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): July 24, 2019

 

 

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   02210
(Address of principal executive offices)   (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))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading

Symbol(s)

  

Name of each exchange

on which registered

Common Stock, par value $0.001 per share    BCOV    The NASDAQ Global Market

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 July 24, 2019, Brightcove Inc. issued a press release announcing certain financial and other information for the quarter ended June 30, 2019. 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 July 24, 2019, 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: July 24, 2019     Brightcove Inc.
    By:  

/s/ Robert Noreck

      Robert Noreck
      Chief Financial Officer
EX-99.1

Exhibit 99.1

Brightcove Announces Financial Results for Second Quarter Fiscal Year 2019

BOSTON, MA (July 24, 2019) Brightcove Inc. (Nasdaq: BCOV), the leading provider of cloud services for video, today announced financial results for the second quarter ended June 30, 2019.

“Brightcove performed well in the second quarter and made meaningful progress on our strategic priorities. We are seeing early, encouraging signs that the tight alignment of our product development roadmap with a revamped go-to-market strategy can drive faster, more predictable growth. This validation of our strategy gives us confidence in our ability to achieve our long-term goals of breakout growth and profitability,” said Jeff Ray, Chief Executive Officer, Brightcove.

Ray continued, “Our targeted market segmentation and specialized sales organization are beginning to yield positive results. In particular, our European team delivered a terrific performance that was the best in years in that region. This is a positive indication of what our strategic investments can drive across the entire company.”

Second Quarter 2019 Financial Highlights:

 

   

Revenue for the second quarter of 2019 was $47.6 million, an increase of 14% compared to $41.7 million for the second quarter of 2018. Subscription and support revenue was $44.9 million, an increase of 19% compared to $37.9 million for the second quarter of 2018.

 

   

Gross profit for the second quarter of 2019 was $26.0 million, representing a gross margin of 55% compared to a gross profit of $25.0 million for the second quarter of 2018. Non-GAAP gross profit for the second quarter of 2019 was $26.8 million, representing a non-GAAP gross margin of 56%, compared to a non-GAAP gross profit of $25.7 million for the second quarter of 2018. Non-GAAP gross profit and non-GAAP gross margin exclude stock-based compensation expense, executive severance and restructuring expense and the amortization of acquired intangible assets.

 

   

Loss from operations was $7.1 million for the second quarter of 2019, compared to a loss from operations of $5.0 million for the second quarter of 2018. Non-GAAP operating loss, which excludes stock-based compensation expense, the amortization of acquired intangible assets, merger-related expense and executive severance and restructuring expense, was $1.5 million for the second quarter of 2019, compared to non-GAAP operating loss of $1.8 million during the second quarter of 2018.

 

   

Net loss was $7.2 million, or $0.19 per diluted share, for the second quarter of 2019. This compares to a net loss of $5.7 million, or $0.16 per diluted share, for the second quarter of 2018. Non-GAAP net loss, which excludes stock-based compensation expense, the amortization of acquired intangible assets, merger-related expense and executive severance and restructuring expense, was $1.6 million for the second quarter of 2019, or $0.04 per diluted share, compared to non-GAAP net loss of $2.4 million for the second quarter of 2018, or $0.07 per diluted share.


   

Adjusted EBITDA was negative $130,000 for the second quarter of 2019, compared to adjusted EBITDA of negative $660,000 for the second quarter of 2018. Adjusted EBITDA excludes stock-based compensation expense, merger-related expense, executive severance and restructuring expense, the amortization of acquired intangible assets, depreciation expense, other income/expense and the provision for income taxes.

 

   

Cash flow used in operations was $4.1 million for the second quarter for 2019, compared to cash flow used in operations of $681,000 for the second quarter of 2018.

 

   

Free cash flow was negative $5.7 million after the company invested $1.6 million in capital expenditures and capitalization of internal-use software during the second quarter of 2019. Free cash flow was negative $1.9 million for the second quarter of 2018.

 

   

Cash and cash equivalents were $21.2 million as of June 30, 2019 compared $28.9 million at March 31, 2019.

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 Second Quarter and Recent Highlights:

 

   

Average annual subscription revenue per premium customer was $83,500 in the second quarter of 2019, excluding starter customers who had average annualized revenue of $4,500 per customer. This compares to $75,000 in the comparable period in 2018.

 

   

Recurring dollar retention rate was 87% in the second quarter of 2019, which was below our historical target of the low to mid-90 percent range.

 

   

Ended the quarter with 3,761 customers, of which 2,350 were premium.

 

   

New and existing customers who expanded their relationships during the first quarter include: HOOQ, The CATO Institute, Vantage Travel, Fortune Media, and Rural Media Group, among others.

 

   

Announced new features and functionality for Brightcove Live, the award-winning live-streaming video solution. Included in this product release is a new Live to Social feature, which enables Brightcove Live events to be streamed to Facebook simultaneously via the Brightcove platform and will soon be available for YouTube. Live to Social enables users to grow and retain viewers by live streaming content to existing audiences in social communities.

Business Outlook

Based on information as of today, July 24, 2019, the Company is issuing the following financial guidance.


Third Quarter 2019:

 

   

Revenue is expected to be in the range of $47.0 million to $47.5 million, including approximately $2.3 million of professional services revenue.

 

   

Non-GAAP income from operations is expected to be in the range of $1.3 million to $1.8 million, which excludes stock-based compensation of approximately $1.8 million, the amortization of acquired intangible assets of approximately $800,000 and merger-related expense of $1.8 million.

 

   

Adjusted EBITDA is expected to be in the range of $2.6 to $3.1 million, which excludes stock-based compensation of approximately $1.8 million, the amortization of acquired intangible assets of approximately $800,000, merger-related expense of $1.8 million, depreciation expense of approximately $1.4 million and other income/expense and the provision for income taxes of approximately $300,000.

 

   

Non-GAAP net income per diluted share is expected to be $0.02 to $0.04, which excludes stock-based compensation of approximately $1.8 million, the amortization of acquired intangible assets of approximately $800,000 and merger-related expense of $1.8 million, and assumes approximately 39.7 million weighted-average shares outstanding.

Full Year 2019:

 

   

Revenue is expected to be in the range of $184.0 million to $186.0 million, including approximately $10.9 million of professional services revenue.

 

   

Non-GAAP income from operations is expected to be in the range of $3.3 million to $4.8 million, which excludes stock-based compensation of approximately $6.4 million, the amortization of acquired intangible assets of approximately $2.9 million and merger-related expense of $8.6 million.

 

   

Adjusted EBITDA is expected to be in the range of $8.7 million to $10.2 million, which excludes stock-based compensation of approximately $6.4 million, the amortization of acquired intangible assets of approximately $2.9 million, merger-related expense of $8.6 million, depreciation expense of approximately $5.4 million and other income/expense and the provision for income taxes of approximately $1.0 million.

 

   

Non-GAAP net income per diluted share is expected to be $0.06 to $0.10, which excludes stock-based compensation of approximately $6.4 million, the amortization of acquired intangible assets of approximately $2.9 million and merger-related expense of $8.6 million, and assumes approximately 38.7 million weighted-average shares outstanding.

Conference Call Information

Brightcove will host a conference call today, July 24, 2019, 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 877-407-3982 (domestic) or 201-493-6780 (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 13692187. 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 managing, delivering, and monetizing video experiences on every screen. A pioneering force in the world of online video since the company’s founding in 2004, Brightcove’s award-winning technology, unparalleled services, extensive partner ecosystem, and proven global scale have helped thousands of companies in over 70 countries achieve better business results with video. 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 third fiscal quarter of 2019 and full year 2019, 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; the successful integration of the Ooyala acquisition; 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, merger-related expenses and executive severance and restructuring expense. 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, executive severance and restructuring expense, 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 an acquisition. Executive severance and restructuring expense represents severance paid to the former interim CEO of the company and costs to restructure certain parts of the company with the intent of aligning skills with the company’s strategy and facilitating cost efficiencies and savings. 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.


Brightcove Inc.

Condensed Consolidated Balance Sheets

(in thousands)

 

     June 30, 2019     December 31, 2018  

Assets

    

Current assets:

    

Cash and cash equivalents

   $ 21,209     $ 29,306  

Accounts receivable, net of allowance

     33,576       23,264  

Prepaid expenses and other current assets

     14,752       11,936  
  

 

 

   

 

 

 

Total current assets

     69,537       64,506  

Property and equipment, net

     9,976       9,703  

Operating lease right-of-use asset

     17,171       —    

Intangible assets, net

     14,387       5,919  

Goodwill

     55,537       50,776  

Other assets

     2,946       2,452  
  

 

 

   

 

 

 

Total assets

   $ 169,554     $ 133,356  
  

 

 

   

 

 

 

Liabilities and stockholders’ equity

    

Current liabilities:

    

Accounts payable

   $ 7,061     $ 7,712  

Accrued expenses

     21,807       13,982  

Operating lease liability

     6,374       —    

Deferred revenue

     49,842       39,846  
  

 

 

   

 

 

 

Total current liabilities

     85,084       61,540  

Operating lease liability, net of current portion

     11,899       —    

Other liabilities

     474       1,202  
  

 

 

   

 

 

 

Total liabilities

     97,457       62,742  

Stockholders’ equity:

    

Common stock

     38       37  

Additional paid-in capital

     264,765       251,122  

Treasury stock, at cost

     (871     (871

Accumulated other comprehensive loss

     (892     (952

Accumulated deficit

     (190,943     (178,722
  

 

 

   

 

 

 

Total stockholders’ equity

     72,097       70,614  
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 169,554     $ 133,356  
  

 

 

   

 

 

 


Brightcove Inc.

Condensed Consolidated Statements of Operations

(in thousands, except per share amounts)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2019     2018     2019     2018  

Revenue:

        

Subscription and support revenue

   $ 44,891     $ 37,867     $ 83,768     $ 75,734  

Professional services and other revenue

     2,691       3,787       5,650       7,114  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total revenue

     47,582       41,654       89,418       82,848  

Cost of revenue: (1) (2)

        

Cost of subscription and support revenue

     19,381       13,125       33,551       26,581  

Cost of professional services and other revenue

     2,228       3,493       4,804       7,248  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total cost of revenue

     21,609       16,618       38,355       33,829  
  

 

 

   

 

 

   

 

 

   

 

 

 

Gross profit

     25,973       25,036       51,063       49,019  
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating expenses: (1) (2)

        

Research and development

     7,629       7,743       15,023       15,518  

Sales and marketing

     16,827       15,265       31,083       28,499  

General and administrative

     5,979       7,045       11,240       12,435  

Merger-related

     2,620       —         5,552       —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating expenses

     33,055       30,053       62,898       56,452  
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss from operations

     (7,082     (5,017     (11,835     (7,433

Other income (expense), net

     19       (481     (36     (210
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss before income taxes

     (7,063     (5,498     (11,871     (7,643

Provision for income taxes

     175       154       350       266  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss

   $ (7,238   $ (5,652   $ (12,221   $ (7,909
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss per share—basic and diluted

   $ (0.19   $ (0.16   $ (0.33   $ (0.22
  

 

 

   

 

 

   

 

 

   

 

 

 

Weighted-average shares—basic and diluted

     37,966       35,543       37,323       35,235  

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

        

Cost of subscription and support revenue

   $ 95     $ 119     $ 214     $ 233  

Cost of professional services and other revenue

     68       46       152       86  

Research and development

     269       303       532       649  

Sales and marketing

     351       783       809       1,448  

General and administrative

     576       581       1,076       1,084  

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

 

     

Cost of subscription and support revenue

   $ 403     $ 507     $ 658     $ 1,015  

Sales and marketing

     478       167       639       333  


Brightcove Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

 

     Six Months Ended
June 30,
 
     2019     2018  

Operating activities

    

Net loss

   $ (12,221   $ (7,909

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

    

Depreciation and amortization

     3,934       3,434  

Stock-based compensation

     2,783       3,500  

Provision for reserves on accounts receivable

     253       23  

Changes in assets and liabilities:

    

Accounts receivable

     (7,688     296  

Prepaid expenses and other current assets

     (1,892     (488

Other assets

     (435     (276

Accounts payable

     58       924  

Accrued expenses

     7,924       (62

Operating leases

     (162     —    

Deferred revenue

     3,565       812  
  

 

 

   

 

 

 

Net cash (used in) provided by operating activities

     (3,881     254  
  

 

 

   

 

 

 

Investing activities

    

Cash paid for acquisition, net of cash acquired

     (3,300     —    

Purchases of property and equipment, net of returns

     (401     (958

Capitalization of internal-use software costs

     (2,372     (1,813
  

 

 

   

 

 

 

Net cash used in investing activities

     (6,073     (2,771
  

 

 

   

 

 

 

Financing activities

    

Proceeds from exercise of stock options

     1,843       4,221  

Other financing activities

     (117     (332
  

 

 

   

 

 

 

Net cash provided by financing activities

     1,726       3,889  
  

 

 

   

 

 

 

Effect of exchange rate changes on cash and cash equivalents

     131       (51
  

 

 

   

 

 

 

Net (decrease) increase in cash and cash equivalents

     (8,097     1,321  

Cash and cash equivalents at beginning of period

     29,306       26,132  
  

 

 

   

 

 

 

Cash and cash equivalents at end of period

   $ 21,209     $  27,453  
  

 

 

   

 

 

 


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 From Operations, Non-GAAP Net Loss and Non-GAAP Net Loss Per Share

(in thousands, except per share amounts)

 

     Three Months Ended June 30,     Six Months Ended June 30,  
     2019     2018     2019     2018  

GROSS PROFIT:

        

GAAP gross profit

   $  25,973     $  25,036     $  51,063     $  49,019  

Stock-based compensation expense

     163       165       366       319  

Amortization of acquired intangible assets

     403       507       658       1,015  

Executive severance & restructuring

     292       —         292       —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP gross profit

   $ 26,831     $ 25,708     $ 52,379     $ 50,353  
  

 

 

   

 

 

   

 

 

   

 

 

 

LOSS FROM OPERATIONS:

        

GAAP loss from operations

   $ (7,082   $ (5,017   $ (11,835   $ (7,433

Stock-based compensation expense

     1,359       1,832       2,783       3,500  

Amortization of acquired intangible assets

     881       674       1,297       1,348  

Merger-related

     2,620       —         5,552       —    

Executive severance & restructuring

     752       735       752       735  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP loss from operations

   $ (1,470   $ (1,776   $ (1,451   $ (1,850
  

 

 

   

 

 

   

 

 

   

 

 

 

NET LOSS:

        

GAAP net loss

   $ (7,238   $ (5,652   $ (12,221   $ (7,909

Stock-based compensation expense

     1,359       1,832       2,783       3,500  

Amortization of acquired intangible assets

     881       674       1,297       1,348  

Merger-related

     2,620       —         5,552       —    

Executive severance & restructuring

     752       735       752       735  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP net loss

   $ (1,626   $ (2,411   $ (1,837   $ (2,326
  

 

 

   

 

 

   

 

 

   

 

 

 

GAAP diluted net loss per share

   $ (0.19   $ (0.16   $ (0.33   $ (0.22
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP diluted net loss per share

   $ (0.04   $ (0.07   $ (0.05   $ (0.07
  

 

 

   

 

 

   

 

 

   

 

 

 

Shares used in computing GAAP diluted net loss per share

     37,966       35,543       37,323       35,235  

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

     37,966       35,543       37,323       35,235  


Brightcove Inc.

Calculation of Adjusted EBITDA

(in thousands)

 

     Three Months Ended June 30,     Six Months Ended June 30,  
     2019     2018     2019     2018  

Net loss

   $ (7,238   $ (5,652   $ (12,221   $ (7,909

Other expense (income), net

     (19     481       36       210  

Provision for income taxes

     175       154       350       266  

Depreciation and amortization

     2,221       1,790       3,934       3,434  

Stock-based compensation expense

     1,359       1,832       2,783       3,500  

Merger-related

     2,620       —         5,552       —    

Executive severance & restructuring

     752       735       752       735  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

   $ (130   $ (660   $ 1,186     $ 236  
  

 

 

   

 

 

   

 

 

   

 

 

 

Investors:

ICR for Brightcove

Brian Denyeau, 646-277-1251

brian.denyeau@icrinc.com

or

Media:

Brightcove

Meredith Duhaime

mduhaime@brightcove.com