Cineverse Corp 8-K/A, filed Feb 17, 2023
Cineverse Corp. (CNVS)
About this 8-K/A
Cineverse Corp filed this 8-K/A on February 17, 2023, reporting on events of February 14, 2023.
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
Amendment No. 1
CURRENT REPORT
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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 (see General Instruction A.2. below):
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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).
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Explanatory Note
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Securities registered pursuant to Section 12(b) of the Act:
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Item 2.02. Results of Operations and Financial Condition
On February 14, 2023, Cinedigm Corp. (the “Company”) issued a press release announcing its financial results for the three and nine months ended December 31, 2022.
The information in this Item 2.02 of Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits
EXHIBIT INDEX
Exhibit No. |
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Description |
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99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: February 14, 2023
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By: |
/s/ Gary S. Loffredo |
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Name: |
Gary S. Loffredo |
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Title: |
President, Chief Operating Officer, |
Exhibit 99.1
Cinedigm Reports Third Quarter Fiscal Year 2023 Financial Results
Revenues of $27.9 Million, up $13.8 Million or 98% Over Prior Year Quarter
Net Income of $4.9 Million, up $5.4 Million or 1,139% Over Prior Year Quarter
Earnings per Share of $0.03, up $0.03 or 100% Over Prior Year Quarter
Adjusted EBITDA of $5.1 Million, up $3.7 Million or 279% Over Prior Year Quarter
LOS ANGELES, February 14, 2023- Cinedigm Corp. (NASDAQ: CIDM), a leading entertainment and streaming technology company serving enthusiast audiences, today announced its financial results for the third quarter of fiscal year 2023, which ended December 31, 2022, with total revenues of $27.9 million, up 98% over the prior year quarter. The Company also posted Net Income of $4.9 million and Adjusted EBITDA of $5.1 million, up 1,139% and 279% over the prior year quarter, respectively.
Chris McGurk, Cinedigm Chairman and CEO, said, "Our strong momentum continued in the fiscal third quarter with our business firing on all cylinders as we close in on our goal of sustainable profitability and positive cash flow. We once again generated record revenues in our streaming business with advertising-supported and subscription streaming revenue growth of 79% and 38%, respectively, over the prior year quarter and growth of 258% and 189%, respectively, on a two-year basis. We also now have grown to over 1.2 million paid subscribers to our channels. All our business lines contributed to this very profitable and high growth quarter, demonstrating that we have one of the most diversified revenue and income portfolios in the streaming content business. These results underscore why Cinedigm has built such a unique competitive position and investment proposition, guided by a responsible operating approach that is fundamentally working now in real time while many of the big streaming companies are still struggling to identify their best strategic way forward. A major reason for this strong position is because, unlike others, we were very early movers in the free, ad-supported streaming television (FAST) space, and have not spent years overspending on content and marketing. In fact, by specializing in acquiring content in genres with passionate fan bases, distributing it across multiple platforms – including our portfolio of more than two dozen enthusiast-focused channels – and continuing to develop and enhance our own streaming content technology, we have clearly set ourselves apart as a leading industry innovator and, frankly, as an undervalued investment opportunity. Additionally, we have made great progress with our cost streamlining efforts toward our goal of a reduction of $7.5 million in annual operating costs by the end of this fiscal year, as we near our objective of sustainable profitability.
Cinedigm’s content distribution business also contributed to the Company’s strong performance in the quarter, with revenues up 72%, led by the success of the box office phenomenon Terrifier 2, which performed exceptionally well across theatrical, TVOD, and streaming – with the sleeper horror hit helping more than triple the number of paid subscribers to Cinedigm’s horror streaming channel, SCREAMBOX. The Company expects the horror genre to continue to perform well in the coming months, with continued strong consumer product revenue from Terrifier 2, the recent release of the critically acclaimed film The Outwaters, which Slash Film said 'rightfully feels like this generation’s Blair Witch Project' and more theatrical and SCREAMBOX-exclusive titles planned."
1
Mr. McGurk added, “We aim to utilize the cost-effective, 360-degree release and viral marketing strategy that was so successful with Terrifier 2 not only for our horror content, but also in the other genres where we have proven expertise and established streaming brands – such as family, anime and Asian films. This further differentiates us from the high-investment theatrical production and marketing strategies utilized by the major studios and other film distributors. With a rapidly growing distribution library of close to 60,000 film and television episodes, a robust and growing portfolio of enthusiast streaming channels strongly positioned in the FAST, AVOD and SVOD segments, a best-in-class proprietary video streaming, content management and data analytics platform in Matchpoint® and a resurgent theatrical releasing business, we are confident we will continue to outperform going forward.”
Erick Opeka, Cinedigm Chief Strategy Officer and President, said, “This past quarter was a significant one for our streaming efforts. Following the successful launch in September of Cineverse, our flagship streaming platform, we have relaunched SCREAMBOX, Fandor and Dove Channel on our next generation streaming platform Matchpoint®. This has enabled us to scale and support record subscriber growth in the quarter, driven by SCREAMBOX’s success on the back of the eight-figure box office performance of Terrifier 2. We also dramatically expanded our streaming library by more than 18,000 titles, as we continue our quest to build the largest and most diverse streaming library in the market; increased distribution of Cineverse via deals with Samsung and Vidgo; expanded our FAST channel distribution with Amazon Freevee, Atmosphere, LG, Samsung and Sling TV; and more."
Mr. Opeka added, “Our omni-channel approach to advertising across web, mobile, AVOD, FAST, audio and social drove heavy demand from advertisers during the quarter, and our revenues were up 79%, dramatically outpacing the rest of the industry, with many of our peers in the low double- or even single-digits during this same period. In planning for even greater growth in fiscal 2023, we expanded our advertising and business development teams with four significant senior hires who are already driving new revenues and growth.”
Key Fiscal Third Quarter Financial Results (Quarter Ended December 31, 2022):
Key Business Highlights During the Quarter:
2
The Company Reiterates Its Long-Term Growth Goals for The Next 2-4 Years:
3
Conference Call
Cinedigm will host a conference call and webcast to discuss these results on February 14, 2023 at 4:30 pm ET.
Investors may access a live webcast of the call on the Company's website at https://investor.cinedigm.com/events- and-presentations or by dialing 1-844-200-6205 within the United States, 1-833-950-0062 within Canada or +1-929-526-1599 from international locations using access code 358413 to be connected to the call.
A replay of the webcast will be available on the Company's website at https://investor.cinedigm.com/events-and- presentations approximately one hour after the conference call concludes.
About Cinedigm
For over 20 years, Cinedigm (NASDAQ: CIDM) has led the digital transformation of the entertainment industry. Today, Cinedigm entertains consumers around the globe by providing premium feature film and television series, enthusiast streaming channels and technology services to the world’s largest media, retail, and technology companies. As a leader in the streaming industry, Cinedigm continues its legacy as an innovator through its adoption of next-generation technologies, such as artificial intelligence and machine learning, through its proprietary, highly scalable Matchpoint® technology platform. For more information, visit www.cinedigm.com.
Safe Harbor Statement
Investors and readers are cautioned that certain statements contained in this document, as well as some statements in periodic press releases and some oral statements of Cinedigm officials during presentations about Cinedigm, along with Cinedigm's filings with the Securities and Exchange Commission, including Cinedigm's registration statements, quarterly reports on Form 10-Q and annual report on Form 10-K, are "forward-looking'' statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act''). Forward-looking statements include statements that are predictive in nature, which depend upon or refer to future events or conditions, which include words such as "expects," "anticipates,'' "intends,'' "plans,'' "could," "might," "believes,'' "seeks," "estimates'' or similar expressions. In addition, any statements concerning future financial performance (including future revenues, earnings, or growth rates), ongoing business strategies or prospects, and possible future actions, which may be provided by Cinedigm's management, are also forward-looking statements as defined by the Act. Forward-looking statements are based on current expectations and projections about future events and are subject to various risks, uncertainties, and assumptions about Cinedigm, its technology, economic and market factors, and the industries in which Cinedigm does business, among other things. These statements are not guarantees of future performance, and Cinedigm undertakes no specific obligation or intention to update these statements after the date of this release.
For additional information:
Investor Relations Contact:
Julie Milstead
Executive Director Investor Relations
investorrelations@cinedigm.com
4
CINEDIGM CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
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As of |
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December 31, |
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March 31, |
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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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$ |
8,796 |
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$ |
13,062 |
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Accounts receivable, net of allowance of $2,780 and $2,921, respectively |
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24,993 |
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30,843 |
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Unbilled revenue |
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2,681 |
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2,349 |
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Employee retention tax credit |
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2,475 |
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— |
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Prepaid and other current assets |
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7,303 |
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5,909 |
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Total current assets |
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46,248 |
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52,163 |
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Equity investment in Metaverse, a related party, at fair value |
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5,200 |
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7,028 |
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Property and equipment, net |
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1,695 |
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1,980 |
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Intangible assets, net |
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18,864 |
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20,034 |
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Goodwill |
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21,025 |
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21,084 |
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Other long-term assets |
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1,863 |
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2,347 |
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Total assets |
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$ |
94,895 |
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$ |
104,636 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities |
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Accounts payable and accrued expenses |
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$ |
40,719 |
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$ |
52,025 |
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Line of credit, including unamortized debt issuance costs of $133 and $0, respectively |
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4,867 |
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— |
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Current portion of deferred consideration on purchase of business |
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4,694 |
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4,513 |
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Other current liabilities |
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467 |
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454 |
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Total current liabilities |
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50,747 |
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56,992 |
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Deferred consideration on purchase of business – net of current portion |
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5,940 |
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6,203 |
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Other long-term liabilities |
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564 |
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491 |
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Total liabilities |
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57,251 |
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63,686 |
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Stockholders’ Equity |
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Preferred stock |
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3,559 |
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3,559 |
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Common stock |
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177 |
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174 |
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Additional paid-in capital |
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526,402 |
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522,601 |
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Treasury stock, at cost |
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(11,608 |
) |
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(11,608 |
) |
Accumulated deficit |
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(479,229 |
) |
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(472,310 |
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Accumulated other comprehensive loss |
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(389 |
) |
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(163 |
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Total stockholders’ equity of Cinedigm Corp. |
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38,912 |
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42,253 |
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Deficit attributable to noncontrolling interest |
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(1,268 |
) |
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(1,303 |
) |
Total equity |
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37,644 |
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40,950 |
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Total liabilities and equity |
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$ |
94,895 |
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$ |
104,636 |
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CINEDIGM CORP.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(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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2022 |
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2021 |
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2022 |
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2021 |
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Revenues |
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$ |
27,882 |
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$ |
14,084 |
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$ |
55,478 |
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$ |
39,202 |
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Costs and expenses: |
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Direct operating |
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14,411 |
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6,459 |
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29,859 |
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14,423 |
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Selling, general and administrative |
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9,107 |
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7,358 |
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29,016 |
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20,520 |
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Depreciation and amortization |
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924 |
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1,031 |
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2,908 |
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3,663 |
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Total operating expenses |
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24,442 |
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14,848 |
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61,783 |
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38,606 |
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Operating income (loss) |
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3,440 |
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(764 |
) |
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(6,305 |
) |
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596 |
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Interest expense |
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(367 |
) |
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(97 |
) |
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(880 |
) |
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(277 |
) |
Gain on forgiveness of PPP loan |
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— |
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— |
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|
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— |
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2,178 |
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Change in fair value of equity investment in Metaverse, a related party |
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— |
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|
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453 |
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|
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(1,828 |
) |
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|
1,453 |
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Employee retention tax credit |
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2,025 |
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— |
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2,475 |
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— |
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Other income (expense) |
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(76 |
) |
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(22 |
) |
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(82 |
) |
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|
69 |
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Income (loss) before income taxes |
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5,022 |
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(430 |
) |
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(6,620 |
) |
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|
4,019 |
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Income tax benefit |
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— |
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26 |
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— |
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576 |
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Net income (loss) |
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5,022 |
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(404 |
) |
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(6,620 |
) |
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4,595 |
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Net (income) loss attributable to noncontrolling interest |
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(8 |
) |
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19 |
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(35 |
) |
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23 |
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Net income (loss) attributable to controlling interests |
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5,014 |
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(385 |
) |
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(6,655 |
) |
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4,618 |
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Preferred stock dividends |
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(88 |
) |
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(89 |
) |
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(264 |
) |
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(267 |
) |
Net income (loss) attributable to common stockholders |
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$ |
4,926 |
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$ |
(474 |
) |
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$ |
(6,919 |
) |
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$ |
4,351 |
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Net income (loss) per share attributable to common stockholders: |
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Basic |
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$ |
0.03 |
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$ |
(0.00 |
) |
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$ |
(0.04 |
) |
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$ |
0.03 |
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Diluted |
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$ |
0.03 |
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$ |
(0.00 |
) |
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$ |
(0.04 |
) |
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$ |
0.03 |
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Weighted average shares of common stock outstanding: |
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Basic |
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178,899,605 |
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173,167,450 |
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177,077,803 |
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169,413,873 |
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Diluted |
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178,899,605 |
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173,167,450 |
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177,077,803 |
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173,017,364 |
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Adjusted EBITDA
We define Adjusted EBITDA to be earnings before interest, taxes, depreciation and amortization, other income, net, stock-based compensation and expenses, merger and acquisition costs, restructuring, transition and acquisitions expense, net, goodwill impairment and certain other items.
Adjusted EBITDA is not a measurement of financial performance under GAAP and may not be comparable to other similarly titled measures of other companies. We use Adjusted EBITDA as a financial metric to measure the financial performance of the business because management believes it provides additional information with respect to the performance of its fundamental business activities. For this reason, we believe Adjusted EBITDA will also be useful to others, including our stockholders, as a valuable financial metric.
We present Adjusted EBITDA because we believe that Adjusted EBITDA is a useful supplement to net income (loss) from continuing operations as an indicator of operating performance. We also believe that Adjusted EBITDA is a financial measure that is useful both to management and investors when evaluating our performance and comparing our performance with that of our competitors. We also use Adjusted EBITDA for planning purposes and to evaluate our financial performance because Adjusted EBITDA excludes certain incremental expenses or non-cash items, such as stock-based compensation charges, that we believe are not indicative of our ongoing operating performance.
We believe that Adjusted EBITDA is a performance measure and not a liquidity measure, and therefore a reconciliation between net income (loss) from continuing operations and Adjusted EBITDA has been provided in the financial results. Adjusted EBITDA should not be considered as an alternative to net income (loss) from operations as an indicator of performance or as an alternative to cash flows from operating activities as an indicator of cash flows, in each case as determined in accordance with GAAP, or as a measure of liquidity. In addition, Adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and income taxes that can affect cash flows. We do not intend the presentation of these non-GAAP measures to be considered in isolation or as a substitute for results prepared in accordance with GAAP. These non-GAAP measures should be read only in conjunction with our Condensed Consolidated Financial Statements prepared in accordance with GAAP.
Following is the reconciliations of our consolidated net income (loss) to Adjusted EBITDA (in thousands):
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For the Three Months Ended |
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2022 |
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2021 |
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Net income (loss) |
|
$ |
5,022 |
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|
$ |
(404 |
) |
Add Back: |
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|
|
|
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Income tax benefit |
|
|
— |
|
|
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(26 |
) |
Depreciation and amortization |
|
|
924 |
|
|
|
1,031 |
|
Interest expense |
|
|
367 |
|
|
|
97 |
|
Change in fair value on equity investment in Metaverse |
|
|
— |
|
|
|
(453 |
) |
Other expense |
|
|
91 |
|
|
|
107 |
|
Provision (recovery) for doubtful accounts |
|
|
7 |
|
|
|
(378 |
) |
Stock-based compensation |
|
|
708 |
|
|
|
1,349 |
|
Employee retention tax credit |
|
|
(2,025 |
) |
|
|
— |
|
Net (income) loss attributable to noncontrolling interest |
|
|
(8 |
) |
|
|
19 |
|
Adjusted EBITDA |
|
$ |
5,086 |
|
|
$ |
1,342 |
|
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|
|
|
|
|
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Adjustments related to Cinema Equipment |
|
|
|
|
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Depreciation and amortization |
|
$ |
(82 |
) |
|
$ |
(196 |
) |
Provision for doubtful accounts |
|
|
(7 |
) |
|
|
— |
|
Income from operations |
|
|
(5,948 |
) |
|
|
(1,483 |
) |
Adjusted EBITDA from non-Cinema Equipment |
|
$ |
(951 |
) |
|
$ |
(337 |
) |
|
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For the Nine Months Ended |
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|||||
|
|
2022 |
|
|
2021 |
|
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Net income (loss) |
|
$ |
(6,620 |
) |
|
$ |
4,595 |
|
Add Back: |
|
|
|
|
|
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Income tax benefit |
|
|
— |
|
|
|
(576 |
) |
Depreciation and amortization |
|
|
2,908 |
|
|
|
3,663 |
|
Gain on forgiveness of PPP loan |
|
|
— |
|
|
|
(2,178 |
) |
Interest expense |
|
|
880 |
|
|
|
277 |
|
Change in fair value on equity investment in Metaverse |
|
|
1,828 |
|
|
|
(1,453 |
) |
Other expense |
|
|
661 |
|
|
|
283 |
|
Provision (recovery) for doubtful accounts |
|
|
54 |
|
|
|
(418 |
) |
Stock-based compensation |
|
|
3,906 |
|
|
|
3,278 |
|
Employee retention tax credit |
|
|
(2,475 |
) |
|
|
— |
|
Net (income) loss attributable to noncontrolling interest |
|
|
(35 |
) |
|
|
23 |
|
Adjusted EBITDA |
|
$ |
1,107 |
|
|
$ |
7,494 |
|
|
|
|
|
|
|
|
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Adjustments related to Cinema Equipment |
|
|
|
|
|
|
||
Depreciation and amortization |
|
$ |
(303 |
) |
|
$ |
(1,001 |
) |
Acquisition, integration and other expense |
|
|
— |
|
|
|
(11 |
) |
Provision (recovery) for doubtful accounts |
|
|
(54 |
) |
|
|
500 |
|
Income from operations |
|
|
(7,720 |
) |
|
|
(8,715 |
) |
Adjusted EBITDA from non-Cinema Equipment |
|
$ |
(6,970 |
) |
|
$ |
(1,733 |
) |