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      REALNETWORKS ANNOUNCES THIRD QUARTER 2022 FINANCIAL RESULTS

      RealNetworks Logo

      News provided by

      RealNetworks, Inc.

      Nov 08, 2022, 16:01 ET

      Share this article

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      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)

      SOURCE RealNetworks, Inc.

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