8-K

Research Solutions, Inc. (RSSS)

8-K 2022-05-12 For: 2022-05-12
View Original
Added on April 06, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORTPursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report:

(Date of earliest event reported)

May 12, 2022


Research Solutions, Inc.

(Exact name of registrant as specified in its charter)

Nevada

(State or other Jurisdiction of Incorporation)

1-39256 11-3797644
(Commission File Number) (IRS Employer Identification No.)

N/A

(Address of Principal Executive Offices and zip code)

(310) 477-0354

(Registrant’s telephone number, including area code)

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

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each Class Trading Symbol(s) Name of each Exchange on which  registered
Common stock, $0.001 par value RSSS The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company     ¨

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

Item 2.02. Results of Operations and Financial Condition.

On May 12, 2022, the Registrant announced its financial results for the third quarter ended March 31, 2022. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 2.02 and Exhibit 99.1 attached hereto is intended to be furnished and 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, as amended, or the Exchange Act except as expressly set forth by specific reference in such filing.


Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
--- --- ---
Exhibit<br><br> Number Description
99.1 Press Release issued May 12, 2022 entitled “Research Solutions Reports Fiscal Third Quarter 2022 Results”.
104 Cover Page Interactive Data File (embedded as Inline XBRL document)
2

SIGNATURE

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

RESEARCH SOLUTIONS, INC.
Date:  May 12, 2022 By: /s/ William Nurthen
William Nurthen
Chief Financial Officer
3

Exhibit 99.1

FOR IMMEDIATE RELEASE

Research Solutions Reports Fiscal Third Quarter2022 Results

Reports Record Quarterly Revenue and 32 PercentIncrease in ARR to $7.3 Million

HENDERSON, Nev.,May 12, 2022 — Research Solutions, Inc. (NASDAQ: RSSS), a pioneer in providing cloud-based workflow solutions for R&D driven organizations, reported financial results for its fiscal third quarter ended March 31, 2022.

Fiscal Third Quarter 2022 Summary

· Total<br>revenue of $8.8 million, a quarterly record for the Company and a 5% increase from the prior-year quarter
· Platform<br>revenue up 33% to $1.8 million. Annual Recurring Revenue (“ARR”) up 32% to $7.3 million
· Gross<br>profit up 20% from prior-year quarter. Total gross margin improved 460 basis points to 37.0%
· Loss<br>of $0.01 per share, compared to breakeven in the prior-year quarter, positive Adjusted EBITDA of $0.1 million compared to $0.2M in the<br>prior-year quarter
· Platform<br>incremental ARR generated in the quarter was $0.5M and a total of $1.8M in the past twelve months.
· 34<br>net new platform deployments in the quarter, 168 net new on a trailing twelve months basis

“Our third quarter results reflect the continued growth within our Platforms segment, as we posted our highest quarterly total revenue in company history and second consecutive quarter of at least $500,000 of incremental ARR,” said Roy W. Olivier, President and CEO of Research Solutions. “In addition, Q3 is seasonally a strong renewal period for us and this quarter we experienced our highest ever upsell bookings from existing customers as they continue to see the value in our Article Galaxy platform.”

Fiscal Third Quarter 2022 Results


Total revenue was $8.8 million, a 5% increase from $8.3 million in the year-ago quarter as platform revenue increased and transaction revenue was essentially unchanged from the prior period.

Platform subscription revenue increased 33% to $1.8 million compared to approximately $1.3 million in the year-ago quarter. The growth was due to an increase in ARR associated with renewals over the last twelve months as well as an increase in the total number of paid Platform deployments, including 34 net deployments added in the quarter. The quarter ended with annual recurring revenue of $7.3 million, up 32% year-over-year (see the company’s definition of annual recurring revenue below).

Transaction revenue was $7.0 million, relatively flat compared to the third quarter of fiscal 2021. Transaction customer count for the quarter was 1,193, compared to 1,108 customers in the prior-year quarter (see the company's definition of active customer accounts and transactions below).

Total gross margin improved 460 basis points from the prior-year quarter to 37.0%. The increase was primarily driven by a continued revenue mix shift to the higher-margin Platform business as well as lower copyright costs in the quarter.

Total operating expenses were $3.6 million, compared to $2.7 million in the third quarter of 2021. The increase was primarily due to higher technology and product development and general and administrative costs related to strategic growth initiatives in the business.

Net loss in the third quarter was ($341,000), or ($0.01) per share, compared to net income of $50,000, or breakeven on a diluted share basis, in the prior-year quarter. Adjusted EBITDA was $94,000, compared to $238,000 in the year-ago quarter (see definition and further discussion about the presentation of Adjusted EBITDA, a non-GAAP term, below).

Conference Call

Research Solutions President and CEO Roy W. Olivier and CFO Bill Nurthen will host the conference call, followed by a question and answer period.

Date: Thursday, May 12, 2022

Time: 5:00 p.m. ET (2:00 p.m. PT)

Toll-free dial-in number: 1-800-892-9785

International dial-in number: 1-212-231-2907

Conference ID: 22018555

The conference call will be broadcast live and available for replay until June 12, 2022 by dialing 1-844-512-2921 and using the replay ID 22018555, and via the investor relations section of the company's website at http://researchsolutions.investorroom.com/.

Fiscal Third Quarter Financial and Operational Summary Tables vs.Prior-Year Quarter

Quarter Ended March 31, Nine Months Ended March<br> 31,
2022 2021 Change %<br> Change 2022 2021 Change %<br> Change
Revenue:
Platforms $ 1,786,224 $ 1,344,183 $ 442,041 32.9 % $ 4,900,927 $ 3,706,406 $ 1,194,521 32.2 %
Transactions $ 6,971,128 $ 6,996,349 (25,221 ) -0.4 % $ 19,471,216 $ 19,832,286 (361,070 ) -1.8 %
Total Revenue 8,757,352 8,340,532 416,820 5.0 % 24,372,143 23,538,692 833,451 3.5 %
Gross Profit:
Platforms 1,567,173 1,110,487 456,686 41.1 % 4,204,552 3,051,755 1,152,797 37.8 %
Transactions 1,671,324 1,592,153 79,171 5.0 % 4,531,980 4,492,043 39,937 0.9 %
Total Gross Profit 3,238,497 2,702,640 535,857 19.8 % 8,736,532 7,543,798 1,192,734 15.8 %
Gross profit as a % of revenue:
Platforms 87.7 % 82.6 % 5.1 % 85.8 % 82.3 % 3.5 %
Transactions 24.0 % 22.8 % 1.2 % 23.3 % 22.7 % 0.6 %
Total Gross Profit 37.0 % 32.4 % 4.6 % 35.8 % 32.0 % 3.8 %
Operating Expenses:
Sales and marketing 543,496 566,713 (23,217 ) -4.1 % 1,584,804 1,552,658 32,146 2.1 %
Technology and product development 971,959 664,195 307,764 46.3 % 2,661,655 1,911,903 749,752 39.2 %
General and administrative 1,629,371 1,233,603 395,768 32.1 % 4,742,729 3,513,415 1,229,314 35.0 %
Depreciation and amortization 4,988 2,066 2,922 141.4 % 12,144 8,828 3,316 37.6 %
Stock-based compensation 399,234 179,345 219,889 122.6 % 870,883 786,084 84,799 10.8 %
Foreign currency translation loss 29,394 6,648 22,746 342.1 % 52,619 (35,070 ) 87,689 NM
Total Operating Expenses 3,578,442 2,652,570 925,872 34.9 % 9,924,834 7,737,818 2,187,016 28.3 %
Income (loss) from operations (339,945 ) 50,070 (390,015 ) NM (1,188,302 ) (194,020 ) (994,282 ) NM
Other Income (Expenses):
Other income (expense) 237 250 (13 ) 777 884 (107 ) -12.1 %
Provision for income taxes (822 ) (572 ) (250 ) 0.0 % (6,592 ) (3,077 ) (3,515 ) NM
Gain on sale of disc'd operations - - - - - -
Total Other Income (Expenses): (585 ) (322 ) (263 ) 81.7 % (5,815 ) (2,193 ) (3,622 ) NM
Net income (loss) $ (340,530 ) $ 49,748 (390,278 ) NM $ (1,194,117 ) $ (196,213 ) (997,904 ) NM
NM NM
Adjusted EBITDA $ 93,671 $ 238,129 $ (144,458 ) NM $ (252,656 ) $ 565,822 $ (818,478 ) NM
Quarter Ended March 31, Nine Months Ended March<br> 31,
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
2022 2021 Change %<br> Change 2022 2021 Change %<br> Change
Platforms:
ARR (Annual recurring revenue):
Beginning of Period $ 6,848,613 $ 5,021,053 $ 1,827,560 36.4 % $ 5,880,179 $ 4,446,088 $ 1,434,091 32.3 %
Incremental ARR 500,233 533,542 (33,309 ) -6.2 % 1,468,668 1,108,507 360,161 32.5 %
End of Period $ 7,348,847 $ 5,554,595 $ 1,794,252 32.3 % $ 7,348,847 $ 5,554,595 $ 1,794,252 32.3 %
Deployments:
Beginning of Period 646 461 185 40.1 % 553 401 152 37.9 %
Incremental Deployments 34 51 (17 ) -33.3 % 127 111 16 14.4 %
End of Period 680 512 168 32.8 % 680 512 168 32.8 %
ASP (Average sales price):
Beginning of Period $ 10,602 $ 10,892 $ (290 ) -2.7 % $ 10,633 $ 11,088 $ (454 ) -4.1 %
End of Period $ 10,807 $ 10,849 $ (42 ) -0.4 % $ 10,807 $ 10,849 $ (42 ) -0.4 %
Transaction Customers:
Corporate customers 904 841 63 7.5 % 875 818 56 6.9 %
Academic customers 289 267 22 8.2 % 300 284 16 5.8 %
Total customers 1,193 1,108 85 7.7 % 1,175 1,102 73 6.6 %

Active Customer Accounts, Transactions and Annual Recurring Revenue

The company defines active customer accounts as the sum of the total quantity of customers per month for each month in the period divided by the respective number of months in the period. The quantity of customers per month is defined as customers with at least one transaction during the month.


A transaction is an order for a unit of copyrighted content fulfilled or managed in the Platform.


The company defines annual recurring revenue (“ARR”) as the value of contracted Platform subscription recurring revenue normalized to a one-year period.

Use of Non-GAAP Measure – Adjusted EBITDA

Research Solutions’ management evaluates and makes operating decisions using various financial metrics. In addition to the company’s GAAP results, management also considers the non-GAAP measure of Adjusted EBITDA. Management believes that this non-GAAP measure provides useful information about the company’s operating results.

The tables below provide a reconciliation of this non-GAAP financial measure with the most directly comparable GAAP financial measure. Adjusted EBITDA is defined as net income (loss), plus interest expense, other income (expense), foreign currency transaction loss, provision for income taxes, depreciation and amortization, stock-based compensation, gain on sale of discontinued operations, and other potential adjustments that may arise. Set forth below is a reconciliation of Adjusted EBITDA to net income (loss):

Quarter Ended March 31, Nine Months Ended March<br> 31,
2022 2021 Change %<br> Change 2022 2021 Change %<br> Change
Net Income (loss) $ (340,530 ) $ 49,748 $ (390,278 ) NM $ (1,194,117 ) $ (196,213 ) $ (997,904 ) NM
Add (deduct): -
Other income (expense) (237 ) (250 ) 13 5.2 % (777 ) (884 ) 107 12.1 %
Foreign currency translation loss 29,394 6,648 22,746 342.1 % 52,619 (35,070 ) 87,689 NM
Provision for income taxes 822 572 250 43.7 % 6,592 3,077 3,515 114.2 %
Depreciation and amortization 4,988 2,066 2,922 141.4 % 12,144 8,828 3,316 37.6 %
Stock-based compensation 399,234 179,345 219,889 122.6 % 870,883 786,084 84,799 10.8 %
Gain on sale of disc. ops. - - - - - -
Adjusted EBITDA $ 93,671 $ 238,129 $ (144,458 ) -60.7 % $ (252,656 ) $ 565,822 $ (818,478 ) NM

About Research Solutions

Research Solutions, Inc. (NASDAQ: RSSS) provides cloud-based technologies to streamline the process of obtaining, managing, and creating intellectual property. Founded in 2006 as Reprints Desk, the company was a pioneer in developing solutions to serve researchers. Today, more than 70 percent of the top pharmaceutical companies, prestigious universities, and emerging businesses rely on Article Galaxy, the company's SaaS research platform, to streamline access to the latest scientific research and data with 24/7 customer support. For more information and details, please visitwww.researchsolutions.com and www.reprintsdesk.com



Important Cautions Regarding Forward-Looking Statements

Certain statements in this press release may contain "forward-looking statements" regarding future events and our future results. All statements other than statements of historical facts are statements that could be deemed to be forward-looking statements. These statements are based on current expectations, estimates, forecasts, and projections about the markets in which we operate and the beliefs and assumptions of our management. Words such as "expects," "anticipates," "targets," "goals," "projects", "intends," "plans," "believes," "seeks," "estimates," "endeavors," "strives," "may," or variations of such words, and similar expressions are intended to identify such forward-looking statements. Readers are cautioned that these forward-looking statements are subject to a number of risks, uncertainties and assumptions that are difficult to predict, estimate or verify. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. Such risks and uncertainties include those factors described in the Company's most recent annual report on Form 10-K, as such may be amended or supplemented by subsequent quarterly reports on Form 10-Q, or other reports filed with the Securities and Exchange Commission. Examples of forward-looking statements in this release include statements regarding additional customers, potential acquisitions and the Company’s prospects for growth. Readers are cautioned not to place undue reliance on these forward-looking statements. The forward-looking statements are made only as of the date hereof, and the Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements. For more information, please refer to the Company's filings with the Securities and Exchange Commission.



Research Solutions, Inc. and Subsidiaries

Consolidated Balance Sheets

June 30,
2021
Assets
Current assets:
Cash and cash equivalents 10,640,521 $ 11,004,337
Accounts receivable, net of allowance of 80,655 and 51,495, respectively 5,622,368 4,717,453
Prepaid expenses and other current assets 338,236 270,252
Prepaid royalties 959,208 904,921
Total current assets 17,560,333 16,896,963
Other assets:
Property and equipment, net of accumulated depreciation of 836,339 and 824,123, respectively 43,671 20,755
Deposits and other assets 905 906
Total assets 17,604,909 $ 16,918,624
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses 7,084,276 $ 6,687,188
Deferred revenue 5,342,828 4,804,351
Total current liabilities 12,427,104 11,491,539
Commitments and contingencies
Stockholders’ equity:
Preferred stock; 0.001 par value; 20,000,000 shares authorized; no shares issued and outstanding
Common stock; 0.001 par value; 100,000,000 shares authorized; 27,000,844 and 26,498,215 shares issued and outstanding, respectively 27,001 26,498
Additional paid-in capital 27,927,567 26,982,052
Accumulated deficit (22,656,005 ) (21,461,888 )
Accumulated other comprehensive loss (120,758 ) (119,577 )
Total stockholders’ equity 5,177,805 5,427,085
Total liabilities and stockholders’ equity 17,604,909 $ 16,918,624

All values are in US Dollars.



Research Solutions, Inc. and Subsidiaries

Consolidated Statements of Operations and OtherComprehensive Loss

(Unaudited)

Three Months Ended Nine Months Ended
March 31, March 31,
2022 2021 2022 2021
Revenue:
Platforms $ 1,786,224 $ 1,344,183 $ 4,900,927 $ 3,706,406
Transactions 6,971,128 6,996,349 19,471,216 19,832,286
Total revenue 8,757,352 8,340,532 24,372,143 23,538,692
Cost of revenue:
Platforms 219,051 233,696 696,375 654,651
Transactions 5,299,804 5,404,196 14,939,236 15,340,243
Total cost of revenue 5,518,855 5,637,892 15,635,611 15,994,894
Gross profit 3,238,497 2,702,640 8,736,532 7,543,798
Operating expenses:
Selling, general and administrative 3,573,454 2,650,504 9,912,690 7,728,990
Depreciation and amortization 4,988 2,066 12,144 8,828
Total operating expenses 3,578,442 2,652,570 9,924,834 7,737,818
Income (loss) from operations (339,945 ) 50,070 (1,188,302 ) (194,020 )
Other income 237 250 777 884
Income (loss) from operations before provision for income taxes (339,708 ) 50,320 (1,187,525 ) (193,136 )
Provision for income taxes (822 ) (572 ) (6,592 ) (3,077 )
Net income (loss) (340,530 ) 49,748 (1,194,117 ) (196,213 )
Other comprehensive income (loss):
Foreign currency translation 1,609 (3,333 ) (1,181 ) 3,348
Comprehensive income (loss) $ (338,921 ) $ 46,415 $ (1,195,298 ) $ (192,865 )
Basic income (loss) per common share:
Net income (loss) per share $ (0.01 ) $ $ (0.05 ) $ (0.01 )
Weighted average common shares outstanding 26,512,195 26,027,665 26,392,949 25,966,072
Diluted income (loss) per common share:
Net income (loss) per share $ (0.01 ) $ $ (0.05 ) $ (0.01 )
Weighted average common shares outstanding 26,512,195 26,565,892 26,392,949 25,966,072


Research Solutions, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(Unaudited)


Nine Months Ended
March 31,
2022 2021
Cash flow from operating activities:
Net loss $ (1,194,117 ) $ (196,213 )
Adjustment to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization 12,144 8,828
Amortization of lease right 72,331
Fair value of vested stock options 424,450 504,936
Fair value of vested restricted common stock 446,433 281,148
Changes in operating assets and liabilities:
Accounts receivable (904,915 ) (563,829 )
Prepaid expenses and other current assets (67,984 ) (75,473 )
Prepaid royalties (54,287 ) (23,146 )
Deposits and other assets 5,360
Accounts payable and accrued expenses 397,088 1,208,474
Deferred revenue 538,477 1,076,966
Lease liability (79,326 )
Net cash provided by (used in) operating activities (402,711 ) 2,220,056
Cash flow from investing activities:
Purchase of property and equipment (34,251 ) (11,853 )
Net cash used in investing activities (34,251 ) (11,853 )
Cash flow from financing activities:
Proceeds from the exercise of stock options 97,688 88,850
Proceeds from the exercise of warrants 59,500 81,251
Common stock repurchase (82,053 ) (150,386 )
Repurchase of stock options and warrants (308,313 )
Net cash provided by (used in) financing activities 75,135 (288,598 )
Effect of exchange rate changes (1,989 ) 2,401
Net increase (decrease) in cash and cash equivalents (363,816 ) 1,922,006
Cash and cash equivalents, beginning of period 11,004,337 9,311,556
Cash and cash equivalents, end of period $ 10,640,521 $ 11,233,562
Supplemental disclosures of cash flow information:
Cash paid for income taxes $ 6,592 $ 3,077


Contact

Steven Hooser or John Beisler

Three Part Advisors

(214) 872-2710

shooser@threepa.com; jbeisler@threepa.com

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