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8-K - CURRENT REPORT - SRAX, Inc.scri_8k.htm

EXHIBIT 99.1

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Social Reality Reports 1,014% Year-Over-Year Revenue Growth
for Q3 2015


Innovative Ad Tech Company Reiterates Full Year 2015 Guidance of $30M Revenue,
a 486% increase over 2014 –
Q3 Adjusted EBITDA of $774K


LOS ANGELES - November 16, 2015 - Social Reality, Inc. (OTCQB: SCRI), an Internet advertising and platform technology company that provides tools to automate and maximize the digital advertising market, announced third quarter 2015 financial results. Revenue for the quarter ended September 30, 2015 was $7,390,238, an increase of 1,014% over the third quarter of 2014.  Revenue for the first nine months of 2015 was $22,173,095, an increase of 1,384% over the first nine months of 2014.


“During the third quarter we continued a rapid growth trend, as our proprietary brand and agency platforms proceeded to expand with ever-increasing adoption across all platforms including SRAX and SRAXmd,” said Christopher Miglino, Social Reality's CEO and Chairman. “Digital advertising spend is forecasted to reach $214 billion by 2018 and, though the space is competitive and fragmented, we operate in a very unique niche with our suite of proprietary products. Our core technologies, which cater to some of the largest brands and retailers in the world, help generate long-term recurring revenue streams for our company. Looking forward, we are confident in our execution and continued growth across all platforms, and reiterate our revenue guidance of $30 million for 2015.”


Third Quarter 2015 Highlights

·

Revenue of $7,390,238 represents a 1,014% increase over the third quarter 2014

·

$774K in Adjusted EBITDA

·

Operating income of $342K for the third quarter 2015 vs. a loss of $918k in 2014

·

FY 2015 revenue guidance of $30M


Three- and Nine-Month Financial Results for the Period ended September 30, 2015


Revenue for the three months ended September 30, 2015, totaled $7,390,238 compared to $663,144 reported for the three months ended September 30, 2014. Revenue of $22,173,095 was reported for the first nine months of 2015, compared to $1,493,755 for the first nine months of 2014. Gross profit increased to $4,094,094 for the three months ended September 30, 2015, compared to $173,728 for the same period of 2014. Gross profit increased to $11,476,033 for the nine months ended September 30, 2015, compared to $427,419 for the same period of 2014.




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The company reported a net loss of $(658,540) for the three months ended September 30, 2015, compared to a net loss of $(917,750) for the corresponding period of 2014. The company reported a net loss of $(2,297,410) for the nine months ended September 30, 2015, compared to a net loss of $(2,485,672) for the corresponding period of 2014. For the quarter ended September 30, 2015, net loss was $(0.02) per diluted share, compared to a net loss of $(0.04) per share for the three months ended September 30, 2014.


Adjusted EBITDA was $774,000 for the quarter ended September 30, 2015, compared to $(669,000) in the same period of 2014. For the first nine months of 2015, net loss was $(0.09) per share, compared to a net loss of $(0.12) per share for the same period of 2014, and adjusted EBITDA was $1,868,000 for the first nine months of 2015, compared to $(1,745,000) in the same period of 2014.  As shown in the following table, Reconciliation of Adjusted EBITDA to GAAP, the differences between net income and adjusted EBITDA are primarily composed of non-cash stock-based compensation, amortization, accretion, and interest expenses.


Balance Sheet as of September 30, 2015


Cash and cash equivalents totaled $1,032,958 on September 30, 2015. Current assets and total assets were $10,096,449 and $30,802,043, respectively, while current liabilities and total liabilities were $15,204,105 and $26,713,587 respectively. As of September 30, 2015, the company had stockholders' equity of $4,088,456.


About Social Reality

Social Reality, Inc. is an Internet advertising company that provides tools to automate the digital advertising market. The company has built technologies and leveraged partner technologies that service social media and the Real Time Bidding (RTB) markets. For more information, please visit www.socialreality.com.


Forward-Looking Statements

This press release may contain forward-looking statements. These forward-looking statements are based on current expectations and involve inherent risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and difficult to predict, including, without limitation: our ability to grow our revenues and manage our gross margins; our history of losses; our limited operating history; the terms of our financing agreement with Victory Park Management, LLC as agent for the lenders; the impact of our debt obligations on our liquidity and financial conditions; the impact of the earn out payments to Mr. Steel; our possible need for additional financing; risks associated with loss of access to the Facebook platform; risks associated with loss of access to RTB inventory buyers; the continued appeal of digital advertising; our dependence on our publishers; risks related to possible future acquisitions; the limited market for our Class A common stock; and the impact of penny stock rules on the trading in our Class A common stock, among others, all as set forth in our Annual Report on Form 10-K for the year ended December 31, 2014 as filed with the Securities and Exchange Commission, and our other filings with the SEC. Except for our ongoing obligations to disclose material information under the Federal securities laws, Social Reality undertakes no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events. These forward-looking statements speak only as of the date of this report, and you should not rely on these statements.




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SOCIAL REALITY, INC.

CONDENSED CONSOOLIDATED STATEMENTS OF OPERATIONS

THREE AND NINE MONTH PERIODS ENDED SEPTEMBER 30, 2015 AND 2014

(Unaudited)


 

 

Three Months ended

September 30,

 

 

Nine Months ended

September 30,

 

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

 

  

                         

  

  

                         

  

  

                         

  

  

                         

  

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

7,390,238

 

 

$

663,144

 

 

$

22,173,095

 

 

$

1,493,755

 

Cost of revenue

 

 

3,296,144

 

 

 

489,416

 

 

 

10,697,062

 

 

 

1,066,336

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

4,094,094

 

 

 

173,728

 

 

 

11,476,033

 

 

 

427,419

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expense

 

 

3,751,736

 

 

 

1,091,749

 

 

 

10,914,488

 

 

 

2,914,356

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from operations

 

 

342,358

 

 

 

(918,021

)

 

 

561,545

 

 

 

(2,486,937

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income (expense)

 

 

(1,000,898

)

 

 

271

 

 

 

(2,858,955

)

 

 

1,265

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss before provision for income taxes

 

 

(658,540

)

 

 

(917,750

)

 

 

(2,297,410

)

 

 

(2,485,672

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(658,540

)

 

$

(917,750

)

 

$

(2,297,410

)

 

$

(2,485,672

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share, basic and diluted

 

$

(0.02

)

 

$

(0.04

)

 

$

(0.09

)

 

$

(0.12

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

27,046,241

 

 

 

20,692,959

 

 

 

26,935,631

 

 

 

20,522,596

 





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SOCIAL REALITY, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS


 

 

September 30,

 

 

December 31,

 

 

 

2015

 

 

2014

 

 

 

(Unaudited)

 

 

 

 

Assets

  

                         

  

  

                         

  

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

1,032,958

 

 

$

1,843,393

 

Accounts receivable, net of allowance for doubtful accounts of $119,066 and $52,338

 

 

8,910,043

 

 

 

3,874,620

 

Prepaid expenses

 

 

130,964

 

 

 

222,532

 

Other current assets

 

 

22,484

 

 

 

7,352

 

Total current assets

 

 

10,096,449

 

 

 

5,947,897

 

 

 

 

 

 

 

 

 

 

Property and equipment, net of accumulated depreciation of $37,626 and $25,013

 

 

45,646

 

 

 

27,602

 

Goodwill

 

 

16,314,957

 

 

 

16,312,911

 

Intangible assets, net of accumulated amortization of $190,972 and $0

 

 

1,815,028

 

 

 

2,006,000

 

Deferred debt issue costs

 

 

1,982,124

 

 

 

2,907,736

 

Prepaid stock based compensation

 

 

532,180

 

 

 

1,008,019

 

Other assets

 

 

15,659

 

 

 

4,804

 

 

 

 

 

 

 

 

 

 

Total assets

 

$

30,802,043

 

 

$

28,214,969

 

 

 

 

 

 

 

 

 

 

Liabilities and stockholders' equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

5,717,731

 

 

$

2,882,120

 

Note payable - related party

 

 

2,258,263

 

 

 

2,500,000

 

Notes payable, current portion

 

 

1,881,000

 

 

 

1,350,000

 

Unearned revenue

 

 

1,695

 

 

 

25,295

 

Contingent consideration payable to related party - current portion

 

 

3,955,763

 

 

 

3,586,722

 

Put liability

 

 

1,389,653

 

 

 

 

Total current liabilities

 

 

15,204,105

 

 

 

10,344,137

 

 

 

 

 

 

 

 

 

 

Notes payable

 

 

8,040,448

 

 

 

7,713,014

 

Contingent consideration payable to related party - long term

 

 

3,469,034

 

 

 

3,145,401

 

Put liability

 

 

 

 

 

1,260,010

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

26,713,587

 

 

 

22,462,562

 

 

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 

 

Preferred stock, authorized 50,000,000 shares, $0.001 par value,

 

 

 

 

 

 

 

 

Undesignated, 49,800,000 shares, no shares issued and outstanding

 

 

 

 

 

 

 

 

Series 1 Preferred stock, authorized 200,000 shares, 86,000 shares issued and outstanding, respectively

 

 

86

 

 

 

86

 

Class A common stock, authorized 250,000,000 shares, $0.001 par value, 29,637,092 and 29,416,612 shares issued, respectively, and 27,250,229 and 27,029,749 shares outstanding, respectively

 

 

27,250

 

 

 

27,030

 

Class B common stock, authorized 9,000,000 shares, $0.001 par value, no shares issued and outstanding

 

 

 

 

 

 

Additional paid in capital

 

 

13,776,392

 

 

 

13,143,153

 

Accumulated deficit

 

 

(9,715,272

)

 

 

(7,417,862

)

Total stockholders' equity

 

 

4,088,456

 

 

 

5,752,407

 

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders' equity

 

$

30,802,043

 

 

$

28,214,969

 



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SOCIAL REALITY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

NINE MONTH PERIODS ENDED SEPTEMBER 30, 2015 AND 2014

(Unaudited)


 

 

Nine Month Periods Ended

September 30,

 

 

 

2015

 

 

2014

 

 

  

                         

  

  

                         

  

Cash flows from operating activities:

 

 

 

 

 

 

Net loss

 

$

(2,297,410

)

 

$

(2,485,672

)

Adjustments to reconcile net loss to net cash used by operating activities:

 

 

 

 

 

 

 

 

Amortization of stock based prepaid fees

 

 

475,839

 

 

 

495,444

 

Stock based compensation

 

 

626,539

 

 

 

235,348

 

Amortization of debt issue costs

 

 

925,612

 

 

 

 

PIK interest expense accrued to principal

 

 

279,216

 

 

 

 

Accretion of contingent consideration

 

 

692,674

 

 

 

 

Accretion of put liability

 

 

129,643

 

 

 

 

Depreciation and amortization

 

 

203,585

 

 

 

10,258

 

Bad debt expense

 

 

66,728

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(5,102,151

)

 

 

(258,826

)

Prepaid expenses

 

 

91,568

 

 

 

(24,765

)

Other current assets

 

 

(15,132

)

 

 

(6,530

)

Other assets

 

 

(10,855

)

 

 

(804

)

Accounts payable and accrued expenses

 

 

2,833,564

 

 

 

(152,934

)

Unearned revenue

 

 

(23,600

)

 

 

 

 

 

 

 

 

 

 

 

 

Cash used by operating activities

 

 

(1,124,180

)

 

 

(2,188,481

)

 

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Purchase of equipment

 

 

(30,657

)

 

 

(6,856

)

 

 

 

 

 

 

 

 

 

Cash used by investing activities

 

 

(30,657

)

 

 

(6,856

)

 

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Sale of common stock

 

 

 

 

 

1,273,161

 

Cost of common stock sale

 

 

 

 

 

(16,291

)

Proceeds from warrant offering

 

 

6,921

 

 

 

 

Proceeds from note payable

 

 

1,500,000

 

 

 

 

Repayments of notes payable

 

 

(1,162,519

)

 

 

 

Debt issue costs

 

 

 

 

 

(200,000

)

 

 

 

 

 

 

 

 

 

Cash provided by financing activities

 

 

344,402

 

 

 

1,056,870

 

 

 

 

 

 

 

 

 

 

Net decrease in cash

 

 

(810,435

)

 

 

(1,138,467

)

Cash, beginning of period

 

 

1,843,393

 

 

 

1,715,264

 

Cash, end of period

 

$

1,032,958

 

 

$

576,797

 

 

 

 

 

 

 

 

 

 

Supplemental Schedule of Cash Flow Information:

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

718,119

 

 

$

 

Cash paid for taxes

 

$

 

 

$

 




5




Use of Non-GAAP Measure - Adjusted EBITDA


Social Reality's management evaluates and makes operating decisions using various financial metrics. In addition to the company's GAAP results, management also considers the non-GAAP measure of Adjusted EBITDA. Adjusted EBITDA is defined as net income before income taxes, depreciation and amortization expenses, plus stock-based compensation and interest expense. Management believes that this non-GAAP measure provides useful information about Social Reality's operating results. The tables below provide a reconciliation of this non-GAAP financial measure with the most directly comparable GAAP financial measure. This non-GAAP measure should be considered a supplement to, and not a substitute for, or superior to, financial measures calculated in accordance with GAAP.


Reconciliation of Adjusted EBITDA to GAAP



 

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

(unaudited, in thousands)

 

2015

 

 

2014

 

 

2015

 

 

2014

 

Net income (loss)

 

$

(658

)

 

$

(918

)

 

 

(2,297

)

 

 

(2,486

)

plus:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity based compensation

 

 

237

 

 

 

246

 

 

 

1,102

 

 

 

731

 

Adjusted net income (loss)

 

$

(421

)

 

$

(672

)

 

 

(1,195

)

 

 

(1,755

)

Interest expense

 

 

1,001

 

 

 

 

 

 

2,859

 

 

 

 

Depreciation and amortization

 

 

194

 

 

 

3

 

 

 

204

 

 

 

10

 

Adjusted EBITDA

 

$

774

 

 

$

(669

)

 

 

1,868

 

 

 

(1,745

)


Contact:

MDC Group

Investor Relations:

David Castaneda

Arsen Mugurdumov

414.351.9758

IR-PR@socialreality.com

 

Media Relations:

Susan Roush

747.222.7012

IR-PR@socialreality.com


Robert Haag
Managing Director
IRTH Communications
SCRI@irthcommunications.com
866.976.4784




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