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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): June 10, 2024
Zedge,
Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
1-37782 |
|
26-3199071 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification
No.) |
1178
Broadway,
Ste.
1450 (3rd Floor)
New
York, NY |
|
10001 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (330) 577-3424
Not
Applicable
(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
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol |
|
Name
of each exchange on which registered |
Class B common stock, par value $0.01 per share |
|
ZDGE |
|
NYSE American |
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 June 10, 2024, Zedge, Inc.
(the “Registrant”) issued a press release announcing its results of operations for its fiscal quarter ended April 30, 2024.
A copy of the press release issued by the Registrant concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated
herein by reference.
The Registrant is furnishing the information contained in this Report,
including Exhibit 99.1, pursuant to Item 2.02 of Form 8-K promulgated by the Securities and Exchange Commission (the “SEC”).
This information shall not be deemed to be “filed” with the SEC or incorporated by reference into any other filing with the
SEC unless otherwise expressly stated in such filing. In addition, this Report and the press release contain statements intended as “forward-looking
statements” that are subject to the cautionary statements about forward-looking statements set forth in the press release.
Item 9.01 Financial
Statements and Exhibits.
(d) Exhibits.
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.
|
ZEDGE, INC. |
|
|
|
|
By: |
/s/ Jonathan Reich |
|
Name: |
Jonathan Reich |
|
Title: |
Chief Executive Officer |
Dated: June 10, 2024
EXHIBIT
INDEX
3
Exhibit 99.1
Zedge Announces
Third Quarter Fiscal 2024 Results
14%
total revenue growth and 35% subscription revenue growth
New York, NY – June 10, 2024: Zedge, Inc.
(NYSE AMERICAN: ZDGE), a leader in building digital marketplaces and friendly competitive games around content that people use to express
themselves, today announced results for its third quarter of fiscal 2024, ended April 30, 2024.
“Revenue growth accelerated from last quarter as
advertising and subscription revenue showed strong growth across Zedge Marketplace’s Android and iOS offerings,” said Jonathan
Reich, Zedge’s chief executive officer. “I’m especially encouraged that we followed up record quarterly revenue in Q2
with record Q3 revenue and that we did not see the customary post-holiday hangover. Our work to optimize our advertising stack continues
to pay off, and iOS subscription revenue was up more than 11% sequentially. When combined with record Zedge Premium Gross Transaction
Value1, which was up more than 44% from last year, we achieved record ARPMAU1
with 40% year-over-year growth.”
Third Quarter Highlights
(fiscal 2024 versus fiscal 2023)
| ● | Revenue
increased 13.8% to $7.7 million; |
| ● | GAAP
operating loss of ($0.1) million, compared to ($8.4) million; |
| o | GAAP operating loss for the third quarter of 2023 included
an $8.7 million non-cash write-down of goodwill; |
| ● | GAAP
net income (loss) and earnings (loss) per share were $0.1 million and $0.01 compared to ($7.7) million and ($0.55), respectively, including
the impact of the writedown in 2023: |
| ● | Non-GAAP
net income2 and EPS2 were
$0.5 million and $0.03 compared to $0.3 million and $0.02, respectively; |
| ● | Adjusted
EBITDA2 of $0.9 million; |
| ● | Zedge
Premium Gross Transaction Value1, or GTV, increased 44.4% to $0.59 million. |
Third Quarter Select Financial Metrics: FY24 versus FY23*
(in $M except for EPS) | |
Q3 ’24 | | |
Q3 ’23 | | |
Change | | |
FY24
YTD | | |
FY23
YTD | | |
Change | |
Total Revenue | |
$ | 7.7 | | |
$ | 6.7 | | |
| 13.8 | % | |
$ | 22.5 | | |
$ | 20.6 | | |
| 9.2 | % |
Advertising Revenue | |
$ | 5.5 | | |
$ | 4.6 | | |
| 19.4 | % | |
$ | 15.9 | | |
$ | 13.7 | | |
| 16.0 | % |
Digital goods and services | |
$ | 0.9 | | |
$ | 1.1 | | |
| -20.3 | % | |
$ | 2.7 | | |
$ | 3.7 | | |
| -25.5 | % |
Subscription Revenue | |
$ | 1.1 | | |
$ | 0.8 | | |
| 34.9 | % | |
$ | 3.2 | | |
$ | 2.6 | | |
| 22.6 | % |
Other Revenue | |
$ | 0.2 | | |
$ | 0.2 | | |
| -11.2 | % | |
$ | 0.7 | | |
$ | 0.7 | | |
| 9.0 | % |
GAAP Operating Loss | |
$ | (0.1 | ) | |
$ | (8.4 | ) | |
| nm | | |
$ | (11.7 | ) | |
$ | (7.2 | ) | |
| nm | |
Operating Margin | |
| -1.7 | % | |
| -125.1 | % | |
| | | |
| -52.2 | % | |
| -34.7 | % | |
| | |
GAAP Net Income (Loss) | |
$ | 0.1 | | |
$ | (7.7 | ) | |
| nm | | |
$ | (9.1 | ) | |
$ | (6.3 | ) | |
| nm | |
GAAP Diluted Earnings (Loss) Per Share | |
$ | 0.01 | | |
$ | (0.55 | ) | |
| nm | | |
$ | (0.65 | ) | |
$ | (0.45 | ) | |
| nm | |
Non-GAAP Net Income | |
$ | 0.5 | | |
$ | 0.3 | | |
| 59.7 | % | |
$ | 1.5 | | |
$ | 1.3 | | |
| 13.3 | % |
Non- GAAP Diluted EPS | |
$ | 0.03 | | |
$ | 0.02 | | |
| 54.0 | % | |
$ | 0.11 | | |
$ | 0.09 | | |
| 14.9 | % |
Adjusted EBITDA | |
$ | 0.9 | | |
$ | 1.7 | | |
| -50.0 | % | |
$ | 3.9 | | |
$ | 4.1 | | |
| -3.8 | % |
Cash Flow from Operations | |
$ | 2.3 | | |
$ | 1.6 | | |
| 44.5 | % | |
$ | 5.2 | | |
$ | 2.7 | | |
| 87.9 | % |
nm = not measurable/meaningful
* | numbers may not add due to rounding |
Select Zedge Marketplace Metrics: FY24 versus FY23*
(in MM except for ARPMAU and where noted) | |
Q3 ’24 | | |
Q3 ’23 | | |
Change | |
Total Installs - Cumulative | |
| 660.9 | | |
| 609.0 | | |
| 8.5 | % |
MAU | |
| 27.7 | | |
| 32.0 | | |
| -13.4 | % |
Well-developed Markets | |
| 6.0 | | |
| 7.2 | | |
| -16.7 | % |
Emerging Markets | |
| 21.7 | | |
| 24.8 | | |
| -12.5 | % |
Active Subscriptions (in 000s) | |
| 654 | | |
| 631 | | |
| 3.6 | % |
ARPMAU | |
$ | 0.074 | | |
$ | 0.053 | | |
| 39.7 | % |
Zedge Premium - Gross Transaction Value (GTV) | |
$ | 0.59 | | |
$ | 0.41 | | |
| 44.4 | % |
* | numbers may not add due to rounding |
Fiscal 2024 Commentary
Reich continued, “We believe we are still in the early
stages of benefiting from the organizational and product changes we made in recent quarters in order to drive sustainable, profitable,
long-term revenue growth. As we move forward, we expect to continue to test and optimize our paid and organic user acquisition strategies,
in conjunction with introducing new features and content for existing products while innovating to bring new products to market.
“For the Zedge Marketplace, we are continuing to optimize
our paid user acquisition investments for accelerating growth in both advertising and subscriptions. iOS remains a key focus here, and
despite the hockey stick growth we are seeing, we remain diligent in finding ways to tap the significant potential of this market. For
Emojipedia, we have a roadmap of new features and services that we plan to roll out over the next 12 months, including emoji mashups,
emoji-based mini-games and other user enhancements that we believe will drive new users, increase engagement and enable monetization growth.
“GuruShots remains in transition, but I’m feeling
optimistic about our initial progress and current roadmap for returning the game to growth. We recently began beta testing a fully redesigned
onboarding flow in the Android app with the goal of both improving engagement and retention, as well as expanding our target market to
attract a wider set of potential players. Additionally, we are introducing a new, coin-based economy in June. By transitioning to a coin-based
economy with multiple virtual currencies, we can better reward all players in a controlled, bespoke manner to encourage higher engagement
and in-app purchases. We believe the cumulative impact of these changes will play a key role in returning GuruShots to growth in the quarters
to come.
“Overall, I’m optimistic that we are headed
in the right direction across our product portfolio and believe that we will finish 2024 with strong momentum heading into fiscal 2025.”
1 | We use the following business metrics in this release
because we believe they are useful in evaluating Zedge’s operational performance. |
| ● | Monthly
active users, or MAU, captures the number of unique users that used our Zedge App during the previous 30 days of the relevant period,
is useful for evaluating consumer engagement with our App, which correlates to advertising revenue as more users drive more ad impressions
for sale. It also allows readers and potential advertisers to evaluate the size of our user base. |
| ● | Zedge
Premium Gross Transaction Value, or GTV, is the total dollar amount of transactions conducted through Zedge Premium. As Zedge Premium
is an internal focus for growth, we believe this metric will help investors evaluate our progress in growing this part of our business. |
| ● | Average
Revenue Per Monthly Active User for our Zedge App, or ARPMAU, is useful in evaluating how well we monetize our user base. |
| ● | An
Active Subscription is a subscription that has commenced and not been canceled, including paused subscriptions and subscriptions in free
trials, grace periods, or account hold. This is important because it is a source of recurring revenue. |
| ● | Total
Installs – Cumulative measures the number of times the Zedge App has been downloaded since inception. |
2 | Throughout this release, Non-GAAP Net Income, Non-GAAP
EPS and Adjusted EBITDA are non-GAAP financial measures intended to provide useful information that supplement Zedge’s results
in accordance with GAAP. Please refer to the Reconciliation of Non-GAAP Financial measures at the end of this release for an explanation
of Zedge’s formulations of Non-GAAP Net Income, Non-GAAP EPS and Adjusted EBITDA and reconciliations to the most directly comparable
GAAP measures. |
Trended Financial Information*
(in $M except for EPS, ARPMAU, Paid Subscriptions) | |
Q123 | | |
Q223 | | |
Q323 | | |
Q423 | | |
Q124 | | |
Q224 | | |
Q324 | | |
FY22 | | |
FY23 | | |
YTD FY24 | |
Total Revenue | |
$ | 6.9 | | |
$ | 7.0 | | |
$ | 6.7 | | |
$ | 6.6 | | |
$ | 7.1 | | |
$ | 7.8 | | |
$ | 7.7 | | |
$ | 26.5 | | |
$ | 27.2 | | |
$ | 22.5 | |
Advertising Revenue | |
$ | 4.5 | | |
$ | 4.6 | | |
$ | 4.6 | | |
$ | 4.6 | | |
$ | 4.9 | | |
$ | 5.5 | | |
$ | 5.5 | | |
$ | 20.3 | | |
$ | 18.3 | | |
$ | 15.9 | |
Digital goods and services | |
$ | 1.3 | | |
$ | 1.2 | | |
$ | 1.1 | | |
$ | 1.0 | | |
$ | 0.9 | | |
$ | 0.9 | | |
$ | 0.9 | | |
$ | 1.7 | | |
$ | 4.6 | | |
$ | 2.7 | |
Subscription Revenue | |
$ | 0.9 | | |
$ | 0.9 | | |
$ | 0.8 | | |
$ | 0.9 | | |
$ | 1.0 | | |
$ | 1.1 | | |
$ | 1.1 | | |
$ | 3.7 | | |
$ | 3.5 | | |
$ | 3.2 | |
Other Revenue | |
$ | 0.2 | | |
$ | 0.2 | | |
$ | 0.2 | | |
$ | 0.2 | | |
$ | 0.2 | | |
$ | 0.3 | | |
$ | 0.2 | | |
$ | 0.8 | | |
$ | 0.8 | | |
$ | 0.7 | |
GAAP Operating Income (Loss) | |
$ | (0.2 | ) | |
$ | 1.5 | | |
$ | (8.4 | ) | |
$ | 0.2 | | |
$ | 0.3 | | |
$ | (11.9 | ) | |
$ | (0.1 | ) | |
$ | 11.8 | | |
$ | (6.9 | ) | |
$ | (11.7 | ) |
GAAP Net Income (Loss) | |
$ | (0.2 | ) | |
$ | 1.6 | | |
$ | (7.7 | ) | |
$ | 0.2 | | |
$ | (0.0 | ) | |
$ | (9.2 | ) | |
$ | 0.1 | | |
$ | 9.7 | | |
$ | (6.1 | ) | |
$ | (9.1 | ) |
GAAP Diluted Earnings (Loss) Per Share | |
$ | (0.01 | ) | |
$ | 0.11 | | |
$ | (0.55 | ) | |
$ | 0.01 | | |
$ | 0.00 | | |
$ | (0.66 | ) | |
$ | 0.01 | | |
$ | 0.65 | | |
$ | (0.44 | ) | |
$ | (0.65 | ) |
Non GAAP Net Income | |
$ | 0.2 | | |
$ | 0.8 | | |
$ | 0.3 | | |
$ | 0.6 | | |
$ | 0.5 | | |
$ | 0.5 | | |
$ | 0.5 | | |
$ | 8.8 | | |
$ | 1.9 | | |
$ | 1.5 | |
Non-GAAP Diluted EPS | |
$ | 0.01 | | |
$ | 0.06 | | |
$ | 0.02 | | |
$ | 0.04 | | |
$ | 0.04 | | |
$ | 0.04 | | |
$ | 0.03 | | |
$ | 0.59 | | |
$ | 0.13 | | |
$ | 0.11 | |
Adjusted EBITDA | |
$ | 1.0 | | |
$ | 1.4 | | |
$ | 1.7 | | |
$ | 1.6 | | |
$ | 1.5 | | |
$ | 1.5 | | |
$ | 0.9 | | |
$ | 12.4 | | |
$ | 5.7 | | |
$ | 3.9 | |
Adjusted EBITDA Margin | |
| 13.8 | % | |
| 20.5 | % | |
| 25.4 | % | |
| 24.2 | % | |
| 21.7 | % | |
| 19.9 | % | |
| 11.1 | % | |
| 46.6 | % | |
| 20.9 | % | |
| 17.5 | % |
Cash Flow from Operations | |
$ | 1.1 | | |
$ | 0.0 | | |
$ | 1.6 | | |
$ | 0.4 | | |
$ | 1.3 | | |
$ | 1.6 | | |
$ | 2.3 | | |
$ | 11.5 | | |
$ | 3.2 | | |
$ | 5.2 | |
MAU | |
| 31.9 | | |
| 32.2 | | |
| 32.0 | | |
| 30.9 | | |
| 28.5 | | |
| 28.7 | | |
| 27.7 | | |
| nm | | |
| nm | | |
| nm | |
Well-developed Markets | |
| 7.1 | | |
| 7.4 | | |
| 7.2 | | |
| 6.8 | | |
| 6.2 | | |
| 6.2 | | |
| 6.0 | | |
| nm | | |
| nm | | |
| nm | |
Emerging Markets | |
| 24.8 | | |
| 24.8 | | |
| 24.8 | | |
| 24.1 | | |
| 22.3 | | |
| 22.5 | | |
| 21.7 | | |
| nm | | |
| nm | | |
| nm | |
Active Subscriptions (in 000s) | |
| 674 | | |
| 654 | | |
| 631 | | |
| 647 | | |
| 648 | | |
| 648 | | |
| 654 | | |
| nm | | |
| nm | | |
| nm | |
ARPMAU | |
$ | 0.054 | | |
$ | 0.052 | | |
$ | 0.053 | | |
$ | 0.055 | | |
$ | 0.063 | | |
$ | 0.072 | | |
$ | 0.074 | | |
| nm | | |
| nm | | |
| nm | |
Zedge Premium – GTV | |
$ | 0.31 | | |
$ | 0.44 | | |
$ | 0.41 | | |
$ | 0.38 | | |
$ | 0.42 | | |
$ | 0.54 | | |
$ | 0.59 | | |
$ | 1.51 | | |
$ | 1.54 | | |
$ | 1.55 | |
nm = not measurable/meaningful |
* | numbers
may not add due to rounding |
Earnings Announcement and Supplemental Information
Management will host an earnings conference call beginning
at 4:30 p.m. Eastern to discuss its results, outlook, and strategy, followed by a Q&A with investors.
Live Call-in Info:
Toll Free: 888-506-0062
International: 973-528-0011
Participant Access Code: 608154
Webcast URL: https://www.webcaster4.com/Webcast/Page/2205/50721
Replay:
Toll Free: 877-481-4010
International: 919-882-2331
Replay Passcode: 50721
About Zedge
Zedge builds
digital marketplaces and friendly competitive games around content people use to express themselves. Our leading products include Zedge
Ringtones and Wallpapers, a freemium digital content marketplace offering mobile phone wallpapers, video wallpapers, ringtones, notification
sounds, and pAInt, a generative AI wallpaper maker; GuruShots, a skill-based photo challenge game; and Emojipedia, the #1 trusted source
for ‘all things emoji’. Our vision is to enable and connect creators who enjoy friendly competitions with a community of prospective
consumers in order to drive commerce. We serve 10’s of millions of active users across our offerings every month. For more information,
visit: investor.zedge.net
Forward-Looking Statements
All statements above that are not purely about historical
facts, including, but not limited to, those in which we use the words “believe,” “anticipate,” “expect,”
“plan,” “intend,” “estimate,” “target” and similar expressions, are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current
judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements
due to numerous important factors. Our filings with the SEC provide detailed information on such statements and risks and should be consulted
along with this release. To the extent permitted under applicable law, we assume no obligation to update any forward-looking statements.
Contact:
Brian Siegel,
IRC, MBA
Senior Managing
Director
Hayden IR
(346) 396-8696
ir@zedge.net
CONDENSED CONSOLIDATED BALANCE
SHEETS
(in thousands, except
par value data)
| |
April 30, 2024 | | |
July 31, 2023 | |
| |
(Unaudited) | | |
| |
Assets | |
| | |
| |
Current assets: | |
| | |
| |
Cash and cash equivalents | |
$ | 19,925 | | |
$ | 18,125 | |
Trade accounts receivable | |
| 3,325 | | |
| 2,883 | |
Prepaid expenses and other receivables | |
| 374 | | |
| 569 | |
Total current assets | |
| 23,624 | | |
| 21,577 | |
Property and equipment, net | |
| 2,357 | | |
| 2,186 | |
Intangible assets, net | |
| 5,481 | | |
| 18,709 | |
Goodwill | |
| 1,802 | | |
| 1,961 | |
Deferred tax assets, net | |
| 4,492 | | |
| 1,842 | |
Other assets | |
| 383 | | |
| 556 | |
Total assets | |
$ | 38,139 | | |
$ | 46,831 | |
Liabilities and stockholders’ equity | |
| | | |
| | |
Current liabilities: | |
| | | |
| | |
Trade accounts payable | |
$ | 1,155 | | |
$ | 669 | |
Accrued expenses and other current liabilities | |
| 3,272 | | |
| 2,676 | |
Deferred revenues | |
| 1,998 | | |
| 2,414 | |
Total current liabilities | |
| 6,425 | | |
| 5,759 | |
Term loan, net of deferred financing costs | |
| - | | |
| 1,985 | |
Deferred revenues--non-current | |
| 677 | | |
| - | |
Other liabilities | |
| 135 | | |
| 223 | |
Total liabilities | |
| 7,237 | | |
| 7,967 | |
Commitments and contingencies (Note 9) | |
| | | |
| | |
Stockholders’ equity: | |
| | | |
| | |
Preferred stock, $.01 par value; authorized shares—2,400; no shares issued and outstanding | |
| - | | |
| - | |
Class A common stock, $.01 par value; authorized shares—2,600; 525 shares issued and outstanding at April 30, 2024 and July 31, 2023 | |
| 5 | | |
| 5 | |
Class B common stock, $.01 par value; authorized shares—40,000; 14,866 shares issued and 13,967 shares outstanding at April 30, 2024, and 14,634 shares issued and 13,801 outstanding at July 31, 2023 | |
| 149 | | |
| 146 | |
Additional paid-in capital | |
| 47,795 | | |
| 46,122 | |
Accumulated other comprehensive loss | |
| (1,878 | ) | |
| (1,537 | ) |
Accumulated deficit | |
| (13,074 | ) | |
| (3,942 | ) |
Treasury stock, 899 shares at April 30, 2024 and 833 shares at July 31, 2023, at cost | |
| (2,095 | ) | |
| (1,930 | ) |
Total stockholders’ equity | |
| 30,902 | | |
| 38,864 | |
Total liabilities and stockholders’ equity | |
$ | 38,139 | | |
$ | 46,831 | |
ZEDGE,
INC.
CONDENSED CONSOLIDATED STATEMENTS
OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME
(in thousands, except
per share data)
(Unaudited)
| |
Three Months Ended
April 30, | | |
Nine Months Ended
April 30, | |
| |
2024 | | |
2023 | | |
2024 | | |
2023 | |
Revenues | |
$ | 7,658 | | |
$ | 6,726 | | |
$ | 22,510 | | |
$ | 20,609 | |
Costs and expenses: | |
| | | |
| | | |
| | | |
| | |
Direct cost of revenues (excluding amortization of capitalized software and technology development costs which is included below) | |
| 455 | | |
| 498 | | |
| 1,399 | | |
| 1,762 | |
Selling, general and administrative | |
| 6,752 | | |
| 5,016 | | |
| 18,773 | | |
| 16,713 | |
Depreciation and amortization | |
| 583 | | |
| 897 | | |
| 2,120 | | |
| 2,505 | |
Impairment of intangible assets | |
| - | | |
| - | | |
| 11,958 | | |
| - | |
Impairment of goodwill | |
| - | | |
| 8,727 | | |
| - | | |
| 8,727 | |
Change in fair value of contingent consideration | |
| - | | |
| - | | |
| - | | |
| (1,943 | ) |
Loss from operations | |
| (132 | ) | |
| (8,412 | ) | |
| (11,740 | ) | |
| (7,155 | ) |
Interest and other income, net | |
| 188 | | |
| 84 | | |
| 434 | | |
| 196 | |
Net loss resulting from foreign exchange transactions | |
| (80 | ) | |
| (84 | ) | |
| (223 | ) | |
| - | |
Loss before income taxes | |
| (24 | ) | |
| (8,412 | ) | |
| (11,529 | ) | |
| (6,959 | ) |
Income tax benefit | |
| (137 | ) | |
| (718 | ) | |
| (2,397 | ) | |
| (702 | ) |
Net income (loss) | |
$ | 113 | | |
$ | (7,694 | ) | |
$ | (9,132 | ) | |
$ | (6,257 | ) |
Other comprehensive loss: | |
| | | |
| | | |
| | | |
| | |
Changes in foreign currency translation adjustment | |
| (224 | ) | |
| (214 | ) | |
| (341 | ) | |
| (321 | ) |
Total other comprehensive loss | |
| (224 | ) | |
| (214 | ) | |
| (341 | ) | |
| (321 | ) |
Total comprehensive loss | |
$ | (111 | ) | |
$ | (7,908 | ) | |
$ | (9,473 | ) | |
$ | (6,578 | ) |
Income (loss) per share attributable to Zedge, Inc. common stockholders: | |
| | | |
| | | |
| | | |
| | |
Basic | |
$ | 0.01 | | |
$ | (0.55 | ) | |
$ | (0.65 | ) | |
$ | (0.44 | ) |
Diluted | |
$ | 0.01 | | |
$ | (0.55 | ) | |
$ | (0.65 | ) | |
$ | (0.44 | ) |
Weighted-average number of shares used in calculation of income (loss) per share: | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 14,191 | | |
| 14,017 | | |
| 14,077 | | |
| 14,221 | |
Diluted | |
| 14,542 | | |
| 14,017 | | |
| 14,077 | | |
| 14,221 | |
ZEDGE, INC.
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS
(in thousands)
(Unaudited)
| |
Nine Months Ended
April 30, | |
| |
2024 | | |
2023 | |
| |
| | |
| |
Operating activities | |
| | |
| |
Net loss | |
$ | (9,132 | ) | |
$ | (6,257 | ) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |
| | | |
| | |
Depreciation | |
| 42 | | |
| 44 | |
Amortization of intangible assets | |
| 1,270 | | |
| 1,738 | |
Amortization of capitalized software and technology development costs | |
| 808 | | |
| 723 | |
Amortization of deferred financing costs | |
| 15 | | |
| 2 | |
Stock-based compensation | |
| 1,673 | | |
| 1,957 | |
Impairment charge of intangible assets | |
| 11,958 | | |
| - | |
Impairment of investment in privately-held company | |
| 50 | | |
| - | |
Write-off from impairment of goodwill | |
| - | | |
| 8,727 | |
Change in fair value of contingent consideration | |
| - | | |
| (1,943 | ) |
Deferred income taxes | |
| (2,650 | ) | |
| (955 | ) |
| |
| | | |
| | |
Change in assets and liabilities: | |
| | | |
| | |
Trade accounts receivable | |
| (442 | ) | |
| (645 | ) |
Prepaid expenses and other current assets | |
| 195 | | |
| (501 | ) |
Other assets | |
| 34 | | |
| 50 | |
Trade accounts payable and accrued expenses | |
| 1,073 | | |
| 653 | |
Deferred revenue | |
| 261 | | |
| (850 | ) |
Net cash provided by operating activities | |
| 5,155 | | |
| 2,743 | |
Investing activities | |
| | | |
| | |
Final payment for asset acquisitions | |
| - | | |
| (962 | ) |
Capitalized software and technology development costs | |
| (993 | ) | |
| (1,110 | ) |
Purchase of property and equipment | |
| (35 | ) | |
| (57 | ) |
Net cash used in investing activities | |
| (1,028 | ) | |
| (2,129 | ) |
Financing activities | |
| | | |
| | |
Prepayment of term loan | |
| (2,000 | ) | |
| - | |
Proceeds from term loan payable | |
| - | | |
| 2,000 | |
Payment of deferred financing costs | |
| - | | |
| (18 | ) |
Proceeds from exercise of stock options | |
| 3 | | |
| - | |
Purchase of treasury stock in connection with share buyback program and stock awards vesting | |
| (165 | ) | |
| (1,454 | ) |
Net cash (used in) provided by financing activities | |
| (2,162 | ) | |
| 528 | |
Effect of exchange rate changes on cash and cash equivalents | |
| (165 | ) | |
| (160 | ) |
Net increase in cash and cash equivalents | |
| 1,800 | | |
| 982 | |
Cash and cash equivalents at beginning of period | |
| 18,125 | | |
| 17,085 | |
Cash and cash equivalents at end of period | |
$ | 19,925 | | |
$ | 18,067 | |
| |
| | | |
| | |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | |
| | | |
| | |
Cash payments made for income taxes | |
$ | 80 | | |
$ | 711 | |
Cash payments made for interest expenses | |
$ | 66 | | |
$ | 72 | |
Use of Non-GAAP Measures
Adjusted EBITDA, defined as earnings (loss) before interest,
taxes, depreciation and amortization, stock compensation expense, transaction-related expenses and other non-recurring expenses, Adjusted
EBITDA Margin, and non-GAAP net income and EPS (which adjust out stock compensation expense, transaction-related expenses and other non-recurring
expenses from GAAP net income and EPS), represent measures that we believe are customarily used by investors and analysts to evaluate
the financial performance of companies in addition to the GAAP measures we present. Our management also believes these measures are useful
in evaluating our core operating results. However, these are not measures of financial performance under GAAP and should not be considered
an alternative to net income or operating income/margin as an indicator of our operating performance or to net cash provided by operating
activities as a measure of our liquidity.
Reconciliation of
Adjusted EBITDA to Net (Loss) Income | |
Q123 | | |
Q223 | | |
Q323 | | |
Q423 | | |
Q124 | | |
Q224 | | |
Q324 | | |
FY22 | | |
FY23 | | |
YTD
FY24 | |
Net
(Loss) Income | |
$ | (0.2 | ) | |
$ | 1.6 | | |
$ | (7.7 | ) | |
$ | 0.2 | | |
$ | (0.0 | ) | |
$ | (9.2 | ) | |
$ | 0.1 | | |
$ | 9.7 | | |
$ | (6.1 | ) | |
$ | (9.1 | ) |
Excluding: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Interest and other income
(expense), net | |
$ | (0.0 | ) | |
$ | (0.1 | ) | |
$ | (0.1 | ) | |
$ | (0.1 | ) | |
$ | (0.1 | ) | |
$ | (0.2 | ) | |
$ | (0.2 | ) | |
$ | (0.0 | ) | |
$ | (0.3 | ) | |
$ | (0.4 | ) |
Provision for (benefit from)
income taxes | |
$ | (0.1 | ) | |
$ | 0.1 | | |
$ | (0.7 | ) | |
$ | 0.2 | | |
$ | 0.2 | | |
$ | (2.5 | ) | |
$ | (0.1 | ) | |
$ | 1.9 | | |
$ | (0.5 | ) | |
$ | (2.4 | ) |
Depreciation
and amortization | |
$ | 0.8 | | |
$ | 0.8 | | |
$ | 0.9 | | |
$ | 0.8 | | |
$ | 0.8 | | |
$ | 0.8 | | |
$ | 0.6 | | |
$ | 2.0 | | |
$ | 3.3 | | |
$ | 2.1 | |
EBITDA | |
$ | 0.5 | | |
$ | 2.4 | | |
$ | (7.6 | ) | |
$ | 1.0 | | |
$ | 0.9 | | |
$ | (11.1 | ) | |
$ | 0.4 | | |
$ | 13.5 | | |
$ | (3.6 | ) | |
$ | (9.8 | ) |
Adjustments: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
GuruShots acquisition related
write-offs | |
$ | (0.2 | ) | |
$ | (1.8 | ) | |
$ | 8.7 | | |
$ | 0.0 | | |
$ | 0.0 | | |
$ | 12.0 | | |
$ | 0.0 | | |
$ | (4.0 | ) | |
$ | 6.8 | | |
$ | 12.0 | |
Stock-based compensation | |
$ | 0.6 | | |
$ | 0.8 | | |
$ | 0.6 | | |
$ | 0.6 | | |
$ | 0.5 | | |
$ | 0.7 | | |
$ | 0.5 | | |
$ | 1.9 | | |
$ | 2.5 | | |
$ | 1.7 | |
Transaction
costs related to business combination | |
$ | 0.0 | | |
$ | 0.0 | | |
$ | 0.0 | | |
$ | 0.0 | | |
$ | 0.2 | | |
$ | 0.0 | | |
$ | 0.0 | | |
$ | 0.9 | | |
$ | 0.0 | | |
$ | 0.2 | |
Adjusted
EBITDA | |
$ | 1.0 | | |
$ | 1.4 | | |
$ | 1.7 | | |
$ | 1.6 | | |
$ | 1.5 | | |
$ | 1.5 | | |
$ | 0.9 | | |
$ | 12.4 | | |
$ | 5.7 | | |
$ | 3.9 | |
* | numbers
may not add due to rounding |
Reconciliation of
GAAP Net (Loss) Income to Non-GAAP Net Income | |
Q123 | | |
Q223 | | |
Q323 | | |
Q423 | | |
Q124 | | |
Q224 | | |
Q324 | | |
FY22 | | |
FY23 | | |
YTD
FY24 | |
GAAP
Net (Loss) Income | |
$ | (0.2 | ) | |
$ | 1.6 | | |
$ | (7.7 | ) | |
$ | 0.2 | | |
$ | (0.0 | ) | |
$ | (9.2 | ) | |
$ | 0.1 | | |
$ | 9.7 | | |
$ | (6.1 | ) | |
$ | (9.1 | ) |
Adjustments: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
GuruShots acquisition related
write-offs | |
$ | (0.2 | ) | |
$ | (1.8 | ) | |
$ | 8.7 | | |
$ | 0.0 | | |
$ | 0.0 | | |
$ | 12.0 | | |
$ | 0.0 | | |
$ | (4.0 | ) | |
$ | 6.8 | | |
$ | 12.0 | |
Stock-based compensation | |
$ | 0.6 | | |
$ | 0.8 | | |
$ | 0.6 | | |
$ | 0.6 | | |
$ | 0.5 | | |
$ | 0.7 | | |
$ | 0.5 | | |
$ | 1.9 | | |
$ | 2.5 | | |
$ | 1.7 | |
Transaction costs related
to business combination | |
$ | 0.0 | | |
$ | 0.0 | | |
$ | 0.0 | | |
$ | 0.0 | | |
$ | 0.2 | | |
$ | 0.0 | | |
$ | 0.0 | | |
$ | 0.9 | | |
$ | 0.0 | | |
$ | 0.2 | |
Income
tax effect on non-GAAP items | |
$ | (0.1 | ) | |
$ | 0.2 | | |
$ | (1.3 | ) | |
$ | (0.1 | ) | |
$ | (0.2 | ) | |
$ | (2.9 | ) | |
$ | (0.1 | ) | |
$ | 0.3 | | |
$ | (1.3 | ) | |
$ | (3.2 | ) |
Non-GAAP
Net Income | |
$ | 0.2 | | |
$ | 0.8 | | |
$ | 0.3 | | |
$ | 0.6 | | |
$ | 0.5 | | |
$ | 0.5 | | |
$ | 0.5 | | |
$ | 8.8 | | |
$ | 1.9 | | |
$ | 1.5 | |
Non-GAAP basic earnings per
share | |
$ | 0.01 | | |
$ | 0.06 | | |
$ | 0.02 | | |
$ | 0.04 | | |
$ | 0.04 | | |
$ | 0.04 | | |
$ | 0.03 | | |
$ | 0.62 | | |
$ | 0.13 | | |
$ | 0.11 | |
Non-GAAP diluted earnings
per share | |
$ | 0.01 | | |
$ | 0.06 | | |
$ | 0.02 | | |
$ | 0.04 | | |
$ | 0.04 | | |
$ | 0.04 | | |
$ | 0.03 | | |
$ | 0.59 | | |
$ | 0.13 | | |
$ | 0.11 | |
Weighted average shares used to compute Non-GAAP
basic earnings per share | |
| 14.3 | | |
| 14.1 | | |
| 14.0 | | |
| 13.9 | | |
| 14.0 | | |
| 14.1 | | |
| 14.2 | | |
| 14.2 | | |
| 14.1 | | |
| 14.0 | |
Weighted average shares
used to compute Non-GAAP diluted earnings per share | |
| 14.3 | | |
| 14.3 | | |
| 14.0 | | |
| 13.9 | | |
| 14.0 | | |
| 14.1 | | |
| 14.5 | | |
| 14.9 | | |
| 14.1 | | |
| 14.0 | |
* | numbers
may not add due to rounding |
v3.24.1.1.u2
Cover
|
Jun. 10, 2024 |
Cover [Abstract] |
|
Document Type |
8-K
|
Amendment Flag |
false
|
Document Period End Date |
Jun. 10, 2024
|
Entity File Number |
1-37782
|
Entity Registrant Name |
Zedge,
Inc.
|
Entity Central Index Key |
0001667313
|
Entity Tax Identification Number |
26-3199071
|
Entity Incorporation, State or Country Code |
DE
|
Entity Address, Address Line One |
1178
Broadway
|
Entity Address, Address Line Two |
Ste.
1450 (3rd Floor)
|
Entity Address, City or Town |
New
York
|
Entity Address, State or Province |
NY
|
Entity Address, Postal Zip Code |
10001
|
City Area Code |
330
|
Local Phone Number |
577-3424
|
Written Communications |
false
|
Soliciting Material |
false
|
Pre-commencement Tender Offer |
false
|
Pre-commencement Issuer Tender Offer |
false
|
Title of 12(b) Security |
Class B common stock, par value $0.01 per share
|
Trading Symbol |
ZDGE
|
Security Exchange Name |
NYSEAMER
|
Entity Emerging Growth Company |
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