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      SouthPeak Interactive Corporation Reports Fiscal 2011 Second Quarter Financial Results


      News provided by

      SouthPeak Interactive Corporation

      Feb 17, 2011, 07:19 ET

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      MIDLOTHIAN, Va., Feb. 17, 2011 /PRNewswire/ -- SouthPeak Interactive Corporation (OTC Bulletin Board: SOPK), today announced financial results for the fiscal 2011 second quarter which ended December 31, 2010.

      Second Quarter Fiscal 2011 Financial Highlights

      • Net revenues of $7.5 million, compared with $10.1 million in the comparable period in fiscal 2010
      • Total operating expenses decreased by 37% to $3.3 million, compared with $5.3 million in the second quarter of fiscal 2010
      • Net loss was ($2.1) million, or ($0.04) per share, compared with a net loss of ($2.6) million, or ($0.06) per diluted share in the comparable period in fiscal 2010
      • Adjusted EBITDA(1) was ($615,000), compared with an adjusted EBITDA of $1.3 million in the prior fiscal year period

      Second Quarter Fiscal 2011 and Recent Business Highlights

      • Successfully won the legal dispute with Nobilis, regaining our rights to My Baby First Steps
      • Announced a strategic relationship with NVIDIA to pursue mobile and tablet gaming
      • Released our first educational product, Tap & Teach: The Story of Noah's Ark (Nintendo DS)
      • Increased catalog sales to approximately 29% of total sales
      • Commenced marketing campaign for the January release of Two Worlds II (Xbox 360, PS3 and PC)

      "In regaining our rights to the highly popular My Baby First Steps we experienced a significant legal victory. We capitalized upon this returning My Baby to the retail channel, where we hope to continue the phenomenal sales initiated by our innovative marketing and PR strategies," said Melanie Mroz, President and CEO of SouthPeak. "In addition, the quarter saw excellent progress as we look to the future and our digital strategy, which included the acquisition of an industry veteran to lead this important part of our business model. Furthermore, our operational strategy delivered positive changes including continued and substantial expense reductions, effectively aligning our cost structure with our anticipated revenue stream."

      Terry Phillips, Chairman of SouthPeak, added, "During this quarter, our substantial investment in the release of Two Worlds II delivered terrific momentum and broad-scale consumer anticipation and excitement. We are also thrilled by our new relationship with NVIDIA; we believe that they are an ideal partner as we head toward our goal of becoming a market leader in mobile and tablet gaming."

      Second Quarter Fiscal 2011 Financial Summary

      For the second quarter that ended December 31, 2010, SouthPeak reported net revenues of $7.5 million, compared with $10.1 million in the second quarter ended December 31, 2009. The decrease in revenues was primarily due to a 28% decrease in the number of units shipped in the fiscal 2011 period. Average net revenue per videogame unit sold increased 3%, from $15.60 to $16.10 for the three months that ended December 31, 2009 and 2010, respectively. This increase in revenue per unit shipped was attributed to the fact that titles released in the fiscal 2011 period included games for the Xbox 360 and PS3, which sell at a higher MSRP, whereas the releases in the fiscal 2010 period only included Nintendo DS and Wii product, which sell at a lower MSRP.

      For the three months that ended December 31, 2010, gross profit decreased to $978,000, or 13% of revenues, from $3.2 million, or 32% of revenues, in the comparable period in 2009. The decrease in gross profit was due primarily to increased royalty expense associated with the sale of co-publishing titles during the three months ended December 31, 2010 versus the prior period.

      Total operating expenses for the second quarter of fiscal 2011 decreased by 37% to $3.3 million, compared with $5.3 million in the second quarter of fiscal 2010. The decrease in operating expenses for the fiscal 2011 period was due primarily to a 56% reduction in sales and marketing expense to $974,000, compared with $2.2 million in the comparable prior year period. The reduction in sales and marketing costs was due to lower direct spending as a result of releasing fewer titles and operational cost reductions. The decrease in operating expenses was also attributed to $3.1 million in litigation costs associated with legal fees and a UK judgment associated with SouthPeak's legal proceedings with CDV Software Entertainment A.G during the three months ended December 31, 2009.

      GAAP net loss for the second quarter of fiscal 2011 was ($2.1) million, or ($0.04) per share based on 57.3 million weighted average shares outstanding, compared with GAAP net loss of ($2.6) million, or ($0.06) per diluted share, based on 45.0 million weighted average shares outstanding in the second quarter of fiscal 2010.

      Adjusted EBITDA for the second quarter of fiscal 2011 was ($615,000), compared with adjusted EBITDA of $1.3 million in the prior fiscal year period.

      SouthPeak's financial results for the period that ended December 30, 2010 were prepared on a going concern basis. SouthPeak has taken steps to maintain its viability as a going concern and improve its prospects by attempting to expeditiously resolve its contingencies for amounts significantly less than currently accrued for, in order to reduce aggregate liabilities on the Company's condensed consolidated balance sheet and on payment terms manageable by the Company, reducing costs and expenses, selling additional product, and raising additional capital. SouthPeak has also invested in key new titles from which the anticipated profits should help improve its financial prospects.

      While the Company is committed to pursuing options to continue to address its viability as a going concern, there can be no assurance that the Company's efforts will prove successful.

      Use of Non-GAAP Financial Information

      To supplement SouthPeak's consolidated condensed financial statements presented on a GAAP basis, SouthPeak also presents certain non-GAAP measures including non-GAAP net income (loss) and adjusted EBITDA information in this press release. The company presents the following non-GAAP measures of results: operating income and earnings per share.  Each is adjusted to exclude special items.

      The company's management believes these non-GAAP measures provide investors, potential investors, securities analysts and others with useful information to evaluate the performance of the business, because they exclude losses that management believes are not indicative of the ongoing operating results of the business.  In addition, these non-GAAP measures are used by management to evaluate the operating performance of the company.  The presentation of this additional information is not meant to be considered in isolation or as a substitute for operating income or earnings per share as determined in accordance with GAAP.

      The Company uses the non-GAAP measure of EBITDA as an indication of the Company's operating trends. SouthPeak defines adjusted EBITDA as earnings before interest, taxes, depreciation and amortization.




      Three Months Ended

      December 31,




      2010


      2009








      Net Loss


      $ (2,082,835)


      $ (2,642,266)


      Depr & Amort


      67,031


      65,095


      Amort intellectual property


      95,893


      99,551


      Income taxes


      -


      -


      Interest


      1,244,436


      508,858


      EBITDA


      $ (675,475)


      $ (1,968,762)


      Noncash stock compensation


      60,681


      203,724


      Reserve adjustments:






      Loss reserved for CDV litigation


      -


      3,075,206


      Adjusted EBITDA


      $ (614,794)


      $ 1,310,168











      About SouthPeak Interactive Corporation

      SouthPeak Interactive Corporation develops and publishes interactive entertainment software for all current hardware platforms including: PlayStation®3 computer entertainment system, PSP® (PlayStation®Portable) system, PlayStation®2 computer entertainment system, PSP®go system, Xbox 360® videogame and entertainment system, Wii™, Nintendo DS™, Nintendo DSi™ and PC. SouthPeak's games cover all major genres including action/adventure, role playing, racing, puzzle strategy, fighting and combat. SouthPeak's products are sold in retail outlets in North America, Europe, Australia and Asia. SouthPeak is headquartered in Midlothian, Virginia, and has offices in Grapevine, Texas and Leicester, England.

      SouthPeak's extensive portfolio of over 50 interactive entertainment games spans a variety of platforms and genres including RPG, simulation, FPS, sports, strategy, puzzle and fighting.  

      For additional information, please visit SouthPeak's corporate website: www.southpeakgames.com.

      If you would like to be added to SouthPeak's email list to receive news directly, please send your request to [email protected].

      Forward-Looking Statements

      This release contains "forward-looking" statements that are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. These are statements that are predictive in nature, that depend upon or refer to future events or conditions, or that include words such as "may," "will," "expects," "projects," "anticipates," "estimates," "believes," "intends," "plans," "should," "seeks," and similar expressions. This press release contains forward-looking statements relating to, among other things, SouthPeak's expectations and assumptions concerning future financial performance. Forward-looking statements involve known and unknown risks and uncertainties that may cause actual future results to differ materially from those projected or contemplated in the forward-looking statements. Forward-looking statements may be significantly impacted by certain risks and uncertainties described in SouthPeak's filings with the Securities and Exchange Commission.

      The risks and uncertainties referred to above include, but are not limited to, risks associated with SouthPeak's potential inability to compete with larger businesses in its industry, the limitations of SouthPeak's business model, SouthPeak's potential inability to anticipate and adapt to changing technology, the possibility that SouthPeak may not be able to enter into publishing arrangements with some developers, SouthPeak's dependence on vendors to meet its commitments to suppliers, SouthPeak's dependence on hardware manufactures to publish new videogames, SouthPeak's potential inability to recuperate the up-front license fees paid to console manufacturers, SouthPeak's dependence on a limited number of customers, SouthPeak's potential dependence on the success of a few videogames, SouthPeak's dependence on developers to deliver their videogames on time, the potential of litigation, interference with SouthPeak's business from the adoption of governmental regulations; and the inability to obtain additional financing to grow its business.

      (1) Adjusted EBITDA is a non-GAAP measurement that the Company uses as a metric to provide information about SouthPeak's operating trends. SouthPeak defines adjusted EBITDA as earnings before interest, taxes, depreciation and amortization.

      SOUTHPEAK INTERACTIVE CORPORATION AND SUBSIDIARIES

      CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

      (Unaudited)




      For the three months ended

      December 31,



      For the six months ended

      December 31,




      2010



      2009



      2010



      2009



















      Net revenues


      $

      7,470,053



      $

      10,063,952



      $

      8,901,912



      $

      26,773,601



















      Cost of goods sold:

















         Product costs



      3,097,437




      5,149,597




      3,858,719




      8,696,283


         Royalties



      3,298,538




      1,618,962




      3,231,430




      6,619,633


         Intellectual property licenses



      95,893




      99,797




      191,786




      219,457



















             Total cost of goods sold



      6,491,868




      6,868,356




      7,281,935




      15,535,373



















      Gross profit



      978,185




      3,195,596




      1,619,977




      11,238,228



















      Operating expenses (income):

















         Warehousing and distribution



      282,327




      320,723




      348,416




      607,234


         Sales and marketing



      974,498




      2,215,620




      1,871,169




      5,870,676


         General and administrative



      2,091,082




      2,973,944




      4,023,397




      6,088,712


         Litigation costs



      -




      3,075,206




      -




      3,075,206


         Gain on settlement of trade payables



      -




      (3,256,489)




      (585,122)




      (3,256,489)



















             Total operating expenses



      3,347,907




      5,329,004




      5,657,860




      12,385,339



















      Loss from operations



      (2,369,722)




      (2,133,408)




      (4,037,883)




      (1,147,111)



















      Other expenses (income):

















         Change in fair value of warrant liability



      (1,531,323)




      -




      (3,062,646)




      -


         Interest and financing costs, net



      1,244,436




      508,858




      2,308,532




      808,174




































      Net loss



      (2,082,835)




      (2,642,266)




      (3,283,769)




      (1,955,285)



















      Basic loss per share:


      $

      (0.04)



      $

      (0.06)



      $

      (0.06)



      $

      (0.04)


      Diluted loss per share:


      $

      (0.04)



      $

      (0.06)



      $

      (0.06)



      $

      (0.04)



















      Weighted average number of common shares outstanding - Basic



      57,252,122




      45,039,292




      57,140,971




      44,930,125


      Weighted average number of common shares outstanding - Diluted



      57,252,122




      45,039,292




      57,140,971




      44,930,125





      SOUTHPEAK INTERACTIVE CORPORATION AND SUBSIDIARIES

      CONDENSED CONSOLIDATED BALANCE SHEETS





      December 31, 2010



      June 30, 2010




      (Unaudited)





      Assets














      Current assets:







      Cash and cash equivalents


      $

      78,631



      $

      92,893


      Accounts receivable, net of allowances of $928,451 and $5,700,931 at December 31, 2010 and June 30, 2010, respectively



      1,150,873




      3,703,825


      Inventories



      1,131,915




      1,211,301


      Current portion of advances on royalties



      11,911,559




      12,322,926


      Current portion of intellectual property licenses



      353,571




      383,571


      Related party receivables



      16,260




      34,509


      Prepaid expenses and other current assets



      457,836




      695,955











      Total current assets



      15,100,645




      18,444,980











      Property and equipment, net



      2,559,579




      2,667,992


      Advances on royalties, net of current portion



      1,920,978




      1,511,419


      Intellectual property licenses, net of current portion



      1,237,500




      1,534,286


      Goodwill



      7,911,800




      7,911,800


      Deferred debt issuance costs, net



      532,681




      -


      Intangible assets, net



      10,358




      17,025


      Other assets



      10,955




      11,280











      Total assets


      $

      29,284,496



      $

      32,098,782











      Liabilities and Shareholders' Equity


















      Current liabilities:









      Line of credit


      $

      -



      $

      3,830,055


      Due to factor in default



      864,902




      -


      Secured convertible debt in default, net of discount



      3,884,377




      950,000


      Warrant liability



      1,276,102




      -


      Current portion of long-term debt



      67,334




      65,450


      Production advance payable in default



      3,755,104




      3,755,104


      Accounts payable



      9,951,665




      12,663,788


      Accrued royalties



      4,455,312




      2,530,253


      Accrued expenses and other current liabilities



      4,877,623




      3,781,711


      Deferred revenues



      77,312




      325,301


      Due to related parties



      4,425




      2,200


      Accrued expenses - related parties



      341,618




      322,281


      Total current liabilities



      29,555,774




      28,226,143











      Long-term debt, net of current portion



      1,507,310




      1,541,081


      Total liabilities



      31,063,084




      29,767,224











      Shareholders' equity (deficit):


















      Preferred stock, $0.0001 par value; 5,000,000 shares authorized; no shares issued and outstanding at December 31, 2010 and June 30, 2010



      -




      -


      Series A convertible preferred stock, $0.0001 par value; 15,000,000 shares authorized; 5,503,833 shares issued and outstanding at December 31, 2010 and June 30, 2010, respectively; aggregate liquidation preference of $5,503,833 at December 31, 2010



      550




      550


      Common stock, $0.0001 par value; 190,000,000 and 90,000,000 shares authorized at December 31, 2010 and June 30, 2010, respectively; 60,181,870 and 59,774,370 shares issued and outstanding at December 31, 2010 and June 30, 2010, respectively



      6,018




      5,976


      Additional paid-in capital



      30,559,705




      31,154,835


      Accumulated deficit



      (32,257,094)




      (28,973,325)


      Accumulated other comprehensive income (loss)



      (87,767)




      143,522











      Total shareholders' equity (deficit)



      (1,778,588)




      2,331,558


      Total liabilities and shareholders' equity (deficit)


      $

      29,284,496



      $

      32,098,782





      SOUTHPEAK INTERACTIVE CORPORATION AND SUBSIDIARIES

      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

      (Unaudited)




      For the six months ended

      December 31,




      2010



      2009


      Cash flows from operating activities:







      Net loss


      $

      (3,283,769)



      $

      (1,955,285)


      Adjustments to reconcile net loss to net cash (used in) provided by operating activities:









      Depreciation and amortization



      132,142




      129,972


      Allowances for price protection, returns, and defective merchandise



      (2,463,231)




      (531,050)


      Bad debt expense, net of recoveries



      (49,161)




      (35,321)


      Stock-based compensation expense



      214,283




      359,920


      Common stock and warrants issued to vendor



      -




      104,500


      Amortization of royalties and intellectual property licenses



      960,543




      5,443,825


      Loss on disposal of fixed assets



      -




      4,839


      Amortization of debt discount and issuance costs



      924,403




      -


      Change in fair value of warrant liability



      (3,062,646)




      -


      Fair market value adjustment to common stock issued for advances on royalties



      (2,112)




      -


      Gain on settlement of trade payables



      (585,122)




      (3,256,489)











      Changes in operating assets and liabilities:









      Due to/from factor, net



      (1,395,186)




      -


      Accounts receivable



      7,325,432




      (1,788,962)


      Inventories



      79,386




      749,689


      Advances on royalties



      (1,575,876)




      (3,651,309)


      Related party receivables



      18,249




      (27,635)


      Prepaid expenses and other current assets



      238,119




      42,696


      Production advance payable



      -




      3,755,104


      Accounts payable



      (2,127,001)




      (4,318,114)


      Accrued royalties



      1,925,059




      1,279,109


      Accrued expenses and other current liabilities



      1,230,912




      1,988,225


      Accrued litigation costs



      -




      4,308,035


      Deferred revenues



      (247,989)




      (2,547,339)


      Accrued expenses - related parties



      19,337




      (47,478)











      Total adjustments



      1,559,541




      1,962,217











      Net cash (used in) provided by operating activities



      (1,724,228)




      6,932











      Cash flows from investing activities:









      Purchases of property and equipment



      (16,737)




      (65,544)


      Change in restricted cash



      -




      395,982


      Net cash (used in) provided by investing activities



      (16,737)




      330,438











      Cash flows from financing activities:









      Proceeds from line of credit



      -




      16,557,571


      Repayments of line of credit



      (3,830,055)




      (16,596,792)


      Proceeds from inventory financing



      1,710,281




      -


      Repayments of inventory financing



      (1,710,281)




      -


      Repayments of long-term debt



      (31,887)




      (25,013)


      Net proceeds from (repayments of) amounts due to shareholders



      -




      (232,440)


      Net proceeds from (repayments of) amounts due to related parties



      2,225




      (120,645)


      Proceeds from the issuance of subordinated convertible promissory notes



      7,000,000




      -


      Payment of debt issuance costs



      (733,959)




      -


      Repayment of subordinated convertible promissory notes



      (450,000)




      -


      Proceeds from the exercise of common stock warrants



      1,668




      -











      Net cash provided by (used in) financing activities



      1,957,992




      (417,319)











      Effect of exchange rate changes on cash and cash equivalents



      (231,289)




      90,247











      Net increase (decrease) in cash and cash equivalents



      (14,262)




      10,298


      Cash and cash equivalents at beginning of the period



      92,893




      648,311











      Cash and cash equivalents at end of the period


      $

      78,631



      $

      658,609











      Supplemental cash flow information:









      Cash paid during the period for interest


      $

      514,642



      $

      243,011











      Supplemental disclosure of non-cash activities:









      Fair value of common stock warrant liability at issuance date


      $

      4,338,748



      $

      -


      Fair market value adjustment to common stock issued for advances on royalties


      $

      811,039



      $

      -


      Conversion of junior secured subordinated convertible promissory note to senior secured convertible note


      $

      500,000



      $

      -


      Issuance of vested restricted stock


      $

      40



      $

      -


      Contingent purchase price payment obligation related to Gamecock acquisition


      $

      -



      $

      597,124


      Decrease in goodwill with respect to finalizing purchase price allocation


      $

      -



      $

      55,423


      Purchase of vehicle through the assumption of a note payable


      $

      -



      $

      73,459





      Media Contact: Richard Iggo, +1-817-305-0055;

      Investor Contact: [email protected]

      SOURCE SouthPeak Interactive Corporation

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