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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Cinedigm Corporation | NASDAQ:CIDM | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.2945 | 0.29 | 0.298 | 0 | 01:00:00 |
Delaware
|
|
22-3720962
|
(State or Other Jurisdiction of Incorporation or Organization)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
45 West 36th Street, 7th Floor, New York, NY
|
|
10018
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Securities registered pursuant to Section 12(b) of the Act:
|
|
|
|
|
|
Title of each class
|
Trading Symbol
|
Name of each exchange on which registered
|
CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE
|
CIDM
|
NASDAQ GLOBAL MARKET
|
|
|
|
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
|
Yes x No o
|
|
|
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
|
Yes x No o
|
|
|
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
|
|
|
September 30, 2019
|
|
March 31, 2019
|
||||
ASSETS
|
(Unaudited)
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
13,665
|
|
|
$
|
17,872
|
|
Accounts receivable, net
|
36,921
|
|
|
41,765
|
|
||
Inventory, net
|
607
|
|
|
673
|
|
||
Unbilled revenue
|
1,148
|
|
|
1,504
|
|
||
Prepaid and other current assets
|
9,200
|
|
|
6,109
|
|
||
Total current assets
|
61,541
|
|
|
67,923
|
|
||
Restricted cash
|
1,000
|
|
|
1,000
|
|
||
Property and equipment, net
|
10,913
|
|
|
14,047
|
|
||
Right-of-use assets
|
1,940
|
|
|
—
|
|
||
Intangible assets, net
|
8,097
|
|
|
9,686
|
|
||
Goodwill
|
8,701
|
|
|
8,701
|
|
||
Other long-term assets
|
291
|
|
|
526
|
|
||
Total assets
|
$
|
92,483
|
|
|
$
|
101,883
|
|
LIABILITIES AND DEFICIT
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Accounts payable and accrued expenses
|
$
|
75,230
|
|
|
$
|
71,751
|
|
Current portion of notes payable, including unamortized debt discount of $979 and $1,436 respectively (see Note 5)
|
36,690
|
|
|
43,319
|
|
||
Operating lease liabilities
|
915
|
|
|
—
|
|
||
Current portion of deferred revenue
|
1,869
|
|
|
1,687
|
|
||
Total current liabilities
|
114,704
|
|
|
116,757
|
|
||
Notes payable, non-recourse, net of current portion and unamortized debt issuance costs and debt discounts of $1,141 and $1,495 respectively (see Note 5)
|
12,973
|
|
|
19,132
|
|
||
Operating lease liabilities, noncurrent
|
1,103
|
|
|
—
|
|
||
Deferred revenue, net of current portion
|
1,700
|
|
|
2,357
|
|
||
Other long-term liabilities
|
153
|
|
|
205
|
|
||
Total liabilities
|
130,633
|
|
|
138,451
|
|
||
Commitments and contingencies (see Note 7)
|
|
|
|
||||
Stockholders’ deficit
|
|
|
|
||||
Preferred stock, 15,000,000 shares authorized; Series A 10% - $0.001 par value per share; 20 shares authorized; and 7 shares issued and outstanding at September 30, 2019 and March 31, 2019. Liquidation preference of $3,648
|
3,559
|
|
|
3,559
|
|
||
Common stock, $0.001 par value; Class A stock 60,000,000 shares authorized at September 30, 2019 and March 31, 2019; 41,003,572 and 36,992,433 shares issued and 39,689,736 and 35,678,597 shares outstanding at September 30, 2019 and March 31, 2019, respectively
|
40
|
|
|
36
|
|
||
Additional paid-in capital
|
375,222
|
|
|
368,531
|
|
||
Treasury stock, at cost; 1,313,836 Class A common shares at September 30, 2019 and March 31, 2019
|
(11,603
|
)
|
|
(11,603
|
)
|
||
Accumulated deficit
|
(404,120
|
)
|
|
(395,814
|
)
|
||
Accumulated other comprehensive income
|
38
|
|
|
10
|
|
||
Total stockholders’ deficit of Cinedigm Corp.
|
(36,864
|
)
|
|
(35,281
|
)
|
||
Deficit attributable to noncontrolling interest
|
(1,286
|
)
|
|
(1,287
|
)
|
||
Total deficit
|
(38,150
|
)
|
|
(36,568
|
)
|
||
Total liabilities and deficit
|
$
|
92,483
|
|
|
$
|
101,883
|
|
|
Three Months Ended September 30,
|
|
Six Months Ended September 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Revenues
|
$
|
10,241
|
|
|
$
|
13,744
|
|
|
$
|
20,044
|
|
|
$
|
26,822
|
|
Costs and expenses:
|
|
|
|
|
|
|
|
||||||||
Direct operating (excludes depreciation and amortization shown below)
|
4,087
|
|
|
3,616
|
|
|
7,699
|
|
|
7,041
|
|
||||
Selling, general and administrative
|
4,988
|
|
|
6,487
|
|
|
10,837
|
|
|
13,030
|
|
||||
Provision for doubtful accounts
|
56
|
|
|
1,067
|
|
|
326
|
|
|
1,132
|
|
||||
Depreciation and amortization of property and equipment
|
1,609
|
|
|
2,076
|
|
|
3,383
|
|
|
4,165
|
|
||||
Amortization of intangible assets
|
594
|
|
|
1,395
|
|
|
1,589
|
|
|
2,790
|
|
||||
Total operating expenses
|
11,334
|
|
|
14,641
|
|
|
23,834
|
|
|
28,158
|
|
||||
Loss from operations
|
(1,093
|
)
|
|
(897
|
)
|
|
(3,790
|
)
|
|
(1,336
|
)
|
||||
Interest expense, net
|
(1,813
|
)
|
|
(2,572
|
)
|
|
(4,095
|
)
|
|
(5,267
|
)
|
||||
Other expense, net
|
(155
|
)
|
|
(18
|
)
|
|
(168
|
)
|
|
(28
|
)
|
||||
Loss from operations before income taxes
|
(3,061
|
)
|
|
(3,487
|
)
|
|
(8,053
|
)
|
|
(6,631
|
)
|
||||
Income tax expense
|
(27
|
)
|
|
—
|
|
|
(74
|
)
|
|
(139
|
)
|
||||
Net loss
|
(3,088
|
)
|
|
(3,487
|
)
|
|
(8,127
|
)
|
|
(6,770
|
)
|
||||
Net (income) loss attributable to noncontrolling interest
|
(7
|
)
|
|
8
|
|
|
(1
|
)
|
|
24
|
|
||||
Net loss attributable to controlling interests
|
(3,095
|
)
|
|
(3,479
|
)
|
|
(8,128
|
)
|
|
(6,746
|
)
|
||||
Preferred stock dividends
|
(89
|
)
|
|
(89
|
)
|
|
(178
|
)
|
|
(178
|
)
|
||||
Net loss attributable to common stockholders
|
$
|
(3,184
|
)
|
|
$
|
(3,568
|
)
|
|
$
|
(8,306
|
)
|
|
$
|
(6,924
|
)
|
Net loss per Class A common stock attributable to common stockholders - basic and diluted:
|
|
|
|
|
|
|
|
||||||||
Net loss attributable to common stockholders
|
$
|
(0.08
|
)
|
|
$
|
(0.09
|
)
|
|
$
|
(0.21
|
)
|
|
$
|
(0.18
|
)
|
Weighted average number of Class A common stock outstanding: basic and diluted
|
41,439,520
|
|
|
37,696,256
|
|
|
39,903,778
|
|
|
37,667,934
|
|
|
|
Three Months Ended September 30,
|
|
Six Months Ended September 30,
|
||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net loss
|
|
$
|
(3,088
|
)
|
|
$
|
(3,487
|
)
|
|
$
|
(8,127
|
)
|
|
$
|
(6,770
|
)
|
Other comprehensive income: foreign exchange translation
|
|
22
|
|
|
12
|
|
|
28
|
|
|
16
|
|
||||
Comprehensive loss
|
|
(3,066
|
)
|
|
(3,475
|
)
|
|
(8,099
|
)
|
|
(6,754
|
)
|
||||
Less: comprehensive (income) loss attributable to noncontrolling interest
|
|
(7
|
)
|
|
8
|
|
|
(1
|
)
|
|
24
|
|
||||
Comprehensive loss attributable to controlling interests
|
|
$
|
(3,073
|
)
|
|
$
|
(3,467
|
)
|
|
$
|
(8,100
|
)
|
|
$
|
(6,730
|
)
|
|
|
Series A Preferred Stock
|
|
Class A
Common Stock
|
Treasury
|
Additional Paid-In Capital
|
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Income
|
|
Total Stockholders' Deficit
|
|
Non-Controlling Interest
|
Total
Deficit |
|||||||||||||||||||||||||
|
|
Shares
|
Amount
|
|
Shares
|
Amount
|
Shares
|
Amount
|
|
|
|
|
||||||||||||||||||||||||||||
Balances as of March 31, 2019
|
|
7
|
|
$
|
3,559
|
|
|
35,678,597
|
|
$
|
36
|
|
1,313,836
|
|
$
|
(11,603
|
)
|
$
|
368,531
|
|
|
$
|
(395,814
|
)
|
|
$
|
10
|
|
|
$
|
(35,281
|
)
|
|
$
|
(1,287
|
)
|
|
$
|
(36,568
|
)
|
Foreign exchange translation
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
6
|
|
|
6
|
|
|
—
|
|
|
6
|
|
|||||||||
Stock-based compensation
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
11
|
|
|
—
|
|
|
—
|
|
|
11
|
|
|
—
|
|
|
11
|
|
|||||||||
Preferred stock dividends paid with common stock
|
|
—
|
|
—
|
|
|
45,390
|
|
—
|
|
—
|
|
—
|
|
89
|
|
|
(89
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Net loss
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
(5,033
|
)
|
|
—
|
|
|
(5,033
|
)
|
|
(6
|
)
|
|
(5,039
|
)
|
|||||||||
Balances as of June 30, 2019
|
|
7
|
|
$
|
3,559
|
|
|
35,723,987
|
|
$
|
36
|
|
1,313,836
|
|
$
|
(11,603
|
)
|
$
|
368,631
|
|
|
$
|
(400,936
|
)
|
|
$
|
16
|
|
|
$
|
(40,297
|
)
|
|
$
|
(1,293
|
)
|
|
$
|
(41,590
|
)
|
Foreign exchange translation
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
22
|
|
|
22
|
|
|
—
|
|
|
22
|
|
|||||||||
Stock-based compensation
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
178
|
|
|
—
|
|
|
—
|
|
|
178
|
|
|
—
|
|
|
178
|
|
|||||||||
Issuance of Class A common stock
|
|
—
|
|
—
|
|
|
3,900,000
|
|
4
|
|
—
|
|
—
|
|
5,846
|
|
|
—
|
|
|
—
|
|
|
5,850
|
|
|
—
|
|
|
5,850
|
|
|||||||||
Preferred stock dividends paid with common stock
|
|
—
|
|
—
|
|
|
65,749
|
|
—
|
|
—
|
|
—
|
|
89
|
|
|
(89
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Fair value of conversion feature in connection with convertible note
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
478
|
|
|
—
|
|
|
—
|
|
|
478
|
|
|
—
|
|
|
478
|
|
|||||||||
Net loss
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
(3,095
|
)
|
|
—
|
|
|
(3,095
|
)
|
|
7
|
|
|
(3,088
|
)
|
|||||||||
Balances as of September 30, 2019
|
|
7
|
|
$
|
3,559
|
|
|
39,689,736
|
|
$
|
40
|
|
1,313,836
|
|
$
|
(11,603
|
)
|
$
|
375,222
|
|
|
(404,120
|
)
|
|
$
|
38
|
|
|
$
|
(36,864
|
)
|
|
$
|
(1,286
|
)
|
|
$
|
(38,150
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series A Preferred Stock
|
|
Class A
Common Stock
|
Treasury
|
Additional Paid-In Capital
|
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Loss
|
|
Total Stockholders' Deficit
|
|
Non-Controlling Interest
|
Total
Deficit |
|||||||||||||||||||||||||
|
|
Shares
|
Amount
|
|
Shares
|
Amount
|
Shares
|
Amount
|
|
|
|
|
||||||||||||||||||||||||||||
Balances as of March 31, 2018
|
|
7
|
|
$
|
3,559
|
|
|
34,948,139
|
|
$
|
35
|
|
1,313,836
|
|
$
|
(11,603
|
)
|
$
|
366,223
|
|
|
$
|
(379,225
|
)
|
|
$
|
(38
|
)
|
|
$
|
(21,049
|
)
|
|
$
|
(1,255
|
)
|
|
$
|
(22,304
|
)
|
Foreign exchange translation
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
4
|
|
|
4
|
|
|
—
|
|
|
4
|
|
|||||||||
Stock-based compensation
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
86
|
|
|
—
|
|
|
—
|
|
|
86
|
|
|
—
|
|
|
86
|
|
|||||||||
Preferred stock dividends paid with common stock
|
|
—
|
|
—
|
|
|
64,194
|
|
—
|
|
—
|
|
—
|
|
89
|
|
|
(89
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Net loss
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
(3,267
|
)
|
|
—
|
|
|
(3,267
|
)
|
|
(16
|
)
|
|
(3,283
|
)
|
|||||||||
Balances as of June 30, 2018
|
|
7
|
|
$
|
3,559
|
|
|
35,012,333
|
|
$
|
35
|
|
1,313,836
|
|
$
|
(11,603
|
)
|
$
|
366,398
|
|
|
$
|
(382,581
|
)
|
|
$
|
(34
|
)
|
|
$
|
(24,226
|
)
|
|
$
|
(1,271
|
)
|
|
$
|
(25,497
|
)
|
Foreign exchange translation
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
12
|
|
|
12
|
|
|
—
|
|
|
12
|
|
|||||||||
Stock-based compensation
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
317
|
|
|
—
|
|
|
—
|
|
|
317
|
|
|
—
|
|
|
317
|
|
|||||||||
Preferred stock dividends paid with common stock
|
|
—
|
|
—
|
|
|
56,869
|
|
—
|
|
—
|
|
—
|
|
89
|
|
|
(89
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Net loss
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
(3,479
|
)
|
|
—
|
|
|
(3,479
|
)
|
|
(8
|
)
|
|
(3,487
|
)
|
|||||||||
Balances as of September 30, 2018
|
|
7
|
|
$
|
3,559
|
|
|
35,069,202
|
|
$
|
35
|
|
1,313,836
|
|
$
|
(11,603
|
)
|
$
|
366,804
|
|
|
$
|
(386,149
|
)
|
|
$
|
(22
|
)
|
|
$
|
(27,376
|
)
|
|
$
|
(1,279
|
)
|
|
$
|
(28,655
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended September 30,
|
||||||
|
2019
|
|
2018
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net loss
|
$
|
(8,127
|
)
|
|
$
|
(6,770
|
)
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization of property and equipment and amortization of intangible assets
|
4,972
|
|
|
6,955
|
|
||
Amortization of debt issuance costs included in interest expense
|
772
|
|
|
877
|
|
||
Provision for doubtful accounts
|
326
|
|
|
1,132
|
|
||
(Recovery) provision for inventory reserve
|
(434
|
)
|
|
8
|
|
||
Stock-based compensation and expenses
|
189
|
|
|
403
|
|
||
Accretion and PIK interest expense added to note payable
|
827
|
|
|
902
|
|
||
Changes in operating assets and liabilities;
|
|
|
|
||||
Accounts receivable
|
4,518
|
|
|
6,162
|
|
||
Inventory
|
500
|
|
|
158
|
|
||
Unbilled revenue
|
356
|
|
|
4,167
|
|
||
Prepaids and other assets
|
(2,623
|
)
|
|
1,890
|
|
||
Accounts payable and accrued expenses
|
2,998
|
|
|
(13,452
|
)
|
||
Deferred revenue
|
(475
|
)
|
|
(875
|
)
|
||
Net cash provided by operating activities
|
3,799
|
|
|
1,557
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of property and equipment
|
—
|
|
|
(855
|
)
|
||
Purchases of intangible assets
|
—
|
|
|
(4
|
)
|
||
Net cash used in investing activities
|
—
|
|
|
(859
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Payment of notes payable
|
(13,856
|
)
|
|
(9,959
|
)
|
||
Proceeds under revolving credit agreement
|
—
|
|
|
7,000
|
|
||
Net proceeds from issuance of common stock
|
5,850
|
|
|
—
|
|
||
Net cash used in financing activities
|
(8,006
|
)
|
|
(2,959
|
)
|
||
Net change in cash and cash equivalents
|
(4,207
|
)
|
|
(2,261
|
)
|
||
Cash, cash equivalents, and restricted cash at beginning of period
|
18,872
|
|
|
18,952
|
|
||
Cash, cash equivalents, and restricted cash at end of period
|
$
|
14,665
|
|
|
$
|
16,691
|
|
1.
|
NATURE OF OPERATIONS AND LIQUIDITY
|
|
As of
|
||||||
(in thousands)
|
September 30, 2019
|
|
March 31, 2019
|
|
|||
Cash and Cash Equivalents
|
$
|
13,665
|
|
|
$
|
17,872
|
|
Restricted Cash
|
1,000
|
|
|
1,000
|
|
||
|
$
|
14,665
|
|
|
$
|
18,872
|
|
Computer equipment and software
|
3 - 5 years
|
Digital cinema projection systems
|
10 years
|
Machinery and equipment
|
3 - 10 years
|
Furniture and fixtures
|
3 - 6 years
|
•
|
Level 1 – quoted prices in active markets for identical investments
|
•
|
Level 2 – other significant observable inputs (including quoted prices for similar investments and market corroborated inputs)
|
•
|
Level 3 – significant unobservable inputs (including our own assumptions in determining the fair value of investments)
|
(in thousands)
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Restricted cash
|
|
$
|
1,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,000
|
|
•
|
identifying the contract, or contracts, with the customer;
|
•
|
identifying the performance obligations in the contract;
|
•
|
determining the transaction price;
|
•
|
allocating the transaction price to performance obligations in the contract; and
|
•
|
recognizing revenue when, or as, we satisfy performance obligations by transferring the promised goods or services.
|
•
|
which party is primarily responsible for fulfilling the promise to provide the specified good or service; and
|
•
|
which party has discretion in establishing the price for the specified good or service.
|
|
|
|
|
||||||||||||
|
Three Months Ended September 30,
|
|
Six Months Ended September 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Cinema Equipment Business:
|
|
|
|
|
|
|
|
||||||||
Phase I Deployment
|
$
|
1,541
|
|
|
$
|
2,663
|
|
|
$
|
3,394
|
|
|
$
|
5,268
|
|
Phase II Deployment
|
423
|
|
|
3,257
|
|
|
882
|
|
|
6,437
|
|
||||
Services
|
1,005
|
|
|
1,571
|
|
|
2,336
|
|
|
2,901
|
|
||||
Digital System Sales
|
676
|
|
|
—
|
|
|
1,026
|
|
|
—
|
|
||||
Total Cinema Equipment Business revenue
|
$
|
3,645
|
|
|
$
|
7,491
|
|
|
$
|
7,638
|
|
|
$
|
14,606
|
|
|
|
|
|
|
|
|
|
||||||||
Content & Entertainment Business:
|
|
|
|
|
|
|
|
||||||||
Base Distribution Business
|
$
|
3,523
|
|
|
$
|
3,971
|
|
|
$
|
6,658
|
|
|
$
|
7,733
|
|
OTT Streaming and Digital
|
3,073
|
|
|
2,282
|
|
|
5,748
|
|
|
4,483
|
|
||||
Total Content & Entertainment Business revenue
|
$
|
6,596
|
|
|
$
|
6,253
|
|
|
$
|
12,406
|
|
|
$
|
12,216
|
|
|
|
Three Months Ended September 30,
|
|
Six Months Ended September 30,
|
||||||||||||
(In thousands)
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Direct operating
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Selling, general and administrative
|
|
178
|
|
|
317
|
|
|
189
|
|
|
403
|
|
||||
|
|
$
|
178
|
|
|
$
|
317
|
|
|
$
|
189
|
|
|
$
|
403
|
|
|
|
Six Months Ended
September 30, 2019 |
|
SARs Outstanding March 31, 2019
|
|
1,462,610
|
|
Issued
|
|
—
|
|
Forfeited
|
|
—
|
|
Total SARs Outstanding September 30, 2019
|
|
1,462,610
|
|
|
|
Six Months Ended
September 30, 2019 |
|
PSUs Outstanding March 31, 2019
|
|
1,390,584
|
|
Issued
|
|
—
|
|
Forfeited
|
|
(23,944
|
)
|
Total PSUs Outstanding September 30, 2019
|
|
1,366,640
|
|
|
|
|
Basic and diluted net loss per common share attributable to common stockholders =
|
Net loss attributable to common stockholders
|
Weighted average number of common stock
outstanding during the period
|
|
|
September 30, 2019
|
|
March 31, 2019
|
||||||||||||
(In thousands)
|
|
Current Portion
|
|
Long Term Portion
|
|
Current Portion
|
|
Long Term Portion
|
||||||||
Prospect Loan
|
|
$
|
—
|
|
|
$
|
14,114
|
|
|
$
|
—
|
|
|
$
|
20,627
|
|
Total non-recourse notes payable
|
|
—
|
|
|
14,114
|
|
|
—
|
|
|
20,627
|
|
||||
Less: Unamortized debt issuance costs and debt discounts
|
|
—
|
|
|
(1,141
|
)
|
|
—
|
|
|
(1,495
|
)
|
||||
Total non-recourse notes payable, net of unamortized debt issuance costs and debt discounts
|
|
$
|
—
|
|
|
$
|
12,973
|
|
|
$
|
—
|
|
|
$
|
19,132
|
|
|
|
|
|
|
|
|
|
|
||||||||
Bison Note Payable
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
10,000
|
|
|
$
|
—
|
|
Bison Convertible Note
|
|
10,000
|
|
|
|
|
|
|
|
|||||||
Second Lien Loans
|
|
8,007
|
|
|
—
|
|
|
11,132
|
|
|
—
|
|
||||
Credit Facility
|
|
14,662
|
|
|
—
|
|
|
18,623
|
|
|
—
|
|
||||
Convertible Note
|
|
5,000
|
|
|
—
|
|
|
5,000
|
|
|
—
|
|
||||
Total recourse notes payable
|
|
37,669
|
|
|
—
|
|
|
44,755
|
|
|
—
|
|
||||
Less: Unamortized debt issuance costs and debt discounts
|
|
(979
|
)
|
|
—
|
|
|
(1,436
|
)
|
|
—
|
|
||||
Total recourse notes payable, net of unamortized debt issuance costs and debt discounts
|
|
$
|
36,690
|
|
|
$
|
—
|
|
|
$
|
43,319
|
|
|
$
|
—
|
|
Total notes payable, net of unamortized debt issuance costs
|
|
$
|
36,690
|
|
|
$
|
12,973
|
|
|
$
|
43,319
|
|
|
$
|
19,132
|
|
•
|
5.0% of the principal amount prepaid between the second and third anniversaries of issuance;
|
•
|
4.0% of the principal amount prepaid between the third and fourth anniversaries of issuance;
|
•
|
3.0% of the principal amount prepaid between the fourth and fifth anniversaries of issuance;
|
•
|
2.0% of the principal amount prepaid between the fifth and sixth anniversary of issuance;
|
•
|
1.0% of the principal amount prepaid between the sixth and seventh anniversaries of issuance; and
|
•
|
No penalty if the balance of the Prospect Loan, including accrued interest, is prepaid thereafter.
|
|
|
As of
|
||||||
(In thousands)
|
|
September 30, 2019
|
|
March 31, 2019
|
||||
Prospect Loan, at issuance
|
|
$
|
70,000
|
|
|
$
|
70,000
|
|
PIK Interest
|
|
4,778
|
|
|
4,778
|
|
||
Payments to date
|
|
(60,664
|
)
|
|
(54,151
|
)
|
||
Prospect Loan, net
|
|
14,114
|
|
|
20,627
|
|
||
Less current portion
|
|
—
|
|
|
—
|
|
||
Total long term portion
|
|
$
|
14,114
|
|
|
$
|
20,627
|
|
As of September 30, 2019
|
|||||||||||||
Range of Prices
|
|
Options Outstanding
|
|
Weighted
Average
Remaining
Life in Years
|
|
Weighted
Average
Exercise
Price
|
|
Aggregate Intrinsic Value (In thousands)
|
|||||
$1.16 - $7.40
|
|
5,000
|
|
|
5.76
|
|
$
|
7.40
|
|
|
$
|
—
|
|
$13.70 - $24.40
|
|
276,365
|
|
|
3.49
|
|
14.68
|
|
|
—
|
|
||
$30.00 - $ 50.00
|
|
7,500
|
|
|
1.88
|
|
30.00
|
|
|
—
|
|
||
|
|
288,865
|
|
|
|
|
|
|
$
|
—
|
|
|
Options
Exercisable
|
|
Weighted
Average
Remaining
Life in Years
|
|
Weighted
Average
Exercise
Price
|
|
Aggregate Intrinsic Value
(In thousands)
|
||
As of September 30, 2019
|
2,262,474
|
|
3.48
|
|
$14.95
|
|
$
|
—
|
|
Recipient
|
|
Amount outstanding
|
|
Expiration
|
|
Exercise price per share
|
|
Strategic management service provider
|
|
52,500
|
|
|
July 2021
|
|
$17.20 - $30.00
|
Warrants issued to Ronald L. Chez in connection with the Second Lien Loans
|
|
206,768
|
|
|
July 2023
|
|
$1.34 - $1.57
|
Warrants issued in connection with Convertible Notes exchange transaction
|
|
207,679
|
|
|
December 2021
|
|
$1.54
|
5-year Warrant issued to BEMG in connection with a term loan agreement
|
|
1,400,000
|
|
|
December 2022
|
|
$1.80
|
Lease Costs
|
|
|
|
||||
The table below presents certain information related to lease costs for leases:
|
|
|
|||||
|
Three Months Ended
|
|
Six Months Ended
|
||||
(In thousands)
|
September 30, 2019
|
||||||
Operating lease cost
|
$
|
230
|
|
|
$
|
456
|
|
Total lease cost
|
$
|
230
|
|
|
$
|
456
|
|
|
|
|
|
Other Information
|
|
|
|
||||
|
|
|
|
||||
The table below presents supplemental cash flow information related to leases:
|
|||||||
|
Three Months Ended
|
|
Six Months Ended
|
||||
(In thousands)
|
September 30, 2019
|
||||||
Cash paid for amounts included in the measurement of lease liabilities
|
|
|
|
||||
Operating cash flows used for operating leases
|
$
|
229
|
|
|
$
|
443
|
|
Undiscounted Cash Flows
|
|
|
||
|
|
|
||
The table below reconciles the undiscounted cash flows for the remaining years on the leases to the lease liabilities recorded on the balance sheet as of September 30, 2019.
|
||||
(In thousands)
|
|
Operating Leases
|
||
2020 (remaining 6 months)
|
|
$
|
513
|
|
2021
|
|
1,031
|
|
|
2022
|
|
594
|
|
|
2023
|
|
—
|
|
|
Thereafter
|
|
—
|
|
|
Total minimum lease payments
|
|
$
|
2,138
|
|
Less: Interest
|
|
(120
|
)
|
|
Present value of lease liabilities
|
|
$
|
2,018
|
|
|
|
Six Months Ended
September 30,
|
||||||
(In thousands)
|
|
2019
|
|
2018
|
||||
Cash interest paid
|
|
$
|
2,782
|
|
|
$
|
4,457
|
|
Accrued dividends on preferred stock
|
|
89
|
|
|
89
|
|
||
Issuance of Class A common stock for payment of preferred stock dividends
|
|
178
|
|
|
178
|
|
||
Right-of-use assets and operating lease liability recorded upon adoption of ASU 842, net
|
|
90
|
|
|
—
|
|
||
Amounts accrued in connection with addition of property and equipment
|
|
476
|
|
|
—
|
|
Operations of:
|
Products and services provided:
|
Cinema Equipment Business
|
Financing vehicles and administrators for 3,384 Systems installed nationwide in our first deployment phase (“Phase I Deployment”) to theatrical exhibitors and for 5,203 Systems installed domestically and internationally in our second deployment phase (“Phase II Deployment”).
We retain ownership of the Systems and the residual cash flows related to the Systems in Phase I Deployment after the repayment of all non-recourse debt at the expiration of exhibitor master license agreements. For certain Phase II Deployment Systems, we do not retain ownership of the residual cash flows and digital cinema equipment in Phase II Deployment after the completion of cost recoupment and at the expiration of the exhibitor master license agreements. The Cinema Equipment Business also provides monitoring, collection, verification and management services to this segment, as well as to exhibitors who purchase their own equipment, and also collects and disburses VPFs from motion picture studios, distributors and ACFs from alternative content providers, movie exhibitors and theatrical exhibitors (collectively, “Services”). |
Content & Entertainment Business
|
Leading distributor of independent content, and collaborates with producers and other content owners to market, source, curate and distribute independent content to targeted and profitable audiences in theatres and homes, and via mobile and emerging platforms.
|
|
|
As of September 30, 2019
|
|||||||||||||||||||||
(In thousands)
|
|
Intangible Assets, net
|
|
Goodwill
|
|
Total Assets
|
|
Notes Payable, Non-Recourse
|
|
Notes Payable
|
Operating lease liabilities
|
||||||||||||
Cinema Equipment Business
|
|
$
|
46
|
|
|
$
|
—
|
|
|
$
|
38,134
|
|
|
$
|
12,973
|
|
|
$
|
—
|
|
$
|
914
|
|
Content & Entertainment Business
|
|
8,043
|
|
|
8,701
|
|
|
49,726
|
|
|
—
|
|
|
—
|
|
302
|
|
||||||
Corporate
|
|
8
|
|
|
—
|
|
|
4,623
|
|
|
—
|
|
|
36,690
|
|
802
|
|
||||||
Total
|
|
$
|
8,097
|
|
|
$
|
8,701
|
|
|
$
|
92,483
|
|
|
$
|
12,973
|
|
|
$
|
36,690
|
|
$
|
2,018
|
|
|
|
As of March 31, 2019
|
|||||||||||||||||||||
(In thousands)
|
|
Intangible Assets, net
|
|
Goodwill
|
|
Total Assets
|
|
Notes Payable, Non-Recourse
|
|
Notes Payable
|
Operating lease liabilities
|
||||||||||||
Cinema Equipment Business
|
|
$
|
69
|
|
|
$
|
—
|
|
|
$
|
42,958
|
|
|
$
|
19,132
|
|
|
$
|
—
|
|
$
|
—
|
|
Content & Entertainment Business
|
|
9,607
|
|
|
8,701
|
|
|
54,575
|
|
|
—
|
|
|
—
|
|
—
|
|
||||||
Corporate
|
|
10
|
|
|
—
|
|
|
4,350
|
|
|
—
|
|
|
43,319
|
|
—
|
|
||||||
Total
|
|
$
|
9,686
|
|
|
$
|
8,701
|
|
|
$
|
101,883
|
|
|
$
|
19,132
|
|
|
$
|
43,319
|
|
$
|
—
|
|
|
|
|
Statements of Operations
|
||||||||||||||
|
|
|
Three Months Ended September 30, 2019
|
||||||||||||||
|
|
|
(Unaudited, in thousands)
|
||||||||||||||
|
|
|
Cinema Equipment Business
|
|
Content & Entertainment
Business
|
|
Corporate
|
|
Consolidated
|
||||||||
Revenues
|
|
|
$
|
3,645
|
|
|
$
|
6,596
|
|
|
$
|
—
|
|
|
$
|
10,241
|
|
Direct operating (exclusive of depreciation and amortization shown below)
|
|
|
362
|
|
|
3,725
|
|
|
—
|
|
|
4,087
|
|
||||
Selling, general and administrative
|
|
|
604
|
|
|
2,591
|
|
|
1,793
|
|
|
4,988
|
|
||||
Allocation of corporate overhead
|
|
|
203
|
|
|
1,266
|
|
|
(1,469
|
)
|
|
—
|
|
||||
Provision for doubtful accounts
|
|
|
56
|
|
|
—
|
|
|
—
|
|
|
56
|
|
||||
Depreciation and amortization of property and equipment
|
|
|
1,491
|
|
|
76
|
|
|
42
|
|
|
1,609
|
|
||||
Amortization of intangible assets
|
|
|
12
|
|
|
581
|
|
|
1
|
|
|
594
|
|
||||
Total operating expenses
|
|
|
2,728
|
|
|
8,239
|
|
|
367
|
|
|
11,334
|
|
||||
Income (loss) from operations
|
|
|
$
|
917
|
|
|
$
|
(1,643
|
)
|
|
$
|
(367
|
)
|
|
$
|
(1,093
|
)
|
(In thousands)
|
|
|
Cinema Equipment Business
|
|
Content & Entertainment
Business |
|
Corporate
|
|
Consolidated
|
||||||||
Direct operating
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Selling, general and administrative
|
|
|
—
|
|
|
26
|
|
|
152
|
|
|
178
|
|
||||
Total stock-based compensation
|
|
|
$
|
—
|
|
|
$
|
26
|
|
|
$
|
152
|
|
|
$
|
178
|
|
|
|
Statements of Operations
|
||||||||||||||
|
|
Three Months Ended September 30, 2018
|
||||||||||||||
|
|
(Unaudited, in thousands)
|
||||||||||||||
|
|
Cinema Equipment Business
|
|
Content & Entertainment Business
|
|
Corporate
|
|
Consolidated
|
||||||||
Revenues
|
|
$
|
7,491
|
|
|
$
|
6,253
|
|
|
$
|
—
|
|
|
$
|
13,744
|
|
Direct operating (exclusive of depreciation and amortization shown below)
|
|
410
|
|
|
3,206
|
|
|
—
|
|
|
3,616
|
|
||||
Selling, general and administrative
|
|
465
|
|
|
3,833
|
|
|
2,189
|
|
|
6,487
|
|
||||
Allocation of Corporate overhead
|
|
390
|
|
|
1,015
|
|
|
(1,405
|
)
|
|
—
|
|
||||
Provision for doubtful accounts
|
|
1,067
|
|
|
—
|
|
|
—
|
|
|
1,067
|
|
||||
Depreciation and amortization of property and equipment
|
|
1,942
|
|
|
87
|
|
|
47
|
|
|
2,076
|
|
||||
Amortization of intangible assets
|
|
11
|
|
|
1,382
|
|
|
2
|
|
|
1,395
|
|
||||
Total operating expenses
|
|
4,285
|
|
|
9,523
|
|
|
833
|
|
|
14,641
|
|
||||
Income (loss) from operations
|
|
$
|
3,206
|
|
|
$
|
(3,270
|
)
|
|
$
|
(833
|
)
|
|
$
|
(897
|
)
|
(In thousands)
|
|
|
Cinema Equipment Business
|
|
Content & Entertainment
Business |
|
Corporate
|
|
Consolidated
|
||||||||
Direct operating
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Selling, general and administrative
|
|
|
—
|
|
|
65
|
|
|
247
|
|
|
317
|
|
||||
Total stock-based compensation
|
|
|
$
|
—
|
|
|
$
|
65
|
|
|
$
|
247
|
|
|
$
|
317
|
|
|
|
Statements of Operations
|
||||||||||||||
|
|
Six Months Ended September 30, 2019
|
||||||||||||||
|
|
(Unaudited, in thousands)
|
||||||||||||||
|
|
Cinema Equipment Business
|
|
Content & Entertainment
Business |
|
Corporate
|
|
Consolidated
|
||||||||
Revenues
|
|
$
|
7,638
|
|
|
$
|
12,406
|
|
|
$
|
—
|
|
|
$
|
20,044
|
|
Direct operating (exclusive of depreciation and amortization shown below)
|
|
596
|
|
|
7,103
|
|
|
—
|
|
|
7,699
|
|
||||
Selling, general and administrative
|
|
1,100
|
|
|
5,815
|
|
|
3,922
|
|
|
10,837
|
|
||||
Allocation of corporate overhead
|
|
405
|
|
|
2,536
|
|
|
(2,941
|
)
|
|
—
|
|
||||
Provision (recovery) for doubtful accounts
|
|
327
|
|
|
(1
|
)
|
|
—
|
|
|
326
|
|
||||
Depreciation and amortization of property and equipment
|
|
3,137
|
|
|
162
|
|
|
84
|
|
|
3,383
|
|
||||
Amortization of intangible assets
|
|
23
|
|
|
1,564
|
|
|
2
|
|
|
1,589
|
|
||||
Total operating expenses
|
|
5,588
|
|
|
17,179
|
|
|
1,067
|
|
|
23,834
|
|
||||
Income (loss) from operations
|
|
$
|
2,050
|
|
|
$
|
(4,773
|
)
|
|
$
|
(1,067
|
)
|
|
$
|
(3,790
|
)
|
(In thousands)
|
|
Cinema Equipment Business
|
|
Content & Entertainment
Business |
|
Corporate
|
|
Consolidated
|
|||||||||
Direct operating
|
|
$
|
—
|
|
|
$
|
—
|
|
—
|
|
$
|
—
|
|
|
$
|
—
|
|
Selling, general and administrative
|
|
(6
|
)
|
|
3
|
|
|
192
|
|
|
189
|
|
|||||
Total stock-based compensation
|
|
$
|
(6
|
)
|
|
$
|
3
|
|
|
$
|
192
|
|
|
$
|
189
|
|
|
|
Statements of Operations
|
||||||||||||||
|
|
Six Months Ended September 30, 2018
|
||||||||||||||
|
|
(Unaudited, in thousands)
|
||||||||||||||
|
|
Cinema Equipment Business
|
|
Content & Entertainment Business
|
|
Corporate
|
|
Consolidated
|
||||||||
Revenues
|
|
$
|
14,606
|
|
|
$
|
12,216
|
|
|
$
|
—
|
|
|
$
|
26,822
|
|
Direct operating (exclusive of depreciation and amortization shown below)
|
|
722
|
|
|
6,319
|
|
|
—
|
|
|
7,041
|
|
||||
Selling, general and administrative
|
|
998
|
|
|
7,720
|
|
|
4,312
|
|
|
13,030
|
|
||||
Allocation of Corporate overhead
|
|
789
|
|
|
2,053
|
|
|
(2,842
|
)
|
|
—
|
|
||||
Provision (recovery) for doubtful accounts
|
|
1,243
|
|
|
(111
|
)
|
|
—
|
|
|
1,132
|
|
||||
Depreciation and amortization of property and equipment
|
|
3,902
|
|
|
169
|
|
|
94
|
|
|
4,165
|
|
||||
Amortization of intangible assets
|
|
23
|
|
|
2,764
|
|
|
3
|
|
|
2,790
|
|
||||
Total operating expenses
|
|
7,677
|
|
|
18,914
|
|
|
1,567
|
|
|
28,158
|
|
||||
Income (loss) from operations
|
|
$
|
6,929
|
|
|
$
|
(6,698
|
)
|
|
$
|
(1,567
|
)
|
|
$
|
(1,336
|
)
|
(In thousands)
|
|
Cinema Equipment Business
|
|
Content & Entertainment
Business |
|
Corporate
|
|
Consolidated
|
||||||||
Direct operating
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Selling, general and administrative
|
|
5
|
|
|
65
|
|
|
333
|
|
|
403
|
|
||||
Total stock-based compensation
|
|
$
|
5
|
|
|
$
|
65
|
|
|
$
|
333
|
|
|
$
|
403
|
|
|
Three Months Ended September 30,
|
|||||||||||||
($ in thousands)
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Cinema Equipment Business
|
$
|
3,645
|
|
|
$
|
7,491
|
|
|
$
|
(3,846
|
)
|
|
(51
|
)%
|
Content & Entertainment Business
|
6,596
|
|
|
6,253
|
|
|
343
|
|
|
5
|
%
|
|||
|
$
|
10,241
|
|
|
$
|
13,744
|
|
|
$
|
(3,503
|
)
|
|
(25
|
)%
|
|
Three Months Ended September 30,
|
|||||||||||||
($ in thousands)
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Cinema Equipment Business
|
$
|
362
|
|
|
$
|
410
|
|
|
$
|
(48
|
)
|
|
(12
|
)%
|
Content & Entertainment Business
|
3,725
|
|
|
3,206
|
|
|
519
|
|
|
16
|
%
|
|||
|
$
|
4,087
|
|
|
$
|
3,616
|
|
|
$
|
471
|
|
|
13
|
%
|
|
Three Months Ended September 30,
|
|||||||||||||
($ in thousands)
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Cinema Equipment Business
|
$
|
604
|
|
|
$
|
465
|
|
|
$
|
139
|
|
|
30
|
%
|
Content & Entertainment Business
|
2,591
|
|
|
3,833
|
|
|
(1,242
|
)
|
|
(32
|
)%
|
|||
Corporate
|
1,793
|
|
|
2,189
|
|
|
(396
|
)
|
|
(18
|
)%
|
|||
|
$
|
4,988
|
|
|
$
|
6,487
|
|
|
$
|
(1,499
|
)
|
|
(23
|
)%
|
|
Three Months Ended September 30,
|
|||||||||||||
($ in thousands)
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Cinema Equipment Business
|
$
|
1,491
|
|
|
$
|
1,942
|
|
|
$
|
(451
|
)
|
|
(23
|
)%
|
Content & Entertainment Business
|
76
|
|
|
87
|
|
|
(11
|
)
|
|
(13
|
)%
|
|||
Corporate
|
42
|
|
|
47
|
|
|
(5
|
)
|
|
(11
|
)%
|
|||
|
$
|
1,609
|
|
|
$
|
2,076
|
|
|
$
|
(467
|
)
|
|
(22
|
)%
|
|
Three Months Ended September 30,
|
|||||||||||||
($ in thousands)
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Cinema Equipment Business
|
$
|
691
|
|
|
$
|
1,222
|
|
|
$
|
(531
|
)
|
|
(43
|
)%
|
Corporate
|
1,122
|
|
|
1,350
|
|
|
(228
|
)
|
|
(17
|
)%
|
|||
|
$
|
1,813
|
|
|
$
|
2,572
|
|
|
$
|
(759
|
)
|
|
(30
|
)%
|
|
|
Three Months Ended September 30,
|
||||||
($ in thousands)
|
|
2019
|
|
2018
|
||||
Net loss
|
|
$
|
(3,088
|
)
|
|
$
|
(3,487
|
)
|
Add Back:
|
|
|
|
|
|
|
||
Income tax expense
|
|
27
|
|
|
—
|
|
||
Depreciation and amortization of property and equipment
|
|
1,609
|
|
|
2,076
|
|
||
Amortization of intangible assets
|
|
589
|
|
|
1,395
|
|
||
Interest expense, net
|
|
1,818
|
|
|
2,572
|
|
||
Other expense, net
|
|
296
|
|
|
18
|
|
||
Stock-based compensation and expenses
|
|
178
|
|
|
317
|
|
||
Net loss attributable to noncontrolling interest
|
|
(7
|
)
|
|
8
|
|
||
Adjusted EBITDA
|
|
$
|
1,422
|
|
|
$
|
2,899
|
|
|
|
|
|
|
||||
Adjustments related to the Cinema Equipment Business
|
|
|
|
|
||||
Depreciation and amortization of property and equipment
|
|
$
|
(1,491
|
)
|
|
$
|
(1,942
|
)
|
Amortization of intangible assets
|
|
(12
|
)
|
|
(12
|
)
|
||
Stock-based compensation and expenses
|
|
—
|
|
|
—
|
|
||
Income from operations
|
|
(917
|
)
|
|
(3,206
|
)
|
||
Adjusted EBITDA from non-cinema equipment business
|
|
$
|
(998
|
)
|
|
$
|
(2,261
|
)
|
|
Six Months Ended September 30,
|
|||||||||||||
($ in thousands)
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Cinema Equipment Business
|
$
|
7,638
|
|
|
$
|
14,606
|
|
|
$
|
(6,968
|
)
|
|
(48
|
)%
|
Content & Entertainment Business
|
12,406
|
|
|
12,216
|
|
|
190
|
|
|
2
|
%
|
|||
|
$
|
20,044
|
|
|
$
|
26,822
|
|
|
$
|
(6,778
|
)
|
|
(25
|
)%
|
|
Six Months Ended September 30,
|
|||||||||||||
($ in thousands)
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Cinema Equipment Business
|
$
|
596
|
|
|
$
|
722
|
|
|
$
|
(126
|
)
|
|
(17
|
)%
|
Content & Entertainment Business
|
7,103
|
|
|
6,319
|
|
|
784
|
|
|
12
|
%
|
|||
|
$
|
7,699
|
|
|
$
|
7,041
|
|
|
$
|
658
|
|
|
9
|
%
|
|
Six Months Ended September 30,
|
|||||||||||||
($ in thousands)
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Cinema Equipment Business
|
$
|
1,100
|
|
|
$
|
998
|
|
|
$
|
102
|
|
|
10
|
%
|
Content & Entertainment Business
|
5,815
|
|
|
7,720
|
|
|
(1,905
|
)
|
|
(25
|
)%
|
|||
Corporate
|
3,922
|
|
|
4,312
|
|
|
(390
|
)
|
|
(9
|
)%
|
|||
|
$
|
10,837
|
|
|
$
|
13,030
|
|
|
$
|
(2,193
|
)
|
|
(17
|
)%
|
|
Six Months Ended September 30,
|
|||||||||||||
($ in thousands)
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Cinema Equipment Business
|
$
|
3,137
|
|
|
$
|
3,902
|
|
|
$
|
(765
|
)
|
|
(20
|
)%
|
Content & Entertainment Business
|
162
|
|
|
169
|
|
|
(7
|
)
|
|
(4
|
)%
|
|||
Corporate
|
84
|
|
|
94
|
|
|
(10
|
)
|
|
(11
|
)%
|
|||
|
$
|
3,383
|
|
|
$
|
4,165
|
|
|
$
|
(782
|
)
|
|
(19
|
)%
|
|
Six Months Ended September 30,
|
|||||||||||||
($ in thousands)
|
2019
|
|
2018
|
|
$ Change
|
|
% Change
|
|||||||
Cinema Equipment Business
|
$
|
1,519
|
|
|
$
|
2,626
|
|
|
$
|
(1,107
|
)
|
|
(42
|
)%
|
Corporate
|
2,576
|
|
|
2,641
|
|
|
(65
|
)
|
|
(2
|
)%
|
|||
|
$
|
4,095
|
|
|
$
|
5,267
|
|
|
$
|
(1,172
|
)
|
|
(22
|
)%
|
|
|
Six Months Ended September 30,
|
||||||
($ in thousands)
|
|
2019
|
|
2018
|
||||
Net loss
|
|
(8,127
|
)
|
|
(6,770
|
)
|
||
Add Back:
|
|
|
|
|
||||
Income tax expense
|
|
74
|
|
|
139
|
|
||
Depreciation and amortization of property and equipment
|
|
3,383
|
|
|
4,165
|
|
||
Amortization of intangible assets
|
|
1,589
|
|
|
2,790
|
|
||
Interest expense, net
|
|
4,095
|
|
|
5,267
|
|
||
Other expense, net
|
|
759
|
|
|
28
|
|
||
Stock-based compensation and expenses
|
|
189
|
|
|
403
|
|
||
Net loss attributable to noncontrolling interest
|
|
(1
|
)
|
|
24
|
|
||
Adjusted EBITDA
|
|
$
|
1,961
|
|
|
$
|
6,046
|
|
|
|
|
|
|
||||
Adjustments related to the Cinema Equipment Business
|
|
|
|
|
||||
Depreciation and amortization of property and equipment
|
|
$
|
(3,137
|
)
|
|
$
|
(3,902
|
)
|
Amortization of intangible assets
|
|
(23
|
)
|
|
(23
|
)
|
||
Stock-based compensation and expenses
|
|
7
|
|
|
—
|
|
||
Income from operations
|
|
(2,050
|
)
|
|
(6,929
|
)
|
||
Adjusted EBITDA from non-cinema equipment business
|
|
$
|
(3,242
|
)
|
|
$
|
(4,808
|
)
|
|
|
For the Three Months Ended September 30,
|
||||||
($ in thousands)
|
|
2019
|
|
2018
|
||||
Net cash provided by operating activities
|
|
$
|
3,799
|
|
|
$
|
1,557
|
|
Net cash used in investing activities
|
|
—
|
|
|
(859
|
)
|
||
Net cash used in financing activities
|
|
(8,006
|
)
|
|
(2,959
|
)
|
||
Net change in cash and cash equivalents
|
|
$
|
(4,207
|
)
|
|
$
|
(2,261
|
)
|
|
|
|
Exhibit
Number
|
|
Description of Document
|
2.1
|
‑‑
|
|
31.1
|
‑‑
|
|
31.2
|
‑‑
|
|
32.1
|
‑‑
|
|
32.2
|
‑‑
|
|
101.INS
|
‑‑
|
XBRL Instance Document.
|
101.SCH
|
‑‑
|
XBRL Taxonomy Extension Schema.
|
101.CAL
|
‑‑
|
XBRL Taxonomy Extension Calculation.
|
101.DEF
|
‑‑
|
XBRL Taxonomy Extension Definition.
|
101.LAB
|
‑‑
|
XBRL Taxonomy Extension Label.
|
101.PRE
|
‑‑
|
XBRL Taxonomy Extension Presentation.
|
|
|
|
|
Date:
|
November 14, 2019
|
By:
|
/s/ Christopher J. McGurk
|
|
|
|
Christopher J. McGurk
Chief Executive Officer and Chairman of the Board of Directors
(Principal Executive Officer)
|
|
|
|
|
Date:
|
November 14, 2019
|
By:
|
/s/ Gary S. Loffredo
|
|
|
|
Gary S. Loffredo
Chief Operating Officer, President Digital Cinema, General Counsel and
Secretary (Principal Financial Officer)
|
|
|
|
|
1 Year Cinedigm Chart |
1 Month Cinedigm Chart |
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