8-K
PodcastOne, Inc. (PODC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported):February 12, 2025
PODCASTONE, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-41795 | 35-2503373 |
|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission File Number) | (I.R.S. Employer<br><br>Identification No.) |
345 North Maple Drive, Suite 295
Beverly Hills, CA 90210
(Address of principal executive offices) (Zip Code)
(310) 858-0888
(Registrant’s telephone number, including area code)
n/a
(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 (see General Instruction A.2. below):
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement<br> 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, $0.00001 par value per share | PODC | The 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 February 12, 2025, PodcastOne, Inc. (the “Company”) issued a press release announcing its operating and financial highlights and results for the third quarter and nine months ended December 31, 2024. A copy of the press release is attached hereto as Exhibit 99.1.
The information included herein and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 7.01 Regulation FD Disclosure.
On February 5, 2025, the Company issued a press release announcing that it plans to hold a conference call and audio webcast to provide a business update and discuss its operating and financial results for the third quarter ended December 31, 2024 on February 12, 2025. A copy of the press release is attached hereto as Exhibit 99.2.
The information included herein and in Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of 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 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
| Exhibit Number | Description |
|---|---|
| 99.1* | Press release, dated February 12, 2025. |
| 99.2* | Press release, dated February 5, 2025. |
| 104* | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| * | Furnished<br>herewith. |
| --- | --- |
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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.
| PODCASTONE, INC. | ||
|---|---|---|
| Dated: February 12, 2025 | By: | /s/ Aaron Sullivan |
| Name: | Aaron Sullivan | |
| Title: | Chief Financial Officer |
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Exhibit99.1
PodcastOne(NASDAQ: PODC) Reports Q3 Fiscal2025 Financial Results; Revenue Increases 22% YoY to $12.7 Million, Fiscal 2025 Nine-Month Revenue Hits Record $38.0 Million
CompanyExpands Content Slate and Audience Reach While Strengthening Monetization Capabilities Through Strategic Partnership with Amazon’sART19
LOSANGELES, CA, February 12, 2025 -- PodcastOne (NASDAQ: PODC), a leading publisher and podcast sales network, has reported its financial results for the fiscal third quarter ended December 31, 2024 (“Q3 Fiscal 2025”).
KeyHighlights:
| ● | Revenue<br> increased 22% to $12.7 million |
|---|---|
| ● | Ranked<br> as one of the Top 10 U.S. Podcast Publishers with a U.S. unique monthly audience of<br> 5.2 million and 16.2 million U.S. downloads & streams as of January 2025 |
| --- | --- |
| ● | Established<br> strategic partnership with Amazon’s ART19 for hosting services, driving growth for<br> shows and delivering results for advertisers |
| --- | --- |
| ● | Expanded<br> programming slate to 196 shows and surpassed 3.9 billion network downloads |
| --- | --- |
| ● | Expanded<br> the A&E relationship with the launch of Ancient Aliens, a podcast adaptation of<br> The History Channel’s hit show |
| --- | --- |
| ● | Reaffirmed<br> guidance for Fiscal 2025 revenues to increase at least 17% to at least a record $51.0 million;<br> driving expected positive Adjusted EBITDA* |
| --- | --- |
ManagementCommentary
“The recent migration and partnership with Amazon’s ART19 hosting platform marks a major evolution for PodcastOne that enhances operational efficiencies while strengthening our monetization capabilities and audience engagement”, said Kit Gray, President and Co-Founder of PodcastOne. “This strategic move positions us to better serve advertisers and maximize the value of our content across our growing network.”
Mr. Gray continued, “PodcastOne remains committed to delivering premium content while expanding our host and advertiser relationships. To date, we have grown our programming slate to 196 shows and surpassed 3.9 billion network downloads through key expansion deals, including our collaboration with A&E’s The History Channel, and the renewal of flagship podcasts hosted by Adam Carolla, Brendan Schaub, and Kaitlyn Bristowe. Looking ahead, we are focused on leveraging our leadership position in podcasting to drive sustainable growth through organic expansion, acquisitions, and strategic initiatives, creating long term value for our creators, partners, and shareholders.”
FiscalThird Quarter 2025 Financial Results
Revenue in Q3 Fiscal 2025 increased 22% to $12.7 million, compared to $10.4 million in the same prior year quarter.
Operating Loss in Q3 Fiscal 2025 was $1.6 million, compared to an operating loss of $2.6 million in the prior year quarter.
Net loss in Q3 Fiscal 2025 was $1.6 million, or $(0.06) per basic and diluted share, compared to a net loss of $2.6 million, or $(0.11) per basic and diluted share, in the prior year quarter.
Adjusted EBITDA* in Q3 Fiscal 2025 was $(0.7) million, compared to Adjusted EBIDTA* of $(0.4) million in the prior year quarter.
Fiscal2025 Guidance
PodcastOne reaffirms its guidance for Fiscal 2025 revenues of at least a record $51.0 million, representing an increase of at least 17% when compared to revenues of $43.3 million in Fiscal 2024. PodcastOne expects positive Adjusted EBIDTA* in Fiscal 2025.
FiscalThird Quarter 2025 Earnings Conference Call
Management will host an investor conference call at 11:30 a.m. Eastern time / 8:30 a.m. Pacific time, on Wednesday, February 12, 2025, to discuss PodcastOne’s Q3 Fiscal 2025 financial results, provide a corporate update, and conclude with Q&A from telephone participants. To participate, please use the following information:
| Date: | Wednesday,<br>February 12, 2025 |
|---|---|
| Time: | 11:30<br>a.m. EST |
| U.S./International Dial-in: | (800)<br>715-9871 / +1 (646) 307-1963 |
| Conference ID: | 7454038 |
| Webcast: | PODC<br>Fiscal Third Quarter 2025 Earnings Call |
Please join at least five minutes before the start of the call to ensure timely participation.
A playback of the call will be available through Wednesday, February 19, 2025. To listen, please call (800) 770-2030 within the United States and Canada, using replay pin number 7454038#. A webcast replay will also be available using the webcast link above or by visiting PodcastOne’s investor relations page at www.ir.podcastone.com.
About PodcastOne
PodcastOne (NASDAQ: PODC) is a leading podcast platform that provides creators and advertisers with a comprehensive 360-degree solution in sales, marketing, public relations, production, and distribution. PodcastOne has surpassed 3.9 billion total downloads with a community of 200 top podcasters, including Adam Carolla, Kaitlyn Bristowe, Jordan Harbinger, LadyGang, A&E’s Cold Case Files, and Varnamtown. PodcastOne has built a distribution network reaching over 1 billion monthly impressions across all channels, including YouTube, Spotify, Apple Podcasts, and iHeartRadio. PodcastOne is also the parent company of PodcastOne Pro which offers fully customizable production packages for brands, professionals, or hobbyists. For more information, visit www.podcastone.com and follow us on Facebook, Instagram, YouTube, and X at @podcastone.
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Forward-LookingStatements
All statements other than statements of historical facts contained in this press release are “forward-looking statements,” which may often, but not always, be identified by the use of such words as “may,” “might,” “will,” “will likely result,” “would,” “should,” “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “continue,” “target” or the negative of such terms or other similar expressions. These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including: LiveOne’s reliance on its largest OEM customer for a substantial percentage of its revenue; LiveOne’s and PodcastOne’s ability to consummate any proposed financing, acquisition, special dividend, merger, distribution or transaction, including the spin-out of LiveOne’s pay-per-view business, the timing of the consummation of any such proposed event, including the risks that a condition to the consummation of any such event would not be satisfied within the expected timeframe or at all, or that the consummation of any proposed financing, acquisition, merger, special dividend, distribution or transaction will not occur or whether any such event will enhance shareholder value; PodcastOne’s ability to continue as a going concern; PodcastOne’s ability to attract, maintain and increase the number of its listeners; PodcastOne identifying, acquiring, securing and developing content; LiveOne’s intent to repurchase shares of its and/or PodcastOne’s common stock from time to time under LiveOne’s announced stock repurchase program and the timing, price, and quantity of repurchases, if any, under the program; LiveOne’s ability to maintain compliance with certain financial and other covenants; PodcastOne successfully implementing its growth strategy, including relating to its technology platforms and applications; management’s relationships with industry stakeholders; uncertain and unfavorable outcomes in legal proceedings and/or PodcastOne’s or LiveOne’s ability to pay any amounts due in connection with any such legal proceedings; LiveOne’s ability to extend and/or refinance its indebtedness and/or repay its indebtedness when due; changes in economic conditions; competition; risks and uncertainties applicable to the businesses of PodcastOne, LiveOne and/or LiveOne’s other subsidiaries; and other risks, uncertainties and factors including, but not limited to, those described in PodcastOne’s Annual Report on Form 10-K for the fiscal year ended March 31, 2024, filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 1, 2024, Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024, filed with the SEC on November 14, 2024, and in PodcastOne’s other filings and submissions with the SEC. These forward-looking statements speak only as of the date hereof, and PodcastOne disclaims any obligation to update these statements, except as may be required by law. PodcastOne intends that all forward-looking statements be subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.
Use ofNon-GAAP Financial Measures*
To supplement our consolidated financial statements, which are prepared and presented in accordance with the accounting principles generally accepted in the United States of America (“GAAP”), we present Contribution Margin (Loss) and Adjusted Earnings Before Interest Tax Depreciation and Amortization (“Adjusted EBITDA”), which are non-GAAP financial measures, as measures of our performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation from, or as a substitute for, or superior to, operating loss and or net income (loss) or any other performance measures derived in accordance with GAAP or as an alternative to net cash provided by operating activities or any other measures of our cash flows or liquidity.
We use Contribution Margin (Loss) and Adjusted EBITDA to evaluate the performance of our operating segment. We believe that information about these non-GAAP financial measures assists investors by allowing them to evaluate changes in the operating results of our business separate from non-operational factors that affect operating income (loss) and net income (loss), thus providing insights into both operations and the other factors that affect reported results. Adjusted EBITDA is not calculated or presented in accordance with GAAP. A limitation of the use of Adjusted EBITDA as a performance measure is that it does not reflect the periodic costs of certain amortizing assets used in generating revenue in our business. Accordingly, Adjusted EBITDA should be considered in addition to, and not as a substitute for operating income (loss), net income (loss), and other measures of financial performance reported in accordance with GAAP. Furthermore, this measure may vary among other companies; thus, Adjusted EBITDA as presented herein may not be comparable to similarly titled measures of other companies.
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Contribution Margin (Loss) is defined as Revenue less Cost of Sales. Adjusted EBITDA is defined as earnings before interest, other (income) expense, income tax expense, depreciation and amortization and before (a) non-cash GAAP purchase accounting adjustments for certain deferred revenue and costs, (b) legal, accounting and other professional fees directly attributable to acquisition activity, (c) employee severance payments and third party professional fees directly attributable to acquisition or corporate realignment activities, (d) certain non-recurring expenses associated with legal settlements or reserves for legal settlements in the period that pertain to historical matters that existed at acquired companies prior to their purchase date and a one-time minimum guarantee to effectively terminate a live events distribution agreement post COVID-19, and (e) certain stock-based compensation expense. Management does not consider these costs to be indicative of our core operating results.
With respect to projected full fiscal year 2025 Adjusted EBITDA, a quantitative reconciliation is not available without unreasonable efforts due to the high variability, complexity and low visibility with respect to purchase accounting adjustments, acquisition-related charges and legal settlement reserves excluded from Adjusted EBITDA. We expect that the variability of these items to have a potentially unpredictable, and potentially significant, impact on our future GAAP financial results.
For more information on these non-GAAP financial measures, please see the tables entitled “Reconciliation of Non-GAAP Measure to GAAP Measure” included at the end of this release.
PodcastOne IRContact**:**
Chris Donovan
MZ Group
(914) 352-5853
PODC@mzgroup.us
PodcastOnePress Contact:
(310) 246-4600
Susan@Guttmanpr.com
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FinancialInformation
The tables below present financial results for the three and nine months ended December 31, 2024 and 2023.
PodcastOne,Inc.Consolidated Statements of Operations (Unaudited)(In thousands, except share and per share amounts)
| Three Months Ended | Nine Months Ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, | December 31, | |||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||
| Revenue: | $ | 12,710 | $ | 10,442 | $ | 38,022 | $ | 31,595 | ||||
| Operating expenses: | ||||||||||||
| Cost of sales | 11,983 | 9,387 | 34,834 | 26,666 | ||||||||
| Sales and marketing | 894 | 732 | 2,618 | 3,433 | ||||||||
| Product development | 9 | 15 | 40 | 70 | ||||||||
| General and administrative | 1,281 | 2,601 | 4,130 | 4,736 | ||||||||
| Impairment of intangible assets | - | - | 176 | - | ||||||||
| Amortization of intangible assets | 125 | 307 | 830 | 523 | ||||||||
| Total operating expenses | 14,292 | 13,042 | 42,628 | 35,428 | ||||||||
| Loss from operations | (1,582 | ) | (2,600 | ) | (4,606 | ) | (3,833 | ) | ||||
| Other income (expense): | ||||||||||||
| Interest expense, net | - | - | - | (2,247 | ) | |||||||
| Change in fair value of bifurcated embedded derivative | - | - | - | (7,603 | ) | |||||||
| Total other expense, net | - | - | - | (9,850 | ) | |||||||
| Loss before provision (benefit) for income taxes | (1,582 | ) | (2,600 | ) | (4,606 | ) | (13,683 | ) | ||||
| Provision (benefit) for income taxes | 1 | - | 12 | - | ||||||||
| Net loss | $ | (1,583 | ) | $ | (2,600 | ) | $ | (4,618 | ) | $ | (13,683 | ) |
| Net loss per share – basic and diluted | $ | (0.06 | ) | $ | (0.11 | ) | $ | (0.19 | ) | $ | (0.64 | ) |
| Weighted average common shares – basic and diluted | 24,535,258 | 23,072,179 | 24,133,630 | 21,252,375 |
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PodcastOne,Inc.Consolidated Balance Sheets (Unaudited)(In thousands)
| March 31, | |||||
|---|---|---|---|---|---|
| 2024 | |||||
| Assets | |||||
| Current Assets | |||||
| Cash and cash equivalents | 572 | $ | 1,445 | ||
| Accounts receivable, net | 5,826 | 6,023 | |||
| Prepaid expense and other current assets | 237 | 1,105 | |||
| Total Current Assets | 6,635 | 8,573 | |||
| Property and equipment, net | 269 | 309 | |||
| Goodwill | 12,041 | 12,041 | |||
| Intangible assets, net | 1,373 | 3,145 | |||
| Related party receivable | 315 | 57 | |||
| Total Assets | 20,633 | $ | 24,125 | ||
| Liabilities and Stockholders’ Equity | |||||
| Current Liabilities | |||||
| Accounts payable and accrued liabilities | 4,826 | $ | 7,383 | ||
| Related party payable | 797 | 315 | |||
| Total Current Liabilities | 5,623 | 7,698 | |||
| Other long term liabilities | - | 86 | |||
| Total Liabilities | 5,623 | 7,784 | |||
| Commitments and Contingencies | |||||
| Stockholders’ Equity | |||||
| Common stock, 0.00001 par value; 100,000,000 shares authorized; 24,846,839 and 23,608,049 shares issued and outstanding as of December 31, 2024 and March 31, 2024, respectively | - | - | |||
| Additional paid in capital | 49,239 | 45,952 | |||
| Accumulated deficit | (34,229 | ) | (29,611 | ) | |
| Total stockholders’ equity | 15,010 | 16,341 | |||
| Total Liabilities and Stockholders’ Equity | 20,633 | $ | 24,125 |
All values are in US Dollars.
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PodcastOne,Inc.
Reconciliation of Non-GAAP Measure to GAAP Measure
Adjusted EBITDA* Reconciliation (Unaudited)
(In thousands)
| Non- | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Recurring | ||||||||||||||||
| Net | Depreciation | Acquisition and | Other | (Benefit) | ||||||||||||
| Income | and | Stock-Based | Realignment | (Income) | Provision | Adjusted | ||||||||||
| (Loss) | Amortization | Compensation | Costs (1) | Expense(2) | for Taxes | EBITDA* | ||||||||||
| Three Months Ended December 31, 2024 | ||||||||||||||||
| Total | $ | (1,583 | ) | $ | 188 | $ | 718 | $ | 6 | $ | - | $ | 1 | $ | (670 | ) |
| Three Months Ended December 31, 2023 | ||||||||||||||||
| Total | $ | (2,600 | ) | $ | 372 | $ | 1,786 | $ | 86 | $ | - | $ | - | $ | (356 | ) |
| Nine Months Ended December 31, 2024 | ||||||||||||||||
| Total | $ | (4,618 | ) | $ | 1,201 | $ | 1,972 | $ | 44 | $ | - | $ | 12 | $ | (1,389 | ) |
| Nine Months Ended December 31, 2023 | ||||||||||||||||
| Total | $ | (13,683 | ) | $ | 710 | $ | 2,724 | $ | 804 | $ | 9,850 | $ | - | $ | 405 | |
| (1) | Non-Recurring<br>Acquisition and Realignment Costs include non-cash GAAP purchase accounting adjustments for certain deferred revenue and costs, legal,<br>accounting and other professional fees directly attributable to acquisition activity, employee severance payments and third party professional<br>fees directly attributable to acquisition or corporate realignment activities, and certain non-recurring expenses associated with legal<br>settlements or reserves for legal settlements in the period that pertain to historical matters that existed at acquired companies prior<br>to their purchase date. | |||||||||||||||
| --- | --- | |||||||||||||||
| (2) | Other<br>(Income) Expense above primarily includes interest expense, net and change in fair value of derivative liabilities. These are included<br>in the statement of operations in other income (expense) and are an add back to net loss above in the reconciliation of Adjusted EBITDA*<br>to loss. | |||||||||||||||
| --- | --- | |||||||||||||||
| * | See<br>the definition of Adjusted EBITDA under “Use of Non-GAAP Financial Measures” within this release. | |||||||||||||||
| --- | --- |
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PodcastOne,Inc.Reconciliation of Non-GAAP Measure to GAAP Measure
ContributionMargin* Reconciliation (Unaudited)(In thousands)
| Three Months Ended | Nine Months Ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, | December 31, | |||||||||||
| 2024 | 2023 | 2024 | 2023 | |||||||||
| Revenue: | $ | 12,710 | $ | 10,442 | $ | 38,022 | $ | 31,595 | ||||
| Less: | ||||||||||||
| Cost of sales | (11,983 | ) | (9,387 | ) | (34,834 | ) | (26,666 | ) | ||||
| Amortization of developed technology | (57 | ) | (58 | ) | (178 | ) | (112 | ) | ||||
| Gross Profit | 670 | 997 | 3,010 | 4,817 | ||||||||
| Add back amortization of developed technology: | 57 | 58 | 178 | 112 | ||||||||
| Contribution Margin* | $ | 727 | $ | 1,055 | $ | 3,188 | $ | 4,929 | ||||
| * | See<br>the definition of Contribution Margin under “Use of Non-GAAP Financial Measures” within this release. | |||||||||||
| --- | --- |
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Exhibit 99.2
PodcastOne (PODC) toHost Third Quarter Fiscal Year 2025 Financial Results Conference Call on Wednesday, February 12, 2025, at 11:30 a.m. Eastern StandardTime
LOS ANGELES, Feb. 05, 2025 -- PodcastOne (NASDAQ: PODC), a leading publisher and podcast sales network plans to announce its operating and financial results for its third quarter fiscal year 2025 ended December 31, 2024, on Wednesday, February 12, 2025.
PodcastOne President, Kit Gray, and Chief Financial Officer, Aaron Sullivan will host the conference call, followed by a question-and-answer session.
To access the call, please use the following information:
Third Quarter Fiscal Year 2025 Earnings Conference Call
| Date: | Wednesday, February 12, 2025 |
|---|---|
| Time: | 11:30 a.m. Eastern Time (8:30 a.m. Pacific Time) |
| Webcast Link: | PODC 3Q25 Earnings Conference Call |
| Dial-in: | +1 (800) 715-9871 |
| International Dial-in: | +1 (646) 307-1963 |
| Conference Code: | 7454038 |
A telephone replay will be available commencing approximately three hours after the call and will remain available through Wednesday, 26th February 2025, by dialing +1(800) 770-2030 from the U.S., or +1(609) 800-9909 from international locations, and entering replay pin number: 7454038#. The replay can also be viewed through the webcast link above and the presentation utilized during the call will be available via the investor relations section of the Company’s website here.
About PodcastOne
PodcastOne (NASDAQ: PODC) is a leading podcast platform that provides creators and advertisers with a full 360-degree solution in sales, marketing, public relations, production and distribution. PodcastOne has over 3.5 billion total downloads with a community of 200 top podcasters, including Adam Carolla, Kaitlyn Bristowe, Jordan Harbinger, LadyGang, A&E’s Cold Case Files, and Varnamtown. PodcastOne has built a distribution network reaching over 1 billion listeners a month across all channels, including its majority shareholder, LiveOne (NASDAQ: LVO), as well as Spotify, Apple Podcasts, iHeartRadio, Samsung and over 150 shows exclusively available in Tesla vehicles. PodcastOne is also the parent company of LaunchpadOne, an innovative self-serve platform developed to launch, host, distribute and monetize independent user-generated podcasts. For more information, visit www.podcastone.com and follow us on Facebook, Instagram, YouTube and X at @podcastone.
Forward-Looking Statements
All statements other than statements of historical facts contained in this press release are “forward-looking statements,” which may often, but not always, be identified by the use of such words as “may,” “might,” “will,” “will likely result,” “would,” “should,” “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “continue,” “target” or the negative of such terms or other similar expressions. These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including: LiveOne’s reliance on its largest OEM customer for a substantial percentage of its revenue; LiveOne’s and PodcastOne’s ability to consummate any proposed financing, acquisition, merger, distribution or other transaction, the timing of the consummation of any such proposed event, including the risks that a condition to the consummation of any such event would not be satisfied within the expected timeframe or at all, or that the consummation of any proposed financing, acquisition, merger, special dividend, distribution or transaction will not occur or whether any such event will enhance shareholder value; PodcastOne’s ability to continue as a going concern; PodcastOne’s ability to attract, maintain and increase the number of its listeners; PodcastOne identifying, acquiring, securing and developing content; LiveOne’s intent to repurchase shares of its and/or PodcastOne’s common stock from time to time under LiveOne’s announced stock repurchase program and the timing, price, and quantity of repurchases, if any, under the program; LiveOne’s ability to maintain compliance with certain financial and other covenants; PodcastOne successfully implementing its growth strategy, including relating to its technology platforms and applications; management’s relationships with industry stakeholders; LiveOne’s ability to extend and/or refinance its indebtedness and/or repay its indebtedness when due; uncertain and unfavorable outcomes in legal proceedings and/or LiveOne’s ability to pay any amounts due in connection with any such legal proceedings; changes in economic conditions; competition; risks and uncertainties applicable to the businesses of PodcastOne, LiveOne and/or LiveOne’s other subsidiaries; and other risks, uncertainties and factors including, but not limited to, those described in PodcastOne’s Annual Report on Form 10-K for the fiscal year ended March 31, 2024, filed with the U.S. Securities and Exchange Commission (the “SEC”) on July 1, 2024, PodcastOne’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024, filed with the SEC on November 14, 2024, and in PodcastOne’s other filings and submissions with the SEC. These forward-looking statements speak only as of the date hereof, and PodcastOne disclaims any obligation to update these statements, except as may be required by law. PodcastOne intends that all forward-looking statements be subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.
IR Contact:
Chris Donovan
914-352-5853
PODC@mzgroup.us
Press Contact:
310.246.4600
Susan@Guttmanpr.com