RMG Networks Reports Third Quarter 2013 Results
Pro Forma Combined Total Revenues of $16.4 Million Grew 13% From
Same Period 2012; Announced Significant Expansion of Advertising
Media Network; Debt to Be Reduced by a Further $15.2 Million
DALLAS, TX--(Marketwired - Nov 14, 2013) - RMG Networks Holding
Corporation, or RMG Networks, (NASDAQ: RMGN) a leading provider of
technology-driven video advertising and visual communications
solutions, announced its results for the third quarter ended
September 30, 2013.
Business Highlights from the Quarter
- Pro forma combined total revenues increased 13% from Q3
2012.
- Continued execution on international expansion strategy by
establishing offices, adding sales staff, or adding customers in
Singapore, China, and Brazil. Continued investment in expanding
sales and services resources by adding 16 new revenue generating or
sales supporting employees in the quarter.
- Entered into a strategic, long-term relationship with Regus,
the global workplace provider, to develop the RMG Office Media
Network, the US' largest in-office digital media network, to engage
audiences with sight, sound, and motion across approximately 650
Regus business centers in the US. The relationship demonstrates RMG
Networks' revenue synergy potential in providing combined video
advertising and technology solutions.
- Completed previously announced follow-on equity issuance and
used a portion of the proceeds to pay down $10.3 million of debt
within the quarter. Subsequently amended credit facility and expect
to repay additional $15.2 million of borrowings. Amended credit
facility lowers effective interest rate to 8% and eliminates
scheduled principal payments. Combined debt repayments and credit
facility amendment expected to result in annual interest and
principal repayment savings of over $5 million in 2014.
Garry McGuire, CEO of RMG Networks, commented, "RMG made
significant progress during the third quarter, executing our
end-to-end solutions strategy. We developed a significant
partnership to launch a major office media network and have
continued our efforts to expand our market opportunity. I am
particularly encouraged that we are continuing in Q3 the strong
year-over-year top line growth we also reported in Q2, especially
in the context of 2013 being a year of investment and integration
and before a number of our expected growth initiatives have fully
produced results."
Mr. McGuire concluded, "Our continued investments in our
platform are intended to drive future revenue growth and deliver
profitability through operating leverage. Our focus for the
remainder of the year is on stringently executing our growth plan,
cross-selling opportunities between our two businesses, adding new
ad inventory and inventory partners, expanding our geographic reach
and continuing to expand our solutions portfolio. RMG Network's
mission is to be the leader in the ad-tech-video media marketplace
through organic growth and by acting as a consolidator of our
fragmented industry."
Third Quarter 2013 Review
RMG Networks completed the business combinations of Reach Media
Group Holdings, Inc. and Symon Holdings Corporation, or Symon, on
April 8 and April 19, 2013, respectively. Symon was determined to
be the Predecessor Company for accounting purposes and accordingly
Symon's historical financials are included for comparison in RMG
Networks' "as-reported" financials. Because Symon recorded results
of operations on a January 31 fiscal year and because the results
of Reach Media Group Holdings, Inc. are not included in Predecessor
Company financials, third quarter 2013 results as-reported are not
comparable with the Predecessor Company's results for third quarter
2012. Therefore, for ease of comparison, we provide in the
following results and tables pro forma combined adjusted results
for the 2013 and 2012 third quarters as if the companies had
existed as a combined entity for the relevant periods.
Pro Forma Combined
Adjusted Results Total third quarter 2013 revenues were
$16.4 million, an increase of 13% from $14.6 million in the third
quarter of 2012.
- Advertising revenue of $4.3 million decreased 14% from $5.0
million in third quarter 2012 due to a record campaign from one of
our advertisers that represented 20% of our Q3 2012 advertising
revenue and did not reoccur in Q3 2013.
- Product sales revenue of $5.5 million increased 44% from $3.8
million in third quarter 2012 due to increasing demand from
businesses looking to utilize digital video and visualization
solutions in their workplace.
- Maintenance and content services revenue of $4.1 million
remained relatively flat from $4.3 million in third quarter
2012.
- Professional services revenue of $2.6 million increased 67%
from $1.5 million in third quarter 2012 due to an increase in our
professional services resources and greater product sales.
Operating loss was $4.4 million compared to operating loss of
$2.8 million in the third quarter of 2012. This increased loss is
attributable to lower gross margin as a percentage of sales in the
current year period, primarily resulting from lower advertising
revenue versus our fixed advertising sales costs, and higher
operational expenses in the current year period as the company
invests in new sales and marketing staff to support growth
initiatives. In addition, the company recognized $0.8 million in
transaction-related costs and $0.6 million in stock based
compensation expense.
Adjusted EBITDA loss was $1.4 million compared to profit of $1.8
million in the third quarter of 2012, decreasing for the reasons
described above.
Reported
Results Total revenue for the successor company for the
quarter ended September 30, 2013 was $15.6 million; total revenue
for the predecessor company for the quarter ended October 31, 2012
was $8.5 million.
Operating loss for the successor company for the quarter ended
September 30, 2013 was $5.3 million; operating income for the
predecessor company for the quarter ended October 31, 2012 was $0.7
million.
Growth Outlook
RMG continues to anticipate double-digit year-over-year revenue
growth for the balance of 2013 and 2014. For the full year 2013,
the company expects total pro forma combined adjusted revenue to be
$71 million to $76 million, which is slightly below the range
previously provided due to a slower than expected ramp up in
certain of the company's international expansion and new product
roll-out initiatives. The company believes that continuing its
investments in revenue-generating sales and marketing resources
during the second half of the year was and is important to capture
the market opportunities before it. Accordingly, it anticipates
that 2013 Adjusted EBITDA will be between $(1.0) million and $1.0
million. The company expects a robust Q4 in its core businesses,
with gross margin improvements versus those experienced in Q3 and a
strong finish to the year. The fourth quarter is traditionally the
strongest revenue-generating quarter for both business units and
that pattern is expected to continue.
Beyond 2013, the company continues to target organic revenue
growth in its existing combined core Media and Enterprise
businesses of 20+% per year with an additional 5% to 15% revenue
growth from organic geographic, network and product expansion.
Expected M&A activities would supplement these revenue growth
rates. With an underlying platform established through investment
in 2013, the company continues to expect achieving significant
operating leverage and Adjusted EBITDA growth in 2014 and beyond.
The company is choosing to provide its guidance in this new format
to account for the reality that the growth in its business is not
perfectly linear. The company, however, is not changing its view
regarding the assumptions underlying its growth targets or the
strength of its future prospects.
Conference Call Management will host a conference call
to discuss these results today, Thursday November 14, 2013 at 9:00
a.m. ET. To access the call, please dial 877-280-4961 (toll
free) or 857-224-7318 and
passcode # 37920962. The conference call will also be broadcast
live over the Internet with an accompanying slide presentation,
which can be accessed via the Investor Relations section of RMG's
web site at
http://ir.rmgnetworks.com/phoenix.zhtml?c=251935&p=irol-calendar.
All participants should call or access the website approximately 10
minutes before the conference begins. The webcast and slide
presentation will be available for replay for 90 days.
A telephonic replay of this conference call will also be
available by dialing 888-286-8010 (toll
free) or 617-801-6888
(passcode: 88017677) from noon ET on November 14, 2013 until
midnight ET on November 17, 2013.
ABOUT RMG NETWORKS RMG Networks (NASDAQ: RMGN) is a
global leader in the digital signage media industry. The company
delivers digital signage media solutions for corporate networks,
consumer networks, and advertising networks, including nearly 70%
of the Fortune 500. RMG operates an Advertising Media business unit
that sells digital video advertising across a network of over
200,000 display screens, reaching 100 million consumers each month.
RMG also operates an Enterprise Solutions business unit that
provides digital signage data visualization solutions for a variety
of application areas including contact centers, supply chain,
employee communications, hospitality, higher education, financial
services, healthcare and retail. The company is headquartered in
Dallas, Texas with offices in the United States, United Kingdom,
China, India, Singapore and the U.A.E. For more information, visit
http://www.rmgnetworks.com.
Non-GAAP FINANCIAL MEASURES This release includes
certain non-GAAP financial measures as defined under SEC
regulations, including Adjusted EBITDA. In evaluating its business,
RMG Networks considers and uses Adjusted EBITDA as a supplemental
measure of its operating performance, and believes that many of the
company's investors use this non-GAAP measure to monitor the
company's performance. This measure should not be considered as a
substitute for the most directly comparable GAAP measures and
should not be used in isolation, but in conjunction with these GAAP
measures. Definitions and reconciliations between non-GAAP measures
and relevant GAAP measures are set forth in the tables at the end
of this press release.
FORWARD LOOKING STATEMENT This press release contains
"forward-looking statements" within the meaning of the safe harbor
provisions of the U.S. Private Securities Litigation Reform Act of
1995. Forward-looking statements can be identified by words such
as: "anticipate," "intend," "plan," "goal," "seek," "believe,"
"project," "estimate," "expect," "strategy," "future," "likely,"
"may," "should," "will" and similar references to future periods.
Examples of forward-looking statements include, among others,
statements we make regarding guidance relating to future financial
performance, expected operating results, such as revenue growth,
and efforts to grow our business.
Forward-looking statements are neither historical facts nor
assurances of future performance. Instead, they are based only on
our current beliefs, expectations and assumptions regarding the
future of our business, future plans and strategies, projections,
anticipated events and trends, the economy and other future
conditions. Because forward-looking statements relate to the
future, they are subject to inherent uncertainties, risks and
changes in circumstances that are difficult to predict and many of
which are outside of our control. Our actual results and financial
condition may differ materially from those indicated in the
forward-looking statements. Therefore, you should not rely on any
of these forward-looking statements. Important factors that could
cause our actual results and financial condition to differ
materially from those indicated in the forward-looking statements
include, among others, the following: the company's success in
retaining or recruiting, or changes required in, its management and
other key personnel; the limited liquidity and trading volume of
the company's securities; Reach Media Group's ("RMG") history of
incurring significant net losses and limited operating history; the
competitive environment in the advertising markets in which the
company operates; the risk that the anticipated benefits of the
combination of RMG or Symon Holdings Corporation, or of other
acquisitions that the company may complete, may not be fully
realized; the risk that any projections, including earnings,
revenues, margins or any other financial items are not realized;
changing legislation and regulatory environments; business
development activities, including the company's ability to contract
with, and retain, customers on attractive terms; the general
volatility of the market price of the company's common stock; risks
and costs associated with regulation of corporate governance and
disclosure standards (including pursuant to Section 404 of the
Sarbanes-Oxley Act); and general economic conditions.
Any forward-looking statement made by us in this press release
is based only on information currently available to us and speaks
only as of the date on which it is made. We undertake no obligation
to publicly update any forward-looking statement, whether written
or oral, that may be made from time to time, whether as a result of
new information, future developments or otherwise.
|
|
|
|
RMG Networks Holding Corporation |
|
Consolidated Balance Sheets |
|
|
|
|
|
Successor Company September 30, 2013 |
|
|
Predecessor Company January 31, 2013 |
|
Assets |
|
(Unaudited) |
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
28,286,699 |
|
|
$ |
10,203,169 |
|
|
|
Accounts receivable, net |
|
|
14,113,992 |
|
|
|
9,061,229 |
|
|
|
Inventory, net |
|
|
3,772,803 |
|
|
|
2,988,766 |
|
|
|
Deferred tax assets |
|
|
231,383 |
|
|
|
372,618 |
|
|
|
Other
current assets |
|
|
1,282,461 |
|
|
|
686,099 |
|
Total current assets |
|
|
47,687,338 |
|
|
|
23,311,881 |
|
Property and equipment, net |
|
|
1,948,797 |
|
|
|
963,069 |
|
Intangible assets, net |
|
|
37,149,671 |
|
|
|
2,584,443 |
|
Goodwill |
|
|
31,028,723 |
|
|
|
10,972,547 |
|
Loan Origination fees |
|
|
682,900 |
|
|
|
- |
|
Other assets |
|
|
1,201,925 |
|
|
|
112,054 |
|
Total assets |
|
$ |
119,699,354 |
|
|
$ |
37,943,994 |
|
Liabilities and Stockholders' equity |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
3,231,753 |
|
|
$ |
4,150,730 |
|
|
|
Revenue share liabilities |
|
|
1,833,061 |
|
|
|
- |
|
|
|
Accrued liabilities |
|
|
3,562,635 |
|
|
|
1,925,901 |
|
|
|
Note
payable - current |
|
|
2,400,000 |
|
|
|
- |
|
|
|
Deferred revenue |
|
|
7,229,648 |
|
|
|
10,438,487 |
|
|
|
Capital leases and other |
|
|
70,764 |
|
|
|
- |
|
Total current liabilities |
|
|
18,327,861 |
|
|
|
16,515,118 |
|
Notes payable - non current |
|
|
20,791,410 |
|
|
|
- |
|
Warrant liability |
|
|
8,362,667 |
|
|
|
- |
|
Deferred revenue - non current |
|
|
331,104 |
|
|
|
1,073,223 |
|
Deferred tax liabilities |
|
|
7,073,288 |
|
|
|
704,496 |
|
Deferred rent |
|
|
228,520 |
|
|
|
- |
|
Capital leases and other |
|
|
523,979 |
|
|
|
- |
|
Total liabilities |
|
|
55,638,829 |
|
|
|
18,292,837 |
|
Commitment and Contingencies |
|
|
|
|
|
|
|
|
Stockholders' equity: |
|
|
|
|
|
|
|
|
|
Common stock, $.0001 par value, (250,000,000 shares
authorized;11,770,583 shares issued and outstanding at September
30, 2013) |
|
|
1,177 |
|
|
|
- |
|
|
Common stock - Class L, $0.01 par value, (1,000,000
shares authorized, issued and outstanding at January 31, 2013) |
|
|
- |
|
|
|
10,000 |
|
|
Common stock - Class A Non-voting, $0.01 par value,
(200,000 shares authorized, 68,889 shares issued and outstanding at
January 31, 2013 and 2012) |
|
|
- |
|
|
|
689 |
|
|
Additional paid-in capital |
|
|
75,265,351 |
|
|
|
10,149,643 |
|
|
Accumulated comprehensive income (loss) |
|
|
230,758 |
|
|
|
(38,940 |
|
|
Notes receivable - restricted stock |
|
|
- |
|
|
|
(207,025 |
) |
|
Retained earnings (accumulated deficit) |
|
|
(11,436,761 |
) |
|
|
9,736,790 |
|
Total stockholders' equity |
|
|
64,060,525 |
|
|
|
19,651,157 |
|
Total liabilities and stockholders' equity |
|
$ |
119,699,354 |
|
|
$ |
37,943,994 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RMG Networks Holding Corporation |
|
Consolidated Statements of Comprehensive Income /
(Loss) |
|
(Unaudited) |
|
|
|
|
|
Successor Company July 1 Through September 30,
2013 |
|
|
Predecessor Company August 1 Through October 31,
2012 |
|
Revenue: |
|
|
|
|
|
|
|
|
|
Advertising |
|
$ |
4,308,717 |
|
|
$ |
- |
|
|
Products |
|
|
5,460,746 |
|
|
|
2,649,929 |
|
|
Maintenance and content services |
|
|
3,232,466 |
|
|
|
4,205,005 |
|
|
Professional services |
|
|
2,580,894 |
|
|
|
1,633,319 |
|
Total Revenue |
|
|
15,582,823 |
|
|
|
8,488,253 |
|
Cost of Revenue: |
|
|
|
|
|
|
|
|
|
Advertising |
|
|
3,352,016 |
|
|
|
- |
|
|
Products |
|
|
3,729,288 |
|
|
|
1,737,357 |
|
|
Maintenance and content services |
|
|
873,340 |
|
|
|
461,931 |
|
|
Professional services |
|
|
1,344,836 |
|
|
|
1,294,542 |
|
Total Cost of Revenue |
|
|
9,299,480 |
|
|
|
3,493,830 |
|
Gross Profit |
|
|
6,283,343 |
|
|
|
4,994,423 |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
Sales and marketing |
|
|
4,324,370 |
|
|
|
1,793,627 |
|
|
General and administrative |
|
|
3,888,646 |
|
|
|
1,635,405 |
|
|
Research and development |
|
|
904,610 |
|
|
|
474,728 |
|
|
Acquisition expenses |
|
|
789,653 |
|
|
|
0 |
|
|
Depreciation and amortization |
|
|
1,679,344 |
|
|
|
375,552 |
|
Total operating expenses |
|
|
11,586,623 |
|
|
|
4,279,312 |
|
Operating income (loss) |
|
|
(5,303,280 |
) |
|
|
715,111 |
|
Other Income (Expense): |
|
|
|
|
|
|
|
|
|
Warrant liability income |
|
|
2,090,667 |
|
|
|
- |
|
|
Interest expense and other - net |
|
|
(949,671 |
) |
|
|
(7,667 |
) |
Income (loss) before income taxes |
|
|
(4,162,284 |
) |
|
|
707,444 |
|
Income tax expense |
|
|
- |
|
|
|
205,274 |
|
Net income (loss) |
|
|
(4,162,284 |
) |
|
|
502,170 |
|
Other comprehensive income (loss) |
|
|
|
|
|
|
|
|
|
|
Foreign currency translation adjustments |
|
|
178,661 |
|
|
|
16,004 |
|
Total comprehensive income (loss) |
|
$ |
(3,983,623 |
) |
|
$ |
518,174 |
|
Net income (loss) per share: |
|
|
|
|
|
|
|
|
|
Basic and dilutive net income (loss) per share of
Common Stock |
|
$ |
(.46 |
) |
|
$ |
|
|
|
Basic and dilutive net income (loss) per share of Class
L Common Stock |
|
|
- |
|
|
|
.50 |
|
|
Basic and dilutive net income (loss) per share of Class
A Non-Voting Common Stock |
|
|
- |
|
|
|
- |
|
|
Weighted average shares used in computing basic and
dilutive net income (loss) per share of Common Stock |
|
$ |
9,028,083 |
|
|
$ |
|
|
|
Weighted average shares used in computing basic and
dilutive net income (loss) per share of Class L Common Stock |
|
|
|
|
|
|
1,000,000 |
|
|
Weighted average shares used in computing basic and
dilutive net income (loss) per share of Class A Non-Voting Common
Stock |
|
|
|
|
|
|
82,778 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RMG Networks Holding Corporation |
|
Pro Forma Consolidated Statements of Income |
|
|
|
|
|
Third Quarter |
|
|
|
2013 |
|
|
2012 |
|
Revenue: |
|
|
|
|
|
|
|
|
|
Advertising |
|
$ |
4,308,717 |
|
|
$ |
4,998,519 |
|
|
Products |
|
|
5,460,746 |
|
|
|
3,791,604 |
|
|
Maintenance and content services * |
|
|
4,095,106 |
|
|
|
4,266,849 |
|
|
Professional services |
|
|
2,580,894 |
|
|
|
1,548,125 |
|
Total Revenue |
|
|
16,445,463 |
|
|
|
14,605,097 |
|
Cost of Revenue |
|
|
9,299,481 |
|
|
|
6,319,657 |
|
Gross Profit |
|
|
7,145,982 |
|
|
|
8,285,440 |
|
Operating Expenses |
|
|
11,586,623 |
|
|
|
11,044,896 |
|
|
|
Operating Income (Loss) |
|
$ |
(4,440,641 |
) |
|
$ |
(2,759,456 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RMG Networks Holding Corporation |
|
Consolidated Statements of Cash Flows |
|
For The Nine Months Ended September 30, 2013 |
|
(Unaudited) |
|
|
|
|
Successor Company April 20 Through September 30,
2013 |
|
RMG January 1 through April 19, 2013 |
|
|
Predecessor Company February 1 Through April 19,
2013 |
|
|
Predecessor Company February 1 Through October 31,
2012 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from operating activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
$ |
(11,436,761 |
) |
|
$ |
(7,216,166 |
) |
|
$ |
(2,553,556 |
) |
|
$ |
1,849,908 |
|
|
|
Adjustments to reconcile net income (loss) to net cash
provided by operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in warrant liability |
|
1,829,333 |
|
|
|
2,733,334 |
|
|
|
- |
|
|
|
- |
|
|
|
Non-cash stock issuance |
|
- |
|
|
|
2,200,000 |
|
|
|
- |
|
|
|
- |
|
|
|
Cancellation of non-cash stock issuance |
|
- |
|
|
|
(1,200,000 |
) |
|
|
- |
|
|
|
- |
|
|
|
Stock-based compensation |
|
557,641 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
Non-cash consulting expense |
|
80,000 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
Interest capitalized as debt |
|
135,000 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
Depreciation and amortization |
|
2,971,620 |
|
|
|
8,139 |
|
|
|
140,293 |
|
|
|
1,026,914 |
|
|
|
Deferred tax provision (benefit) |
|
- |
|
|
|
- |
|
|
|
(12,294 |
) |
|
|
45,159 |
|
|
|
Other non-cash expense (income), net |
|
- |
|
|
|
- |
|
|
|
(2,054 |
) |
|
|
(6,885 |
) |
|
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable |
|
(2,608,668 |
) |
|
|
(335,961 |
) |
|
|
2,846,332 |
|
|
|
(202,262 |
) |
|
|
|
Inventory |
|
(295,315 |
) |
|
|
- |
|
|
|
(488,722 |
) |
|
|
405,247 |
|
|
|
|
Other
current assets |
|
(188,155 |
) |
|
|
(38,929 |
) |
|
|
(154,529 |
) |
|
|
41,146 |
|
|
|
|
Other
assets, net |
|
(34,994 |
) |
|
|
- |
|
|
|
12,572 |
|
|
|
58,940 |
|
|
|
|
Accounts payable |
|
(159,338 |
) |
|
|
45,078 |
|
|
|
(2,978,808 |
) |
|
|
(137,735 |
) |
|
|
|
Accrued liabilities |
|
(1,435,808 |
) |
|
|
(358,726 |
) |
|
|
(765,937 |
) |
|
|
(813,825 |
) |
|
|
|
Deferred revenue |
|
378,732 |
|
|
|
- |
|
|
|
(372,579 |
) |
|
|
23,959 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating
activities |
|
(10,206,713 |
) |
|
|
(4,163,231 |
) |
|
|
(4,329,282 |
) |
|
|
2,290,566 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition of Reach Media Group Holdings, Inc. |
|
- |
|
|
|
(21,010,000 |
) |
|
|
- |
|
|
|
- |
|
|
|
Acquisition of Symon Holdings Corporation |
|
(209,079 |
) |
|
|
(43,476,749 |
) |
|
|
- |
|
|
|
- |
|
|
|
Purchases of property and equipment |
|
(775,055 |
) |
|
|
- |
|
|
|
(86,470 |
) |
|
|
(398,379 |
) |
Net cash provided by (used in) investing
activities |
|
(984,134 |
|
|
|
(64,486,749 |
) |
|
|
(86,470 |
) |
|
|
(398,379 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from Trust Account |
|
- |
|
|
|
80,010,661 |
|
|
|
- |
|
|
|
- |
|
|
|
Payment for public shares tendered |
|
- |
|
|
|
(45,512,280 |
) |
|
|
- |
|
|
|
- |
|
|
|
Proceeds from debt |
|
- |
|
|
|
34,000,000 |
|
|
|
- |
|
|
|
- |
|
|
|
Proceeds from stock issuance |
|
39,115,785 |
|
|
|
5,000,000 |
|
|
|
- |
|
|
|
- |
|
|
|
Proceeds from sponsor notes payable |
|
- |
|
|
|
635,000 |
|
|
|
- |
|
|
|
- |
|
|
|
Payment of sponsor note payable |
|
- |
|
|
|
(295,000 |
) |
|
|
- |
|
|
|
- |
|
|
|
Payment of stockholder note payable |
|
- |
|
|
|
(200,000 |
) |
|
|
- |
|
|
|
- |
|
|
|
Loan origination fees |
|
249,650 |
|
|
|
(980,000 |
) |
|
|
- |
|
|
|
- |
|
|
|
Repayments of debt |
|
(10,943,590 |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
Net cash provided by (used in) financing
activities |
|
28,421,845 |
|
|
|
72,658,381 |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash |
|
230,758 |
|
|
|
- |
|
|
|
(121,144 |
) |
|
|
53,442 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash
equivalents |
|
17,461,756 |
|
|
|
4,008,401 |
|
|
|
(4,536,896 |
) |
|
|
1,945,629 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, beginning of period |
|
10,824,943 |
|
|
|
1,150,269 |
|
|
|
10,203,169 |
|
|
|
3,836,691 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents, end of period |
$ |
28,286,699 |
|
|
$ |
5,158,670 |
|
|
$ |
5,666,273 |
|
|
$ |
5,782,320 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosures of cash flow information: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash paid during the year for interest |
$ |
1,247,465 |
|
|
$ |
- |
|
|
$ |
2,053 |
|
|
$ |
25,017 |
|
|
|
Cash paid during the year for income taxes |
$ |
0 |
|
|
$ |
- |
|
|
$ |
150,000 |
|
|
$ |
1,294,730 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RMG Networks Holding Corporation |
|
Pro-Forma Calculation of Adjusted EBITDA |
|
|
|
|
|
Third Quarter |
|
|
|
2013 |
|
|
2012 |
|
Reconciliation of Operating Income (Loss) to
Adjusted EBITDA - |
|
|
|
|
|
|
|
|
Operating Income (Loss) |
|
$ |
(5,303,280 |
) |
|
$ |
(2,759,456 |
) |
Add: |
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
1,679,344 |
|
|
|
1,604,414 |
|
Acquisition expenses |
|
|
789,653 |
|
|
|
0 |
|
Impairment of goodwill and intangibles |
|
|
0 |
|
|
|
2,915,420 |
|
Stock-based compensation |
|
|
557,641 |
|
|
|
0 |
|
Revenues that would have been recognized during the
period had the balance in deferred revenue at the acquisition date
not been required to be to be adjusted to market value at the
acquisition date in accordance with GAAP purchase accounting
guidelines |
|
|
862,640 |
|
|
|
0 |
|
|
|
Adjusted EBITDA |
|
$ |
(1,414,002 |
) |
|
$ |
1,760,378 |
|
|
|
|
|
|
|
|
|
|
Contact: For RMG Networks Holding Corporation Investor
Carolyn M. Capaccio 212-838-3777
Email Contact or Media TallGrass Public Relations Shawn
Roberts 415-305-6456
Email Contact
Rmg Networks Holding Corp. (delisted) (NASDAQ:RMGN)
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From Aug 2024 to Sep 2024
Rmg Networks Holding Corp. (delisted) (NASDAQ:RMGN)
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From Sep 2023 to Sep 2024