SEATTLE, Nov. 8, 2022 /PRNewswire/ -- RealNetworks, Inc. (Nasdaq: RNWK), an emerging leader in AI-based software and solutions, today announced its financial results for the third quarter ended September 30, 2022.

  • Revenue was $11.7 million, net loss of $(6.7) million and Adjusted EBITDA loss of $(5.8) million
  • SAFR Scan received its first large order and smaller orders are creating a sales opportunity pipeline
  • Pending merger process continues and the company is managing its resources responsibly through the process

Management Commentary
"In the third quarter we continued to manage our business rigorously while Real's transition moves forward. Shareholders will be asked to vote on the Merger Agreement and approval of the merger at a shareholder meeting which we expect to take place December 14, 2022," said Rob Glaser, Founder, Chairman, and Chief Executive Officer of RealNetworks. "Our financial results showed stable revenue sequentially, while our bottom line was negatively impacted by costs associated with the potential go private transaction. We will continue to manage our resources responsibly through the transition."

Mr. Glaser continued: "SAFR Scan has been receiving encouraging feedback from initial clients, and during the quarter we closed our first large SAFR Scan customer as well as a pipeline of sales opportunities for this exciting new product."

Third Quarter 2022 Financial Results

  • Revenue was $11.7 million, compared to $11.9 million in the prior quarter and $14.3 million in the prior year period.
  • Net loss attributable to RealNetworks was ($6.7) million, or $(0.14) per diluted share, compared to a net loss of ($5.1) million, or $(0.11) per diluted share, in the prior quarter and a net loss of ($7.7) million, or ($0.16) per diluted share, in the prior year period.
  • Adjusted EBITDA was a loss of $(5.8) million compared to Adjusted EBITDA loss of $(4.2) million in the prior quarter and Adjusted EBITDA loss of $(2.7) million in the prior year period.

Corporate Developments
During the quarter, it was announced that RealNetworks and Founder, Chairman and CEO Rob Glaser entered into a definitive merger agreement pursuant to which the company will merge with and into Greater Heights LLC, an affiliate of Mr. Glaser, and each outstanding share of common stock of the Company will be converted into the right to receive cash consideration of $0.73 per share. The Company's shareholders will be asked to vote upon the adoption of the Merger Agreement and approval of the merger at a shareholder meeting on December 14, 2022. The transaction is expected to close in the fourth quarter of 2022.

Given the pending merger, the Company will not be providing any forward-looking guidance, and is withdrawing any previously provided goals and outlook.

Conference Call and Webcast Information
RealNetworks will host a conference call today to review its results and discuss its performance at approximately 4:30 p.m. ET / 1:30 p.m. PT. Participants may join the conference call by dialing 1-877-550-1707 (United States) or 1-848-488-9020 (International). A telephonic replay of the call will also be available shortly after the completion of the call, until 11:59 pm ET on November 22, by dialing 1-844-512-2921 (United States) or 1-412-317-6671 (International) and entering the replay pin number: 11152769.

A live webcast will be available on RealNetworks's Investor Relations site under the Events & Presentations section at http://investor.realnetworks.com and will be archived online upon completion of the conference call.

About RealNetworks
Building on a rich history of digital media expertise and innovation, RealNetworks has created a new generation of products that employ best-in-class artificial intelligence and machine learning to enhance and secure our daily lives. Real's portfolio includes SAFR, the world's premier computer vision platform for live video; KONTXT, an industry leading NLP (Natural Language Processing) platform for text and multi-media analysis; and leveraging its digital media expertise, a mobile games business focused on the large free-to-play segment. For information about all of our products, visit www.realnetworks.com.

About Non-GAAP Financial Measures
To supplement RealNetworks's consolidated financial information presented in accordance with GAAP in this press release, the company also discloses certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment, which management believes provide investors with useful information.

In the financial tables of our earnings press release, RealNetworks has included reconciliations of GAAP net income (loss) from continuing operations to adjusted EBITDA and operating income (loss) by reportable segment to contribution margin by reportable segment.

The rationale for management's use of non-GAAP measures is included in the supplementary materials presented with the quarterly earnings materials.  Please refer to Exhibit 99.2 ("Information Regarding Non- GAAP Financial Measures") to the company's report on Form 8-K, which is being submitted today to the SEC.

Additional Information and Where to Find It
RealNetworks, its directors and certain executive officers are participants in the solicitation of proxies from shareholders in connection with the pending merger of RealNetworks (the "Transaction"). RealNetworks has filed a definitive proxy statement (the "Transaction Proxy Statement") with the Securities and Exchange Commission (the "SEC") in connection with the solicitation of proxies to approve the Transaction. Additional information regarding such participants, including their direct or indirect interests, by security holdings or otherwise, is included in the Transaction Proxy Statement and other relevant documents to be filed with the SEC in connection with the Transaction. To the extent that holdings of RealNetworks's securities have changed since the amounts printed in the Transaction Proxy Statement, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Prior to the special meeting to consider the Transaction, RealNetworks will furnish a Transaction Proxy Statement to is shareholders, together with a proxy card. SHAREHOLDERS ARE URGED TO READ THE TRANSACTION PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT REALNETWORKS WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Shareholders may obtain, free of charge, the preliminary and definitive versions of the Transaction Proxy Statement, any amendments or supplements thereto, and any other relevant documents filed by RealNetworks with the SEC in connection with the Transaction at the SEC's website (http://www.sec.gov). Copies of RealNetworks's Transaction Proxy Statement, any amendments or supplements thereto, and any other relevant documents filed by RealNetworks with the SEC in connection with the Transaction will also be available, free of charge, from RealNetworks's website at www.realnetworks.com.

Forward-Looking Statements
This press release contains forward-looking statements that involve risks and uncertainties, including statements relating to our current expectations regarding our future growth, profitability, and market position, the anticipated closing of the merger, expectations following the closing of the merger, our financial condition and liquidity, our strategic focus and initiatives, product plans, and agreements with partners. All statements contained in this press release that do not relate to matters of historical fact should be considered forward- looking statements. These statements reflect our expectations as of today, and actual results may differ materially from the results predicted. Factors that could cause actual results for RealNetworks, on a consolidated basis, to differ from the results predicted include: the possibility that the conditions to the closing of the merger are not satisfied, including the risk that required shareholder approval for the merger is not obtained; potential litigation relating to the merger; uncertainties as to the timing of the consummation of the merger; the ability of each party to consummate the merger; risks relating to the substantial costs and diversion of personnel's attention and resources due to the merger; our ability to realize operating efficiencies, growth and other benefits from the implementation of our growth initiatives and restructuring efforts; cash usage and conservation, and the pursuit of additional funding sources; successful monetization of our products and services; competitive risks, including the emergence or growth of competing technologies, products and services; issues with the use of AI; potential outcomes and effects of claims and legal proceedings; risks associated with key customer or strategic relationships and business acquisitions and dispositions; challenges caused by the COVID-19 pandemic; disruptions in the global financial markets, including changes in consumer spending and impacts to credit availability, and fluctuations in foreign currencies; volatility of our stock price; material asset impairment; continued declines in subscription revenue; difficulty recruiting and retaining key personnel; regulatory, tax, accounting, and cross-border risks; and risks related to our governance structure. More information about potential risk factors that could affect our business and financial results is included in RealNetworks's latest annual report on Form 10-K for year ended December 31, 2021, its quarterly reports on Form 10-Q and in other reports and documents filed by RealNetworks from time to time with the Securities and Exchange Commission. The preparation of our financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, and revenues and expenses during the reported period. Actual results may differ materially from these estimates under different assumptions or conditions. RealNetworks assumes no obligation to update any forward-looking statements or information, which are in effect as of their respective dates.

For More Information:
Investor Relations for RealNetworks
Brian M. Prenoveau, CFA
MZ North America
561-489-5315
IR@realnetworks.com 
RNWK-F

 

RealNetworks, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited)





Quarter Ended
September 30,


Nine Months Ended
September 30,








2022


2021


2022


2021














 (in thousands, except per share data)











 Net revenue



$       11,708


$       14,332


$       36,840


$       44,781

 Cost of revenue



2,787


3,119


8,228


10,370

           Gross profit



8,921


11,213


28,612


34,411











 Operating expenses:










       Research and development



4,870


5,250


16,000


17,818

       Sales and marketing



4,726


7,177


13,810


17,573

       General and administrative



6,020


4,228


14,918


13,502

Fair value adjustments to contingent consideration liability






(1,040)

       Restructuring and other charges



118


1,017


573


4,906











           Total operating expenses



15,734


17,672


45,301


52,759











 Operating loss



(6,813)


(6,459)


(16,689)


(18,348)











 Other income (expenses):










       Interest expense



(3)


(27)


(47)


(146)

       Interest income



7


7


21


27

       Gain on forgiveness of Paycheck Protection Program loan






2,897

       Loss on equity and other investments, net



(207)


(1,229)


(806)


(6,070)

       Other income, net



364


46


651


2,066











           Total other income (expenses), net



161


(1,203)


(181)


(1,226)











Loss before income taxes



(6,652)


(7,662)


(16,870)


(19,574)

Income tax expense



16


6


159


133











Net loss



(6,668)


(7,668)


(17,029)


(19,707)

Net loss attributable to noncontrolling interests






(244)

Net loss attributable to RealNetworks



$        (6,668)


$        (7,668)


$      (17,029)


$      (19,463)











Net loss per share attributable to RealNetworks- Basic



$          (0.14)


$          (0.16)


$          (0.36)


$          (0.45)











Net loss per share attributable to RealNetworks- Diluted



$          (0.14)


$          (0.16)


$          (0.36)


$          (0.45)











 Shares used to compute basic net loss per share



47,506


47,055


47,367


43,312

 Shares used to compute diluted net loss per share



47,506


47,055


47,367


43,312

 

RealNetworks, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited)



September 30,
2022


December 31,
2021


 (in thousands)

ASSETS

 Current assets:




 Cash and cash equivalents

$                         9,156


$                      27,109

 Trade accounts receivable, net

8,659


9,556

 Deferred costs, current portion

45


49

 Investments


1,755

 Prepaid expenses and other current assets

4,179


3,166

 Total current assets

22,039


41,635





 Equipment and software

22,086


29,464

 Leasehold improvements

1,678


2,750

 Total equipment, software, and leasehold improvements

23,764


32,214

 Less accumulated depreciation and amortization

22,700


30,744

 Net equipment, software, and leasehold improvements

1,064


1,470





 Operating lease assets

3,092


3,992

 Restricted cash equivalents

1,500


1,630

 Other assets

2,680


2,878

 Deferred tax assets, net

517


727

 Goodwill

16,116


16,976





 Total assets

$                      47,008


$                      69,308





 LIABILITIES AND SHAREHOLDERS' EQUITY





 Current liabilities:




 Accounts payable

$                         1,951


$                         2,578

 Accrued and other current liabilities

11,637


13,286

 Deferred revenue, current portion

2,245


2,614

 Total current liabilities

15,833


18,478





 Deferred revenue, non-current portion

60


183

 Deferred tax liabilities, net

995


1,132

 Long-term lease liabilities

1,703


2,300

 Other long-term liabilities

10


1,142





 Total liabilities

18,601


23,235









 Total equity

28,407


46,073





 Total liabilities and equity

$                      47,008


$                      69,308

 

RealNetworks, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited)



Nine Months Ended September 30,


2022


2021


 (in thousands)


Cash flows from operating activities:




Net loss

$                       (17,029)


$                       (19,707)

Adjustment to reconcile net loss to net cash used in operating activities:




Depreciation and amortization

530


600

Stock-based compensation

1,789


3,789

Loss on equity and other investments, net

806


6,070

Loss on impairment of operating lease assets


2,461

Deferred income taxes, net

93


Foreign currency gain

(624)


(62)

Fair value adjustments to contingent consideration liability


(1,040)

Gain on deconsolidation of subsidiary


(1,961)

Gain on forgiveness of Paycheck Protection Program loan


(2,897)

Net change in certain operating assets and liabilities

(1,928)


1,331

Net cash used in operating activities

(16,363)


(11,416)

Cash flows from investing activities:




Purchases of equipment, software, and leasehold improvements

(211)


(280)

Deconsolidation of subsidiary, net


(836)

Other

(595)


Net cash used in investing activities

(806)


(1,116)

Cash flows from financing activities:




Proceeds from issuance of common stock (stock options)


534

Proceeds from equity offering, net of costs


20,114

Tax payments from shares withheld upon vesting of restricted stock

(102)


(186)

Payment of contingent consideration liability


(2,500)

Net cash provided by (used in) financing activities

(102)


17,962

Effect of exchange rate changes on cash, cash equivalents and restricted cash

(812)


(380)

Net decrease in cash, cash equivalents and restricted cash

(18,083)


5,050

Cash, cash equivalents, and restricted cash, beginning of period

28,739


25,570

Cash, cash equivalents, and restricted cash, end of period

$                        10,656


$                        30,620

 

RealNetworks, Inc. and Subsidiaries

Supplemental Financial Information

(Unaudited)




2022


2021




 Q3


 Q2


Q1


 Q4


 Q3


 Q2


 Q1



 (in thousands)

Net Revenue by Segment















Consumer Media (A)



$   1,415


$    2,499


$    2,111


$    2,168


$    2,763


$    2,061


$    3,309

Mobile Services (B)



5,226


4,457


5,640


5,680


5,772


6,356


5,980

Games (C)



5,067


4,900


5,525


5,554


5,797


6,144


6,599

     Total net revenue



$ 11,708


$  11,856


$  13,276


$  13,402


$  14,332


$  14,561


$  15,888

















Net Revenue by Product
















Consumer Media
















- Software License (D)



$      248


$    1,393


$       987


$       854


$    1,506


$       841


$    1,875

- Subscription Services (E)



682


710


742


768


779


793


818

- Product Sales (F)



280


144


163


268


270


330


438

- Advertising & Other (G)



205


252


219


278


208


97


178

















Mobile Services
















- Software License (H)



2,005


879


1,531


1,616


1,459


1,931


1,391

- Subscription Services (I)



3,221


3,578


4,109


4,064


4,313


4,425


4,589

















Games
















- Subscription Services (J)



2,052


2,116


2,219


2,286


2,361


2,431


2,528

- Product Sales (K)



2,090


1,986


2,377


2,453


2,612


2,830


3,163

- Advertising & Other (L)



925


798


929


815


824


883


908

































     Total net revenue



$ 11,708


$  11,856


$  13,276


$  13,402


$  14,332


$  14,561


$  15,888

















Net Revenue by Geography
















United States



$   7,004


$    8,237


$    8,187


$    8,126


$    9,227


$    9,209


$    9,932

Rest of world



4,704


3,619


5,089


5,276


5,105


5,352


5,956

     Total net revenue



$ 11,708


$  11,856


$  13,276


$  13,402


$  14,332


$  14,561


$  15,888
































Net Revenue by Segment

(A) The Consumer Media segment primarily includes revenue from the licensing of our portfolio of video codec technologies. Also included is RealPlayer and related products, such as the distribution of third-party software products, advertising on RealPlayer websites, sales of RealPlayer Plus software to consumers, and consumer subscriptions such as RealPlayer Plus and SuperPass.

(B) The Mobile Services segment primarily includes revenue from SaaS services and sales of professional services provided to mobile carriers.

(C) The Games segment primarily includes revenue from player purchases of in-game virtual goods within our free-to-play games, mobile and PC games, online games subscription services, and advertising on games sites and social network sites.

















Net Revenue by Product
















(D) Software licensing revenue within Consumer Media includes revenues from licenses of our video codec technologies.

(E) Subscriptions revenue within Consumer Media includes revenue from subscriptions such as our RealPlayer Plus and SuperPass offerings.

(F) Product sales within Consumer Media includes sales of RealPlayer Plus software to consumers.

(G) Advertising & other revenue within Consumer Media includes distribution of third-party software products and advertising on RealPlayer websites.

(H) Software license revenue within Mobile Services includes revenue from our facial recognition platform, SAFR, and our integrated RealTimes platform.

(I) Subscription services revenue within Mobile Services includes revenue from our messaging products, including Metcalf intercarrier messaging services and KONTXT, as well as ringback tones and related professional services provided to mobile carriers.

(J) Subscription services revenue within Games includes revenue from online games subscriptions.

(K) Product sales revenue within Games includes revenue from player purchases of in-game virtual goods, retail and wholesale games-related revenue, as well as sales of mobile games.

(L) Advertising & other revenue within Games includes advertising on games sites and social network sites.

 

RealNetworks, Inc. and Subsidiaries

Segment Results of Operations and Reconciliation to non-GAAP Contribution Margin

(Unaudited)




2022


2021


2022


2021



Q3


Q2


Q3


YTD


YTD



 (in thousands)

Consumer Media






















Net revenue


$   1,415


$   2,499


$   2,763


$   6,025


$   8,133

Cost of revenue


374


432


418


1,194


1,393

Gross profit


1,041


2,067


2,345


4,831


6,740












Gross margin


74 %


83 %


85 %


80 %


83 %












Operating expenses


1,371


1,397


1,495


4,240


6,028

Operating income (loss), a GAAP measure


$     (330)


$      670


$      850


$      591


$      712

Depreciation and amortization


13


14


16


43


37












Contribution margin, a non-GAAP measure


$     (317)


$      684


$      866


$      634


$      749












Mobile Services






















Net revenue


$   5,226


$   4,457


$   5,772


$ 15,323


$ 18,108

Cost of revenue


1,116


965


1,282


3,126


4,291

Gross profit


4,110


3,492


4,490


12,197


13,817












Gross margin


79 %


78 %


78 %


80 %


76 %












Operating expenses


5,950


6,510


5,890


19,126


18,367

Operating loss, a GAAP measure


$  (1,840)


$ (3,018)


$ (1,400)


$ (6,929)


$ (4,550)

Depreciation and amortization


77


104


80


265


243












Contribution margin, a non-GAAP measure


$  (1,763)


$ (2,914)


$ (1,320)


$ (6,664)


$ (4,307)












Games






















Net revenue


$   5,067


$   4,900


$   5,797


$ 15,492


$ 18,540

Cost of revenue


1,288


1,300


1,414


3,883


4,671

Gross profit


3,779


3,600


4,383


11,609


13,869












Gross margin


75 %


73 %


76 %


75 %


75 %












Operating expenses


3,648


3,826


4,844


11,473


14,791

Operating income (loss), a GAAP measure


$      131


$     (226)


$    (461)


$      136


$    (922)

Depreciation and amortization


18


61


78


140


235












Contribution margin, a non-GAAP measure


$      149


$     (165)


$    (383)


$      276


$    (687)












Corporate






















Cost of revenue


$          9


$          8


$          5


$        25


$        15

Gross profit


(9)


(8)


(5)


(25)


(15)












Gross margin


N/A


N/A


N/A


N/A


N/A












Operating expenses


4,765


2,337


5,443


10,462


13,573

Operating loss, a GAAP measure


$  (4,774)


$  (2,345)


$  (5,448)


$  (10,487)


$  (13,588)

Other income (expense), net


364


268


46


651


105

Foreign currency (gain) loss


(349)


(272)


(47)


(624)


(62)

Depreciation and amortization


28


25


29


82


85

Fair value adjustments to contingent consideration liability






(1,040)

Restructuring and other charges


118


165


1,017


573


4,906

Stock-based compensation


727


367


2,518


1,789


3,789












Contribution margin, a non-GAAP measure


$  (3,886)


$  (1,792)


$  (1,885)


$  (8,016)


$  (5,805)

 

RealNetworks, Inc. and Subsidiaries

Reconciliation of Net loss to adjusted EBITDA, a non-GAAP measure

(Unaudited)




2022


2021


2022


2021



Q3


Q2


Q3


 YTD


 YTD



(in thousands)












Reconciliation of GAAP Net loss to adjusted EBITDA:


















Net loss


$    (6,668)


$     (5,136)


$     (7,668)


$   (17,029)


$   (19,707)

Income tax expense


16


60


6


159


133

Interest expense


3


22


27


47


146

Interest income


(7)


(7)


(7)


(21)


(27)

Loss on equity and other investments, net


207


410


1,229


806


6,070

Foreign currency (gain) loss


(349)


(272)


(47)


(624)


(62)

Depreciation and amortization


136


204


203


530


600

Fair value adjustments to contingent consideration liability






(1,040)

Gain on forgiveness of Paycheck Protection Program loan






(2,897)

Gain on deconsolidation of subsidiary






(1,961)

Restructuring and other charges


118


165


1,017


573


4,906

Stock-based compensation


727


367


2,518


1,789


3,789

   Adjusted EBITDA, a non-GAAP measure


$     (5,817)


$     (4,187)


$     (2,722)


$   (13,770)


$   (10,050)

 

RealNetworks Logo

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/realnetworks-announces-third-quarter-2022-financial-results-301672068.html

SOURCE RealNetworks, Inc.