INOD Innodata Inc

 

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): August 8, 2024

 

INNODATA INC.

(Exact name of registrant as specified in its charter)

 

Delaware	001-35774	13-3475943
(State or other jurisdiction of	(Commission File Number)	(I.R.S. Employer
incorporation)		Identification No.)
55 Challenger Road
Ridgefield Park, NJ		07660
(Address of principal executive offices)		(Zip Code)

 

Registrant's telephone number, including area code (201) 371-8000

 

(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:

 

¨	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(s)	Name of each exchange on which registered
Common Stock	INOD	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 (§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 August 8, 2024, Innodata Inc. issued a press release announcing its second quarter 2024 financial results. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.

 

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “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, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits.

 

(d) Exhibits

 

See Exhibit Index below.

 

Exhibit Index

 

Exhibit No.		Description
99.1		Press Release dated August 8, 2024.
104		Cover Page Interactive Data File (formatted in iXBRL)

 

 

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 thereunto duly authorized.

 

		INNODATA INC.
Date:  August 8, 2024	By:	/s/ Marissa B. Espineli
		Marissa B. Espineli
		Interim Chief Financial Officer

 

 

 

Exhibit 99.1

 

 

 

Innodata Reports Second Quarter 2024 Results; Record 66% Revenue Growth Year-Over-Year

 

NEW YORK – August 8, 2024 – INNODATA INC. (Nasdaq: INOD) today reported results for the second quarter ended June 30, 2024.

 

·

Revenue of $32.6 million, an increase of 66% year-over-year.

 

·

Earnings per basic and diluted share of $0.00, which includes the impact of recruitment costs of $3.6 million, compared to a net loss of $(0.8) million, or $(0.03) per basic and diluted share, in the same period last year.

 

·

Adjusted EBITDA of $2.8 million, an increase of 76% year-over-year.*

 

·

Won new Large Language Model (LLM) development programs and expansions for a Big Tech customer valued at approximately $87.5 million in annualized run rate revenue.

 

·

Notable new customer wins and expectations of others.

 

·

Raise guidance to 60% or more revenue growth in 2024.

   

*  Adjusted EBITDA is defined below.

 

Jack Abuhoff, CEO, said, “Innodata delivered another outstanding quarter, highlighted by record revenue growth of 66% year-over-year. During the quarter, we significantly expanded our partnership with a Big Tech customer while also gaining traction with others. We take great pride in the foundation we have built to establish Innodata as a leading partner of choice to deliver reliable, complex generative AI training data. We believe we are uniquely positioned to capture the enormous market opportunity and drive value for shareholders. Given the strong organic growth we are seeing, we are raising our 2024 full-year revenue growth guidance to 60% or more.

 

“Our gross margin and Adjusted EBITDA margin were down sequentially as a result of incurring $3.6 million of recruiting agency fees we incurred in the quarter to scale our operations in anticipation of significant 2H revenue growth. We recorded these costs as direct operating expenses in Q2.  However, we expect that our recruiting costs will reduce to approximately $300,000 in Q3. As a result of significantly lower recruiting costs, together with expected operating leverage from growth, we expect Adjusted EBITDA in Q3 to be approximately triple Q2 Adjusted EBITDA.”

 

Big Tech Customer Program Expansions

 

On June 3, 2024, Innodata announced it was awarded two new LLM development programs by one of its existing "Magnificent Seven" Big Tech customers. These programs are expected to deliver approximately $44 million of annualized run rate revenue and represents the single largest customer win in Innodata’s history. These awards are in addition to the new programs and program expansion with this customer announced on April 24, 2024, and May 7, 2024. In the one year that Innodata has been working with this customer, Innodata has landed new programs and program expansions that bring the total value of the account to approximately $110.5 million of annualized run rate revenue. Innodata aspires to replicate this success across the six other Big Tech customers already contracted for generative AI development and to land additional Big Tech accounts.

 

Growing Customer Base

 

In addition, the Company won several new engagements in the second quarter and expects to land several others in the near future. Some notables include a Big Tech company that would be a new customer – it is one of the most valuable companies in the world and one of the companies most often talked about in connection with generative AI. Another is with an existing Big Tech customer. In connection with this opportunity Innodata would aim to become certified to work on their premises. Being collocated with their engineering and operations teams would potentially enable Innodata to access new attractive opportunities. Innodata also expects to shortly sign a prominent social media platform that is building its own generative AI models and would be a new customer for Innodata.

 

Another noteworthy win was with a clinical provider in the healthcare market. While the Company’s Synodex platform has historically been used as a tool for supporting insurance underwriting, the Company has developed new technology that enables the platform to be utilized for certain clinical use cases. Innodata was also recently awarded a deal to provide news briefs and media monitoring to a federal government agency that will be leveraging the new generative AI capabilities built into Innodata’s Agility platform. Innodata is seeking to expand into the public sector, so it considers this a strategic win.

 

Strong Balance Sheet to Support Growth

 

Innodata continues to maintain a healthy balance sheet and remains in a solid financial position. As of June 30, 2024, cash balances were $16.5 million, up from $13.8 million at the end of 2023.

 

As Innodata continues to invest in growth, the Company has increased its receivables-based credit facility with Wells Fargo from $10 million to $30 million, subject to a borrowing base limitation, with an accordion feature that enables it to expand to up to $50 million subject to the approval of Wells Fargo. Innodata has also filed a registration statement with the Securities and Exchange Commission (“SEC”) to establish a universal shelf which, once declared effective by the SEC, would allow Innodata to sell up to an aggregate of $50 million of securities in registered offerings. Innodata believes this will preserve the flexibility to raise capital from time to time, if needed. The Company has no specific plans to raise money, and the uses of net proceeds from any such offering would be set forth in a prospectus supplement.

 

Amounts in this press release have been rounded. All percentages have been calculated using unrounded amounts.

 

Timing of Conference Call with Q&A

 

Innodata will conduct an earnings conference call, including a question-and-answer period, at 5:00 PM eastern time today. You can participate in this call by dialing the following call-in numbers: 

 

The call-in numbers for the conference call are:

 

1-877-545-0523	(Domestic)
+1 973-528-0016	(International)
Participant Access Code	508227
1-877-481-4010	(Domestic Replay)
+1 919-882-2331	(International Replay)
Replay Passcode	50908

 

It is recommended that participants dial in approximately 10 minutes prior to the start of the call. Investors are also invited to access a live Webcast of the conference call at the Investor Relations section of www.innodata.com. Please note that the Webcast feature will be in listen-only mode.

 

Call-in or Webcast replay will be available for 30 days following the conference call.

 

About Innodata

 

Innodata (Nasdaq: INOD) is a global data engineering company delivering the promise of AI to many of the world’s most prestigious companies. We provide AI-enabled software platforms and managed services for AI data collection/annotation, AI digital transformation, and industry-specific business processes. Our low-code Innodata AI technology platform is at the core of our offerings. In every relationship, we honor our 30+ year legacy delivering the highest quality data and outstanding service to our customers. Visit www.innodata.com to learn more.

 

Forward-Looking Statements

 

This press release may contain certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. These forward-looking statements include, without limitation, statements concerning our operations, economic performance, financial condition, developmental program expansion and position in the generative AI services market. Words such as “project,” “believe,” “expect,” “can,” “continue,” “could,” “intend,” “may,” “should,” “will,” “anticipate,” “indicate,” “predict,” “likely,” “estimate,” “plan,” “potential,” “possible,” “promises,” or the negatives thereof, and other similar expressions generally identify forward-looking statements.

 

These forward-looking statements are based on management’s current expectations, assumptions and estimates and are subject to a number of risks and uncertainties, including, without limitation, impacts resulting from ongoing geopolitical conflicts, including between Russia and the Ukraine, Hamas’ attack against Israel and the ensuing conflict and increased hostilities between Iran and Israel; investments in large language models; that contracts may be terminated by customers; projected or committed volumes of work may not materialize; pipeline opportunities and customer discussions which may not materialize into work or expected volumes of work; the likelihood of continued development of the markets, particularly new and emerging markets, that our services support; the ability and willingness of our customers and prospective customers to execute business plans that give rise to requirements for our services; continuing reliance on project-based work in the Digital Data Solutions (DDS) segment and the primarily at-will nature of such contracts and the ability of these customers to reduce, delay or cancel projects; potential inability to replace projects that are completed, canceled or reduced; our DDS segment’s revenue concentration in a limited number of customers; our dependency on content providers in our Agility segment; the Company’s ability to achieve revenue and growth targets; difficulty in integrating and deriving synergies from acquisitions, joint ventures and strategic investments; potential undiscovered liabilities of companies and businesses that we may acquire; potential impairment of the carrying value of goodwill and other acquired intangible assets of companies and businesses that we acquire; a continued downturn in or depressed market conditions; changes in external market factors; the potential effects of U.S. monetary policy, including the interest rate policies of the Federal Reserve; changes in our business or growth strategy; the emergence of new, or growth in existing competitors; various other competitive and technological factors; our use of and reliance on information technology systems, including potential security breaches, cyber-attacks, privacy breaches or data breaches that result in the unauthorized disclosure of consumer, customer, employee or Company information, or service interruptions; and other risks and uncertainties indicated from time to time in our filings with the Securities and Exchange Commission.

 

Our actual results could differ materially from the results referred to in any forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, the risks discussed in Part I, Item 1A. “Risk Factors,” Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and other parts of our Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 4, 2024, as updated or amended by our other filings that we may make with the Securities and Exchange Commission. In light of these risks and uncertainties, there can be no assurance that the results referred to in the forward-looking statements will occur, and you should not place undue reliance on these forward-looking statements. These forward-looking statements speak only as of the date hereof.

 

We undertake no obligation to update or review any guidance or other forward-looking statements, whether as a result of new information, future developments or otherwise, except as may be required by the U.S. federal securities laws.

 

Company Contact

Marcia Novero

Innodata Inc.

Mnovero@innodata.com

(201) 371-8015

 

Non-GAAP Financial Measures

 

In addition to the financial information prepared in conformity with U.S. GAAP (“GAAP”), we provide certain non-GAAP financial information. We believe that these non-GAAP financial measures assist investors in making comparisons of period-to-period operating results. In some respects, management believes non-GAAP financial measures are more indicative of our ongoing core operating performance than their GAAP equivalents by making adjustments that management believes are reflective of the ongoing performance of the business.

 

We believe that the presentation of this non-GAAP financial information provides investors with greater transparency by providing investors a more complete understanding of our financial performance, competitive position, and prospects for the future, particularly by providing the same information that management and our Board of Directors use to evaluate our performance and manage the business. However, the non-GAAP financial measures presented in this press release have certain limitations in that they do not reflect all of the costs associated with the operations of our business as determined in accordance with GAAP. Therefore, investors should consider non-GAAP financial measures in addition to, and not as a substitute for, or as superior to, measures of financial performance prepared in accordance with GAAP. Further, the non-GAAP financial measures that we present may differ from similar non-GAAP financial measures used by other companies.

 

Adjusted EBITDA

 

We define Adjusted EBITDA as net income (loss) attributable to Innodata Inc. and its subsidiaries in accordance with U.S. GAAP before interest expense, income taxes, depreciation and amortization of intangible assets (which derives EBITDA), plus additional adjustments for loss on impairment of intangible assets and goodwill, stock-based compensation, income (loss) attributable to non-controlling interests, non-recurring severance, and other one-time costs.

 

We use Adjusted EBITDA to evaluate core results of operations and trends between fiscal periods and believe that these measures are important components of our internal performance measurement process.

 

A reconciliation of Adjusted EBITDA to the most directly comparable GAAP measure is included in the tables that accompany this release.

 

 

INNODATA INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per-share amounts)

 

		Three Months Ended								Six Months Ended
		June 30,								June 30,
		2024				2023				2024				2023
Revenues		$	32,553			$	19,655			$	59,057			$	38,494
Direct operating costs			23,202				12,715				40,071				25,589
Selling and administrative expenses			9,020				7,574				17,325				15,371
Interest (income) expense, net			55				(7	)			(29	)			56
			32,277				20,282				57,367				41,016
Income (loss) before provision for income taxes			276				(627	)			1,690				(2,522	)
Provision for income taxes			285				188				709				406
Consolidated net income (loss)			(9	)			(815	)			981				(2,928	)
Income attributable to non-controlling interests			5				-				6				3
Net Income (loss) attributable to Innodata Inc. and Subsidiaries		$	(14	)		$	(815	)		$	975			$	(2,931	)
Income (loss) per share attributable to Innodata Inc. and Subsidiaries:
Basic		$	(0.00	)		$	(0.03	)		$	0.03			$	(0.11	)
Diluted		$	(0.00	)		$	(0.03	)		$	0.03			$	(0.11	)
Weighted average shares outstanding:
Basic			28,878				27,860				28,819				27,661
Diluted			28,878				27,860				32,691				27,661

 

 

INNODATA INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands)

 

		June 30, 2024				December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents		$	16,509			$	13,806
Short term investments – other			14				14
Accounts receivable, net			18,162				14,288
Prepaid expenses and other current assets			3,652				3,969
Total current assets			38,337				32,077
Property and equipment, net			3,271				2,281
Right-of-use-asset, net			4,627				5,054
Other assets			2,048				2,445
Deferred income taxes, net			1,736				1,741
Intangibles, net			13,910				13,758
Goodwill			2,044				2,075
Total assets		$	65,973			$	59,431
LIABILITIES, NON-CONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses		$	9,079			$	5,722
Accrued salaries, wages and related benefits			6,642				7,799
Deferred revenues			4,770				3,523
Income and other taxes			3,906				3,848
Long-term obligations - current portion			1,149				1,261
Operating lease liability - current portion			828				782
Total current liabilities			26,374				22,935
Deferred income taxes, net			86				22
Long-term obligations, net of current portion			6,995				6,778
Operating lease liability, net of current portion			4,247				4,701
Total liabilities			37,702				34,436
Non-controlling interests			(702	)			(708	)
STOCKHOLDERS’ EQUITY:			28,973				25,703
Total liabilities, non-controlling interests and stockholders’ equity		$	65,973			$	59,431

 

 

INNODATA INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

 

		Six Months Ended
		June 30,
		2024				2023
Cash flows from operating activities:
Consolidated net income (loss)		$	981			$	(2,928	)
Adjustments to reconcile consolidated net income (loss) to net cash
provided by operating activities:
Depreciation and amortization			2,684				2,242
Stock-based compensation			2,026				1,981
Deferred income taxes			41				(142	)
Pension cost			395				538
Changes in operating assets and liabilities:
Accounts receivable			(3,976	)			1,270
Prepaid expenses and other current assets			246				634
Other assets			396				45
Accounts payable and accrued expenses			3,348				(526	)
Deferred revenues			1,247				(1,330	)
Accrued salaries, wages and related benefits			(1,149	)			658
Income and other taxes			74				1,741
Net cash provided by operating activities			6,313				4,183
Cash flows from investing activities:
Capital expenditures			(4,067	)			(3,012	)
Proceeds from sale of short term investments - others			-				493
Net cash used in investing activities			(4,067	)			(2,519	)
Cash flows from financing activities:
Proceeds from exercise of stock options			783				2,179
Withholding taxes on net settlement of restricted stock units			(97	)			-
Payment of long-term obligations			(294	)			(192	)
Net cash provided by financing activities			392				1,987
Effect of exchange rate changes on cash and cash equivalents			65				209
Net increase in cash and cash equivalents			2,703				3,860
Cash and cash equivalents, beginning of period			13,806				9,792
Cash and cash equivalents, end of period		$	16,509			$	13,652

 

 

INNODATA INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(Unaudited)

(In thousands)

 

		Three Months Ended June 30,								Six Months Ended June 30,
Consolidated		2024				2023				2024				2023
Net income (loss) attributable to Innodata Inc. and Subsidiaries		$	(14	)		$	(815	)		$	975			$	(2,931	)
Provision for income taxes			285				188				709				406
Interest expense			101				40				169				132
Depreciation and amortization			1,418				1,151				2,684				2,242
Severance**			-				-				-				580
Stock-based compensation			992				1,019				2,026				1,981
Non-controlling interests			5				-				6				3
Adjusted EBITDA  - Consolidated		$	2,787			$	1,583			$	6,569			$	2,413

 

		Three Months Ended June 30,								Six Months Ended June 30,
DDS Segment		2024				2023				2024				2023
Net loss attributable to DDS Segment		$	(460	)		$	(554	)		$	(34	)		$	(1,195	)
Provision for income taxes			283				186				704				400
Interest expense			100				38				167				130
Depreciation and amortization			479				257				843				483
Severance**			-				-				-				33
Stock-based compensation			868				865				1,763				1,670
Non-controlling interests			5				-				6				3
Adjusted EBITDA - DDS Segment		$	1,275			$	792			$	3,449			$	1,524

 

		Three Months Ended June 30,								Six Months Ended June 30,
Synodex Segment		2024				2023				2024				2023
Net income attributable to Synodex Segment		$	316			$	121			$	592			$	135
Depreciation and amortization			157				162				294				324
Severance**			-				-				-				6
Stock-based compensation			49				59				98				117
Adjusted EBITDA  - Synodex Segment		$	522			$	342			$	984			$	582

 

		Three Months Ended June 30,								Six Months Ended June 30,
Agility Segment		2024				2023				2024				2023
Net income (loss) attributable to Agility Segment		$	130			$	(382	)		$	417			$	(1,871	)
Provision for income taxes			2				2				5				6
Interest expense			1				2				2				2
Depreciation and amortization			782				732				1,547				1,435
Severance**			-				-				-				541
Stock-based compensation			75				95				165				194
Adjusted EBITDA - Agility Segment		$	990			$	449			$	2,136			$	307

 

**Represents non-recurring severance incurred for a reduction in headcount in connection with the re-alignment of the Company’s cost structure.

 

 

INNODATA INC. AND SUBSIDIARIES

CONSOLIDATED REVENUE BY SEGMENT

(Unaudited)

(In thousands)

 

		For the Three Months Ended June 30,								For the Six Months Ended June 30,
		2024				2023				2024				2023
Revenues:
DDS		$	25,410			$	13,180			$	45,116			$	25,927
Synodex			1,986				2,112				3,857				3,976
Agility			5,157				4,363				10,084				8,591
Total Consolidated		$	32,553			$	19,655			$	59,057			$	38,494

 

 

v3.24.2.u1

Cover	Aug. 08, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 08, 2024
Entity File Number	001-35774
Entity Registrant Name	INNODATA INC.
Entity Central Index Key	0000903651
Entity Tax Identification Number	13-3475943
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	55 Challenger Road
Entity Address, City or Town	Ridgefield Park
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07660
City Area Code	201
Local Phone Number	371-8000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	INOD
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false

---