Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 4, 2017

 

 

BRIGHTCOVE INC.

(Exact name of registrant as specified in its charter)

 

 

 

DELAWARE   001-35429   20-1579162

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

290 Congress Street, Boston, MA

(Address of principal executive offices)

 

02210

(Zip Code)

Registrant’s telephone number, including area code (888) 882-1880

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

 

 

 


Item 2.02. Results of Operations and Financial Condition.

On May 4, 2017, Brightcove Inc. (the “Company”) issued a press release announcing certain financial and other information for the quarter ended March 31, 2017. The full text of the press release and the related attachments are furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information in this Item 2.02 of this Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

No.

  

Description

99.1    Press Release of Brightcove Inc. dated May 4, 2017, including attachments.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: May 4, 2017     Brightcove Inc.
    By:    

/s/ Kevin R. Rhodes

      Kevin R. Rhodes
      Chief Financial Officer
EX-99.1

Exhibit 99.1

Brightcove Announces Financial Results for First Quarter Fiscal Year 2017

BOSTON, MA (May 4, 2017)Brightcove Inc. (Nasdaq: BCOV), the leading provider of cloud services for video, today announced financial results for the first quarter ended March 31, 2017.

“Brightcove reported mixed first quarter financial results with revenue in line with expectations but non-GAAP EPS below guidance primarily due to a revenue mix shift and unanticipated one-time costs associated with a large client’s impending OTT service launch,” said David Mendels, Chief Executive Officer of Brightcove. “In addition, while we had strong year-over-year bookings performance in the quarter, we experienced a significant and unanticipated decrease in our revenue retention rate, among media customers, primarily due to changes in the market for the non-software elements of content delivery and storage.”

Mendels added, “Despite this challenge, we are optimistic that we will return to double-digit revenue growth in 2018, as we benefit from the positive impact from our bookings momentum and execute on a multi-faceted product and pricing strategy that will improve our revenue retention rate. We believe we are at the early stages of a multi-billion market opportunity with media and digital marketing and enterprise customers who are finding new and innovative ways to leverage their digital assets to improve business performance. We remain confident in our ability to achieve our long-term financial objectives, which we believe will create significant value for long-term shareholders.”

First Quarter 2017 Financial Highlights:

 

    Revenue for the first quarter of 2017 was $37.6 million, an increase of 4% compared to $36.3 million for the first quarter of 2016. Subscription and support revenue was $34.2 million, compared to $34.7 million for the first quarter of 2016.

 

    Gross profit for the first quarter of 2017 was $22.4 million, representing a gross margin of 59%, compared to a gross profit of $23.0 million for the first quarter of 2016. Non-GAAP gross profit for the first quarter of 2017 was $23.0 million, representing a non-GAAP gross margin of 61%, compared to a non-GAAP gross profit of $23.6 million for the first quarter of 2016. Non-GAAP gross profit and non-GAAP gross margin exclude stock-based compensation expense and the amortization of acquired intangible assets.

 

    Loss from operations was $5.1 million for the first quarter of 2017, compared to a loss from operations of $1.5 million for the first quarter of 2016. Non-GAAP loss from operations, which excludes stock-based compensation expense, the amortization of acquired intangible assets and merger-related expenses, was $2.6 million for the first quarter of 2017, compared to non-GAAP income from operations of $714,000 during the first quarter of 2016.

 

    Net loss was $5.1 million, or $0.15 per diluted share, for the first quarter of 2017. This compares to a net loss of $1.6 million, or $0.05 per diluted share, for the first quarter of 2016. Non-GAAP net loss, which excludes stock-based compensation expense, the amortization of acquired intangible assets and merger-related expenses, was $2.6 million for the first quarter of 2017, or $0.08 per diluted share, compared to non-GAAP net income of $638,000 for the first quarter of 2016, or $0.02 per diluted share.

 

    Adjusted EBITDA loss was $1.6 million for the first quarter of 2017, compared to adjusted EBITDA of $2.0 million for the first quarter of 2016. Adjusted EBITDA excludes stock-based compensation expense, the amortization of acquired intangible assets, merger-related expenses, depreciation expense, other income/expense and the provision for income taxes.


    Cash flow used in operations was $6.6 million for the first quarter for 2017, compared to cash flow from operations of $3.0 million for the first quarter of 2016.

 

    Free cash flow was negative $7.6 million after the company invested $1.0 million in capital expenditures and capitalization of internal-use software during the first quarter of 2017. Free cash flow was $1.3 million for the first quarter of 2016.

 

    Cash and cash equivalents were $29.2 million as of March 31, 2017 compared to $36.8 million at December 31, 2016.

A Reconciliation of GAAP to Non-GAAP results has been provided in the financial statement tables included at the end of this press release. An explanation of these measures is also included below under the heading “Non-GAAP Financial Measures.”

Other First Quarter and Recent Highlights:

 

    Average annual subscription revenue per premium customer was $67,000 in the first quarter of 2017, excluding starter customers who had average annualized revenue of $4,800 per customer. This compares to $69,000 in the comparable period in 2016.

 

    Recurring dollar retention rate was 85% in the first quarter of 2017, which was below our historical target of the low to mid 90% range.

 

    Ended the quarter with 4,411 customers, of which 2,021 were premium.

 

    New digital marketing customers and digital marketing customers who expanded their relationship during the quarter included: Allianz Global Investors, Daimler Trucks North America, Hitachi High-Tech Solutions Corporation, Kyocera Document Solutions, Macy’s Inc., Morningstar Inc., Salomon, and TD Bank, among others.

 

    New media customers and media customers who expanded their relationship during the quarter included: Conde Nast Japan, Discovery Network Asia, News UK, New York Post, Total Sports Asia, TV Tokyo Communications Corporation, and Young Hollywood, among others.

 

    Launched Brightcove Live, an API-driven platform that augments scalable live streaming with server-side ad insertion, cloud DVR, content encryption, on-the-fly clipping and seamless VOD asset creation. Brightcove Live benefits media companies by allowing them to deliver and monetize broadcast-like experiences for live events and 24/7 channels while reducing the cost and complexity of live streaming.

 

    Added Diane Hessan to its board of directors. Diane is currently the Chairman of C Space, an innovative market research company, and previously served as the company’s CEO for 13 years prior to its acquisition by Omnicom in 2011. Diane has also served on numerous other boards, including Panera, Eastern Bank, Beth Israel Deaconess Medical Center, Mass Challenge and Tufts University. She received her B.A. in Economics from Tufts University and her M.B.A. from Harvard Business School.

Business Outlook

Based on information as of today, May 4, 2017, the Company is issuing the following financial guidance:


Second Quarter 2017:

 

    Revenue is expected to be in the range of $37.0 million to $37.8 million, including approximately $2.5 million of professional services revenue.

 

    Non-GAAP loss from operations is expected to be in the range of $4.2 million to $5.0 million, which excludes stock-based compensation of approximately $1.6 million and the amortization of acquired intangible assets of approximately $700,000.

 

    Adjusted EBITDA loss is expected to be in the range of $3.0 million to $3.8 million, which excludes stock-based compensation of approximately $1.6 million, the amortization of acquired intangible assets of approximately $700,000, depreciation expense of approximately $1.2 million and other income/expense and the provision for income taxes of approximately $150,000.

 

    Non-GAAP net loss per diluted share is expected to be $0.13 to $0.15, which excludes stock-based compensation of approximately $1.6 million and the amortization of acquired intangible assets of approximately $700,000, and assumes approximately 34.2 million weighted-average shares outstanding.

Full Year 2017:

 

    Revenue is expected to be in the range of $151.0 million to $155.0 million. Professional services is expected to be in a range of $10.0 million to $11.0 million.

 

    Non-GAAP loss from operations is expected to be in the range of $6.0 million to $9.0 million, which excludes stock-based compensation of approximately $7.3 million and the amortization of acquired intangible assets of approximately $2.7 million.

 

    Adjusted EBITDA loss is expected to be in the range of $1.5 million to $4.5 million, which excludes stock-based compensation of approximately $7.3 million, the amortization of acquired intangible assets of approximately $2.7 million, depreciation expense of approximately $4.5 million and other income/expense and the provision for income taxes of approximately $400,000.

 

    Non-GAAP net loss per diluted share is expected to be $0.19 to $0.28, which excludes stock-based compensation of approximately $7.3 million and the amortization of acquired intangible assets of approximately $2.7 million, and assumes approximately 34.3 million weighted-average shares outstanding.

Conference Call Information

Brightcove will host a conference call today, May 4, 2017, at 5:00 p.m. (Eastern Time) to discuss the Company’s financial results and current business outlook. A live webcast of the call will be available at the “Investors” page of the Company’s website, http://investor.brightcove.com. To access the call, dial 855-327-6837 (domestic) or 631-891-4304 (international). A replay of this conference call will be available for a limited time at 844-512-2921 (domestic) or 412-317-6671 (international). The replay conference ID is 10002855. A replay of the webcast will also be available for a limited time at http://investor.brightcove.com.


About Brightcove

Brightcove Inc. (NASDAQ:BCOV) is the leading global provider of powerful cloud solutions for delivering and monetizing video across connected devices. The company offers a full suite of products and services that reduce the cost and complexity associated with publishing, distributing, measuring and monetizing video across devices. Brightcove has thousands of customers in over 70 countries that rely on the company’s cloud solutions to successfully publish high-quality video experiences to audiences everywhere. To learn more, visit www.brightcove.com.

Forward-Looking Statements

This press release includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements concerning our financial guidance for the second fiscal quarter of 2017 and full year 2017, our position to execute on our growth strategy, and our ability to expand our leadership position and market opportunity. These forward-looking statements include, but are not limited to, plans, objectives, expectations and intentions and other statements contained in this press release that are not historical facts and statements identified by words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” or words of similar meaning. These forward-looking statements reflect our current views about our plans, intentions, expectations, strategies and prospects, which are based on the information currently available to us and on assumptions we have made. Although we believe that our plans, intentions, expectations, strategies and prospects as reflected in or suggested by those forward-looking statements are reasonable, we can give no assurance that the plans, intentions, expectations or strategies will be attained or achieved. Furthermore, actual results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors that are beyond our control including, without limitation: our history of losses; our limited operating history; expectations regarding the widespread adoption of customer demand for our products; the effects of increased competition and commoditization of services we offer, including data delivery and storage; our ability to expand the sales of our products to customers located outside the U.S.; keeping up with the rapid technological change required to remain competitive in our industry; our ability to retain existing customers; our ability to manage our growth effectively and successfully recruit additional highly-qualified personnel; the price volatility of our common stock; and other risks set forth under the caption “Risk Factors” in our most recently filed Annual Report on Form 10-K, as updated by our subsequently filed Quarterly Reports on Form 10-Q and our other SEC filings. We assume no obligation to update any forward-looking statements contained in this document as a result of new information, future events or otherwise.

Non-GAAP Financial Measures

Brightcove has provided in this release the non-GAAP financial measures of non-GAAP gross profit, non-GAAP gross margin, non-GAAP income (loss) from operations, non-GAAP net income (loss), adjusted EBITDA and non-GAAP diluted net income (loss) per share. Brightcove uses these non-GAAP financial measures internally in analyzing its financial results and believes they are useful to investors, as a supplement to GAAP measures, in evaluating Brightcove’s ongoing operational


performance. Brightcove believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing its financial results with other companies in Brightcove’s industry, many of which present similar non-GAAP financial measures to investors. As noted, the non-GAAP financial results discussed above of non-GAAP gross profit, non-GAAP gross margin, non-GAAP income (loss) from operations, non-GAAP net income (loss) and non-GAAP diluted net income (loss) per share exclude stock-based compensation expense, the amortization of acquired intangible assets and merger-related expenses. The non-GAAP financial results discussed above of adjusted EBITDA is defined as consolidated net income (loss), plus stock-based compensation expense, the amortization of acquired intangible assets, merger-related expenses, depreciation expense, other income/expense, including interest expense and interest income, and the provision for income taxes. Merger-related expenses include fees incurred in connection with closing an acquisition in addition to fees associated with the retention of key employees. Non-GAAP financial measures have limitations as an analytical tool and should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures. As previously mentioned, a reconciliation of our non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included below in this press release. The Company’s earnings press releases containing such non-GAAP reconciliations can be found on the Investors section of the Company’s web site at http://www.brightcove.com.

Investor Contact:

Brian Denyeau

ICR for Brightcove

brian.denyeau@icrinc.com

646-277-1251

Media Contact:

Phil LeClare

Brightcove, Inc

pleclare@brightcove.com

617-674-6510


Brightcove Inc.

Condensed Consolidated Balance Sheets

(in thousands)

 

     March 31, 2017     December 31, 2016  

Assets

    

Current assets:

    

Cash and cash equivalents

   $ 29,168     $ 36,813  

Accounts receivable, net of allowance

     22,438       21,575  

Prepaid expenses and other current assets

     8,186       5,897  
  

 

 

   

 

 

 

Total current assets

     59,792       64,285  

Property and equipment, net

     9,273       9,264  

Intangible assets, net

     10,259       10,970  

Goodwill

     50,776       50,776  

Deferred tax asset

     127       121  

Other assets

     980       1,008  
  

 

 

   

 

 

 

Total assets

   $ 131,207     $ 136,424  
  

 

 

   

 

 

 

Liabilities and stockholders’ equity

    

Current liabilities:

    

Accounts payable

   $ 6,014     $ 5,327  

Accrued expenses

     11,956       15,705  

Capital lease liability

     418       489  

Equipment financing

     257       307  

Deferred revenue

     35,909       34,665  
  

 

 

   

 

 

 

Total current liabilities

     54,554       56,493  

Deferred revenue, net of current portion

     62       91  

Other liabilities

     1,491       1,644  
  

 

 

   

 

 

 

Total liabilities

     56,107       58,228  

Stockholders’ equity:

    

Common stock

     34       34  

Additional paid-in capital

     232,782       230,788  

Treasury stock, at cost

     (871     (871

Accumulated other comprehensive loss

     (992     (1,172

Accumulated deficit

     (155,853     (150,583
  

 

 

   

 

 

 

Total stockholders’ equity

     75,100       78,196  
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 131,207     $ 136,424  
  

 

 

   

 

 

 


Brightcove Inc.

Condensed Consolidated Statements of Operations

(in thousands, except per share amounts)

 

     Three Months Ended
March 31,
 
     2017     2016  

Revenue:

    

Subscription and support revenue

   $ 34,242     $ 34,653  

Professional services and other revenue

     3,330       1,639  
  

 

 

   

 

 

 

Total revenue

     37,572       36,292  

Cost of revenue: (1) (2)

    

Cost of subscription and support revenue

     12,154       11,675  

Cost of professional services and other revenue

     3,064       1,589  
  

 

 

   

 

 

 

Total cost of revenue

     15,218       13,264  
  

 

 

   

 

 

 

Gross profit

     22,354       23,028  
  

 

 

   

 

 

 

Operating expenses: (1) (2)

    

Research and development

     8,194       7,426  

Sales and marketing

     13,901       12,535  

General and administrative

     5,391       4,577  

Merger-related

     —         21  
  

 

 

   

 

 

 

Total operating expenses

     27,486       24,559  
  

 

 

   

 

 

 

Loss from operations

     (5,132     (1,531

Other income (expense), net

     138       (31
  

 

 

   

 

 

 

Net loss before income taxes

     (4,994     (1,562

Provision for income taxes

     79       45  
  

 

 

   

 

 

 

Net loss

   $ (5,073   $ (1,607
  

 

 

   

 

 

 

Net loss per share—basic and diluted

    

Basic

   $ (0.15   $ (0.05

Diluted

     (0.15     (0.05
  

 

 

   

 

 

 

Weighted-average shares—basic and diluted

    

Basic

     34,056       32,725  

Diluted

     34,056       32,725  

(1) Stock-based compensation included in above line items:

    

Cost of subscription and support revenue

   $ 102     $ 42  

Cost of professional services and other revenue

     60       57  

Research and development

     407       389  

Sales and marketing

     746       482  

General and administrative

     475       489  

(2) Amortization of acquired intangible assets included in the above line items:

    

Cost of subscription and support revenue

   $ 508     $ 508  

Research and development

     11       31  

Sales and marketing

     193       226  


Brightcove Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

 

     Three Months Ended
March 31,
 
     2017     2016  

Operating activities

    

Net loss

   $ (5,073   $ (1,607

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

    

Depreciation and amortization

     1,734       2,014  

Stock-based compensation

     1,790       1,459  

Provision for reserves on accounts receivable

     222       91  

Changes in assets and liabilities:

    

Accounts receivable

     (1,011     541  

Prepaid expenses and other current assets

     (2,221     (2,069

Other assets

     37       (156

Accounts payable

     695       (1,039

Accrued expenses

     (3,870     844  

Deferred revenue

     1,102       2,917  
  

 

 

   

 

 

 

Net cash (used in) provided by operating activities

     (6,595     2,995  
  

 

 

   

 

 

 

Investing activities

    

Cash paid for purchase of intangible asset

     —         (125

Purchases of property and equipment, net of returns

     (378     (843

Capitalization of internal-use software costs

     (603     (810
  

 

 

   

 

 

 

Net cash used in investing activities

     (981     (1,778
  

 

 

   

 

 

 

Financing activities

    

Proceeds from exercise of stock options

     79       43  

Payments of withholding tax on RSU vesting

     (118     (86

Proceeds from equipment financing

     —         604  

Payments on equipment financing

     (76     (48

Payments under capital lease obligation

     (174     (278
  

 

 

   

 

 

 

Net cash (used in) provided by financing activities

     (289     235  
  

 

 

   

 

 

 

Effect of exchange rate changes on cash and cash equivalents

     220       203  
  

 

 

   

 

 

 

Net (decrease) increase in cash and cash equivalents

     (7,645     1,655  

Cash and cash equivalents at beginning of period

     36,813       27,637  
  

 

 

   

 

 

 

Cash and cash equivalents at end of period

   $ 29,168     $ 29,292  
  

 

 

   

 

 

 


Brightcove Inc.

Reconciliation of GAAP Gross Profit, GAAP Loss From Operations, GAAP Net Loss and GAAP Net Loss Per Share to

Non-GAAP Gross Profit, Non-GAAP (Loss) Income From Operations, Non-GAAP Net (Loss) Income and

Non-GAAP Net (Loss) Income Per Share

(in thousands, except per share amounts)

 

     Three Months Ended
March 31,
 
     2017     2016  

GROSS PROFIT:

    

GAAP gross profit

   $ 22,354     $ 23,028  

Stock-based compensation expense

     162       99  

Amortization of acquired intangible assets

     508       508  
  

 

 

   

 

 

 

Non-GAAP gross profit

   $ 23,024     $ 23,635  
  

 

 

   

 

 

 

LOSS FROM OPERATIONS:

    

GAAP loss from operations

   $ (5,132   $ (1,531

Stock-based compensation expense

     1,790       1,459  

Merger-related expenses

     —         21  

Amortization of acquired intangible assets

     712       765  
  

 

 

   

 

 

 

Non-GAAP (loss) income from operations

   $ (2,630   $ 714  
  

 

 

   

 

 

 

NET LOSS:

    

GAAP net loss

   $ (5,073   $ (1,607

Stock-based compensation expense

     1,790       1,459  

Merger-related expenses

     —         21  

Amortization of acquired intangible assets

     712       765  
  

 

 

   

 

 

 

Non-GAAP net (loss) income

   $ (2,571   $ 638  
  

 

 

   

 

 

 

GAAP diluted net loss per share

   $ (0.15   $ (0.05
  

 

 

   

 

 

 

Non-GAAP diluted net (loss) income per share

   $ (0.08   $ 0.02  
  

 

 

   

 

 

 

Shares used in computing GAAP diluted net (loss) income per share

     34,056       32,725  

Shares used in computing Non-GAAP diluted net (loss) income per share

     34,056       33,630  


Brightcove Inc.

Calculation of Adjusted EBITDA

(in thousands)

 

     Three Months
Ended March 31,
 
     2017     2016  

Net loss

   $ (5,073   $ (1,607

Other (income) expense, net

     (138     31  

Provision for income taxes

     79       45  

Merger-related expenses

     —         21  

Depreciation and amortization

     1,734       2,014  

Stock-based compensation expense

     1,790       1,459  
  

 

 

   

 

 

 

Adjusted EBITDA

   $ (1,608   $ 1,963