction and trajectory. You are urged to carefully review and consider any cautionary statements and other disclosures, including the statements made under the heading “Risk Factors” in Bright Mountain’s Annual Report on Form 10-K for the year ended December 31, 2023 and our other filings with the SEC. Bright Mountain does not undertake any duty to update any forward-looking statements except as may be required by law.
Contact / Investor Relations:
Douglas Baker
Email:[email protected]
Tel: (561) 807-6350
https://otcprgroup.com
4
BRIGHT MOUNTAIN MEDIA, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(unaudited)
(in thousands, except share and per share data)
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Three Months Ended |
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Nine Months Ended |
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September 30, 2024 |
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September 30, 2023 |
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September 30, 2024 |
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September 30, 2023 |
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Revenue |
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$ |
14,151 |
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$ |
15,289 |
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$ |
39,602 |
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$ |
29,403 |
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Cost of revenue |
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9,764 |
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11,927 |
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28,656 |
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22,059 |
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Gross margin |
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4,387 |
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3,362 |
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10,946 |
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7,344 |
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General and administrative expenses |
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4,414 |
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4,121 |
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14,966 |
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14,923 |
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Impairment of goodwill and intangibles |
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- |
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16,259 |
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- |
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16,259 |
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Loss from operations |
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(27 |
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(17,018 |
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(4,020 |
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(23,838 |
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Financing and other expense: |
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Other income |
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31 |
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34 |
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428 |
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415 |
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Interest expense - Centre Lane senior secured credit facility - related party |
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(3,250 |
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(2,769 |
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(9,602 |
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(6,176 |
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Interest expense - 10% convertible promissory notes - related party |
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- |
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(6 |
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(4 |
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(17 |
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Other interest expense |
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(10 |
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(8 |
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(32 |
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(18 |
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Total financing and other expense, net |
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(3,229 |
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(2,749 |
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(9,210 |
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(5,796 |
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Net loss before income tax |
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(3,256 |
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(19,767 |
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(13,230 |
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(29,634 |
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Income tax provision |
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- |
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- |
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- |
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- |
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Net loss |
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$ |
(3,256 |
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$ |
(19,767 |
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$ |
(13,230 |
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$ |
(29,634 |
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Foreign currency translation |
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(8 |
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57 |
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64 |
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190 |
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Comprehensive loss |
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$ |
(3,264 |
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$ |
(19,710 |
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$ |
(13,166 |
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$ |
(29,444 |
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Net loss per common share: |
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Basic |
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$ |
(0.02 |
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$ |
(0.12 |
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$ |
(0.08 |
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$ |
(0.18 |
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Diluted |
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$ |
(0.02 |
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$ |
(0.12 |
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$ |
(0.08 |
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$ |
(0.18 |
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Weighted average shares outstanding: |
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Basic |
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171,104,346 |
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171,285,150 |
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171,138,296 |
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162,670,182 |
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Diluted |
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171,104,346 |
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171,285,150 |
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171,138,296 |
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162,670,182 |
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5
BRIGHT MOUNTAIN MEDIA, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
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September 30, 2024 |
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December 31, 2023* |
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(unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
2,486 |
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$ |
4,001 |
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Accounts receivable, net |
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12,401 |
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14,679 |
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Prepaid expenses and other current assets |
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898 |
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1,057 |
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Total current assets |
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15,785 |
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19,737 |
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Property and equipment, net |
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102 |
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199 |
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Intangible assets, net |
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13,878 |
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15,234 |
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Goodwill |
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7,785 |
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7,785 |
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Operating lease right-of-use assets |
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271 |
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306 |
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Other long-term assets |
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159 |
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156 |
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Total assets |
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$ |
37,980 |
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$ |
43,417 |
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Liabilities and Shareholders' Deficit |
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Current liabilities: |
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Accounts payable and accrued expenses |
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$ |
16,898 |
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$ |
17,497 |
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Other current liabilities |
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2,793 |
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3,025 |
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Interest payable - 10% convertible promissory notes - related party |
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- |
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39 |
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Interest payable - Centre Lane senior secured credit facility - related party |
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165 |
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- |
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Deferred revenue |
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4,768 |
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4,569 |
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Note payable - 10% convertible promissory notes, net of discount - related party |
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- |
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80 |
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Note payable - Centre Lane senior secured credit facility - related party (current) |
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4,122 |
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5,592 |
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Total current liabilities |
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28,746 |
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30,802 |
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Other long-term liabilities |
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208 |
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325 |
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Note payable - Centre Lane senior secured credit facility - related party (long-term) |
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68,414 |
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58,674 |
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Finance lease liabilities |
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26 |
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42 |
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Operating lease liabilities |
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207 |
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239 |
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Total liabilities |
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97,601 |
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90,082 |
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Shareholders' deficit: |
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Convertible preferred stock, par value $0.01, 20,000,000 shares authorized, no shares issued or outstanding at September 30, 2024 and December 31, 2023, respectively |
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- |
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- |
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Common stock, par value $0.01, 324,000,000 shares authorized, 172,462,836 and 172,103,134 issued, and 171,112,661 and 171,277,959 outstanding at September 30, 2024 and December 31, 2023, respectively |
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1,725 |
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1,721 |
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Treasury stock at cost, 1,350,175 and 825,175 shares at September 30, 2024 and December 31, 2023, respectively |
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(220 |
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(220 |
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Additional paid-in capital |
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101,611 |
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101,405 |
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Accumulated deficit |
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(163,063 |
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(149,833 |
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Accumulated other comprehensive income |
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326 |
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262 |
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Total shareholders' deficit |
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$ |
(59,621 |
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$ |
(46,665 |
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Total liabilities and shareholders' deficit |
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$ |
37,980 |
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$ |
43,417 |
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* Derived from audited consolidated financial statements.
6
BRIGHT MOUNTAIN MEDIA, INC.
RECONCILIATION OF NET LOSS TO NON-GAAP EBITDA AND ADJUSTED EBITDA
(in thousands)
Non-GAAP Financial Measure
Non-GAAP results are presented only as a supplement to the financial statements and for use within management's discussion and analysis based on U.S. generally accepted accounting principles ("GAAP"). The non-GAAP financial information is provided to enhance the reader's understanding of the Company's financial performance, but non-GAAP measures should not be considered in isolation or as a substitute for financial measures calculated in accordance with GAAP.
All of the items included in the reconciliation from net loss before taxes to EBITDA and from EBITDA to Adjusted EBITDA are either (i) non-cash items (e.g., depreciation, amortization of purchased intangibles, stock-based compensation, etc.) or (ii) items that management does not consider to be useful in assessing the Company's ongoing operating performance (e.g., M&A costs, income taxes, gain on sale of investments, loss on disposal of assets, etc.). In the case of the non-cash items, management believes that investors can better assess the Company's operating performance if the measures are presented without such items because, unlike cash expenses, these adjustments do not affect the Company's ability to generate free cash flow or invest in its business.
We use, and we believe investors benefit from the presentation of, EBITDA and Adjusted EBITDA in evaluating our operating performance because it provides us and our investors with an additional tool to compare our operating performance on a consistent basis by removing the impact of certain items that management believes do not directly reflect our core operations. We believe that EBITDA is useful to investors and other external users of our financial statements in evaluating our operating performance because EBITDA is widely used by investors to measure a company's operating performance without regard to items such as interest expense, taxes, and depreciation and amortization, which can vary substantially from company to company depending upon accounting methods and book value of assets, capital structure and the method by which assets were acquired.
Because not all companies use identical calculations, the Company's presentation of non-GAAP financial measures may not be comparable to other similarly titled measures of other companies. However, these measures can still be useful in evaluating the Company's performance against its peer companies because management believes the measures provide users with valuable insight into key components of GAAP financial disclosures.
A reconciliation of net loss before taxes to non-GAAP EBITDA and Adjusted EBITDA is as follows:
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Three Months Ended |
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Nine Months Ended |
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September 30, 2024 |
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September 30, 2023 |
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September 30, 2024 |
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September 30, 2023 |
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(in thousands) |
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Net loss before tax |
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$ |
(3,256 |
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$ |
(19,767 |
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$ |
(13,230 |
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$ |
(29,634 |
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Depreciation expense |
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36 |
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38 |
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111 |
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84 |
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Amortization of intangibles |
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480 |
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829 |
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1,442 |
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1,943 |
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Impairment of goodwill and intangibles |
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- |
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16,259 |
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- |
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16,259 |
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Amortization of debt discount |
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691 |
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594 |
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2,243 |
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1,438 |
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Other interest expense |
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10 |
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8 |
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32 |
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18 |
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Interest expense - Centre Lane Senior Secured Credit Facility and Convertible Promissory Notes |
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2,559 |
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2,181 |
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7,364 |
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4,754 |
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EBITDA |
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520 |
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142 |
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(2,038 |
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(5,138 |
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Stock compensation expense |
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57 |
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56 |
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191 |
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114 |
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Non-recurring professional fees |
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167 |
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- |
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167 |
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685 |
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Non-recurring legal fees |
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60 |
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- |
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313 |
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384 |
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Non-recurring severance expense |
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- |
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85 |
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93 |
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322 |
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Adjusted EBITDA |
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$ |
804 |
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$ |
283 |
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$ |
(1,274 |
) |
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$ |
(3,633 |
) |
7