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8-K - CURRENT REPORT - SRAX, Inc.srax_8k.htm

EXHIBIT 99.1

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SRAX Reports First Quarter of 2018

- Entered a Memorandum of Understanding Regarding SRAXmd -

- Delivered 61% Gross Margins -


LOS ANGELES, May 15, 2018 –Social Reality, Inc. (Nasdaq: SRAX),  a digital marketing and consumer data management and distribution technology platform company, reported results for the quarter ended March 31, 2018.


SRAX’s CEO and Chairman Christopher Miglino, stated, “2018 has been and will be a year of tremendous strategic change as we grow and monetize our verticals as well as launch our consumer data management and distribution system BIGtoken.com. Even as our first quarter experienced its typical seasonality, we achieved a gross margin above historical averages at 61%. Also, during the quarter, we continued to invest in sales, engineering and product development, which yielded several new launches. Regarding SRAXmd, our healthcare vertical, we have entered into a MOU, and our team is working diligently to close the transaction.  


BIGtoken.com development is proceeding quite well. In March, we released our Alpha version to test functionality, reward mechanisms and blockchain mechanics. We are receiving excellent, actionable feedback. As we move into Beta testing, we intend to include additional features with team-oriented components for gaming and social-oriented elements for data gathering. BIGtoken.com will provide a solution to many of today’s privacy concerns by creating an ecosystem where advertisers and marketing companies obtain quality, verified data through secure blockchain technology designed to provide consumers with choice, awareness and rewards. We believe this addition will diversify our product portfolio and drive shareholder value.”


Financial Results: First Quarter 2018 Compared to First Quarter 2017

·

Gross revenue was $2.1 million, compared to $5.3 million in the first quarter of 2017, which included high volume, low-margin revenue as well as a larger contribution from SRAX Reach customers.

·

Gross margin was 61% on gross profit of $1.3 million, compared to gross margin of 38% on gross profit of $2.0 million in the year ago quarter, reflecting the companys focus on high-margin revenue.

·

Operating expenses were $4.1 million, compared to $5.2 million, which included $847,000 in one-time charges in the first quarter of 2017.

·

Loss from operations improved to $2.8 million, compared to $3.2 million in the first quarter of 2017.

·

Net loss was $3.6 million, or $0.36 cents per share, compared to $3.9 million, or $0.50 cents per share in the first quarter of 2017.   

·

Adjusted EBITDA loss was $2.5 million, compared to $1.7 million in the first quarter of 2017.   




·

Cash and cash equivalents were $190,000 at March 31, 2018, compared to $1.0 million at December 31, 2017.  The company renewed its $4 million credit facility with FastPay in April.


Adjusted EBITDA is defined as earnings before interest, taxes, depreciation and amortization, and certain additional one-time expenses. It is not intended to represent a measure of performance in accordance with accounting principles generally accepted in the United States (GAAP). A detailed description and reconciliation of EBITDA and management's reasons for using this measure is set forth at the end of this press release.


Other Recent Corporate Highlights:

·

Entered into a non-binding memorandum of understanding in May 2018.  The closing of the transaction is subject to the completion of due diligence and definitive agreements.  As of the date hereof, none of these conditions have been met.

·

Gathered useful feedback from the BIGtoken.com platform Alpha release to begin Beta testing.

·

Launched SRAX Socials Intelligent Budget to facilitate allocation and payment amongst specific campaigns or client profiles.

·

Unveiled SRAX Socials Auto-Boost to automatically enhance social advertising campaigns based on user-set rules and parameters.

·

Bolstered SRAXshopper target verified shoppers visiting advertisers key retailers with a single intended message across multiple devices and inventory sources.


Conference Call

Management will review the results on a conference call with a live question and answer session today, May 15, 2018, at 4:30 p.m. ET. To access the call, please use passcode 5318221:

·

If calling from the United States or Canada, please dial Dial-In Numbers: 1-800-281-7973 to access the live call and 1-844-512-2921 for the replay available until May 29, 2018.

·

If calling internationally, please dial 1-323-794-2093 to access the live call and 1-412-317-6671 for the replay.

·

The call will be webcast over the internet and accessible at the Companys website at http://srax.com/investors/ for at least 90 days.  


About SRAX
Social Reality, Inc.(NASDAQ: SRAX) is a digital marketing and consumer data management and distribution technology platform company. SRAX's technology delivers the tools to unlock data to reveal brands and content owners' core consumers and their characteristics across marketing channels. Through its blockchain identification graph technology platform, BIG (www.bigtoken.com), SRAX is developing a consumer-powered data marketplace where people will own and sell access to their data thereby providing everyone in the Internet ecosystem transparency, choice and compensation. SRAX's technology and tools deliver a digital competitive advantage for brands in the healthcare, CPG, automotive, sports and lifestyle verticals by integrating all aspects of the advertising experience, including verified consumer participation, into one platform. For more information on SRAX, visit www.srax.com.




Safe Harbor Statement

This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words or expressions such as "anticipate," "plan," "will," "intend," "believe" or "expect'" or variations of such words and similar expressions are intended to identify such forward-looking statements. 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 and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including, without limitation, statements made with respect to expectations of our ability to increase our revenues, satisfy our obligations as they become due, report profitable operations, the ultimate outcome of any proposed transaction with SRAXmd, and other risks and uncertainties, all as set forth in our Annual Report on Form 10-K for the year ended December 31, 2017, as filed with the Securities and Exchange Commission. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements, many of which are generally outside the control of Social Reality and are difficult to predict. Social Reality undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.


Statements contained in this press release also reference the auction process with regards to SRAXmd.  Although management is optimistic regarding the successful completion of the auction process, there can be no assurances that the process will be completed, will be successful, or that if such process is completed, that it will be on terms favorable to us.


Contact Information:

Kirsten Chapman, LHA Investor Relations, +1 415 433 3777, srax@lhai.com






SOCIAL REALITY, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

 

 

March 31,

 

 

December 31,

 

 

 

2018

 

 

2017

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

189,888

 

 

$

1,017,299

 

Accounts receivable, net

 

 

1,734,058

 

 

 

4,348,305

 

Prepaid expenses

 

 

540,753

 

 

 

468,336

 

Other current assets

 

 

300,898

 

 

 

300,898

 

Total current assets

 

 

2,765,597

 

 

 

6,134,838

 

 

 

 

 

 

 

 

 

 

Property and equipment, net of accumulated depreciation

 

 

165,898

 

 

 

154,546

 

 

 

 

 

 

 

 

 

 

Goodwill

 

 

15,644,957

 

 

 

15,644,957

 

Intangibles - net

 

 

1,708,349

 

 

 

1,642,760

 

Other assets

 

 

32,043

 

 

 

28,598

 

 

 

 

 

 

 

 

 

 

Total assets

 

$

20,316,844

 

 

$

23,605,699

 

 

 

 

 

 

 

 

 

 

Liabilities and stockholders' equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

4,682,794

 

 

$

5,010,815

 

Total current liabilities

 

 

4,682,794

 

 

 

5,010,815

 

 

 

 

 

 

 

 

 

 

Secured convertible debentures, net

 

 

2,043,804

 

 

 

1,711,146

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

6,726,598

 

 

 

6,721,961

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies (Note 13)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders' equity

 

 

 

 

 

 

 

 

Preferred stock, authorized 50,000,000 shares, $0.001 par value, no shares issued or outstanding at March 31, 2018 and December 31, 2017, respectively

 

 

 

 

 

 

Class A common stock, authorized 250,000,000 shares, $0.001 par value, 10,212,738 and 9,910,565 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively

 

 

10,213

 

 

 

9,911

 

Class B common stock, authorized 9,000,000 shares, $0.001 par value, no shares issued or outstanding at March 31, 2018 and December 31, 2017, respectively

 

 

 

 

 

 

Common stock to be issued

 

 

10,000

 

 

 

879,500

 

Additional paid in capital

 

 

38,328,359

 

 

 

37,143,033

 

Accumulated deficit

 

 

(24,758,326

)

 

 

(21,148,706

)

Total stockholders' equity

 

 

13,590,246

 

 

 

16,883,738

 

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders' equity

 

$

20,316,844

 

 

$

23,605,699

 








SOCIAL REALITY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

THREE ENDED MARCH 31, 2018 AND 2017

 (Unaudited)



 

 

Three Months ended

March 31,

 

 

 

2018

 

 

2017

 

Revenues

 

$

2,110,850

 

 

$

5,326,163

 

Cost of revenue

 

 

818,105

 

 

 

3,279,120

 

Gross profit

 

 

1,292,745

 

 

 

2,047,043

 

 

 

 

 

 

 

 

 

 

Operating expense

 

 

 

 

 

 

 

 

General, selling and administrative expense

 

 

4,130,258

 

 

 

4,409,807

 

Write-off of non-compete agreement

 

 

 

 

 

468,751

 

Restructuring costs

 

 

 

 

 

377,961

 

Total operating expense, net

 

 

4,130,258

 

 

 

5,256,519

 

 

 

 

 

 

 

 

 

 

Loss from operations

 

 

(2,837,513

)

 

 

(3,209,476

)

 

 

 

 

 

 

 

 

 

Other income (expense)

 

 

 

 

 

 

 

 

Interest income (expense)

 

 

(434,785

)

 

 

(133,306

)

Amortization of debt issuance costs

 

 

(332,658

)

 

 

(578,140

)

Total interest expense

 

 

(767,443

)

 

 

(711,446

)

Accretion of put warrants

 

 

 

 

 

 

Exchange Gain or Loss

 

 

(4,664

)

 

 

 

Total other income (expense)

 

 

(772,107

)

 

 

(711,446

 

 

 

 

 

 

 

 

 

Loss before provision for income taxes

 

 

(3,609,620

)

 

 

(3,920,922

)

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(3,609,620

)

 

$

(3,920,922

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income per share, basic and diluted

 

$

(0.36

)

 

$

(0.50

)

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding, basic and diluted

 

 

10,037,905

 

 

 

7,844,127

 






SOCIAL REALITY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

THREE MONTH PERIOD ENDED MARCH 31, 2018

(Unaudited)


 

 

Three Month Period Ended

March 31,

 

 

 

2018

 

 

2017

 

Cash flows from operating activities:

 

 

 

 

 

 

Net income (loss)

 

$

(3,609,620

)

 

$

(3,920,922

)

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

 

 

 

 

 

 

 

 

Stock based compensation

 

 

166,130

 

 

 

512,442

 

Amortization of debt issue costs

 

 

93,639

 

 

 

578,140

 

Accretion of put warrants

 

 

 

 

 

 

Amortization of debt discount

 

 

239,018

 

 

 

 

Write-off of non-compete agreement

 

 

 

 

 

468,751

 

Provision for bad debts

 

 

(425

)

 

 

(8,277

)

Depreciation expense

 

 

9,441

 

 

 

3,234

 

Amortization of intangibles

 

 

166,185

 

 

 

107,720

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Accounts receivable

 

 

2,614,671

 

 

 

1,840,549

 

Prepaid expenses

 

 

(72,416

)

 

 

2,071

 

Other assets

 

 

(3,445

)

 

 

 

Accounts payable and accrued expenses

 

 

(178,022

)

 

 

(195,150

)

Cash (used) provided by operating activities

 

 

(574,844

)

 

 

(611,442

)

 

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Purchase of equipment

 

 

(20,793

)

 

 

(5,821

)

Development of software

 

 

(231,774

)

 

 

(135,241

)

Cash used in investing activities

 

 

(252,567

)

 

 

(141,062

)

 

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Proceeds from the issuance of common stock, net

 

 

 

 

 

3,820,001

 

Repayments of note payable and PIK interest

 

 

 

 

 

(3,996,928

)

Net cash provided by financing activities

 

 

 

 

 

(176,927

)

 

 

 

 

 

 

 

 

 

Net decrease in cash and cash equivalents

 

 

(827,411

)

 

 

(929,431

)

Cash and cash equivalents, beginning of period

 

 

1,017,299

 

 

 

1,048,762

 

Cash and cash equivalents, end of period

 

$

189,888

 

 

$

119,331

 

 

 

 

 

 

 

 

 

 

Supplemental schedule of cash flow information:

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

340,684

 

 

$

550,695

 

Cash paid for taxes

 

$

 

 

$

 

 

 

 

 

 

 

 

 

 

Supplemental Schedule of noncash financing activities:

 

 

 

 

 

 

 

 

Common stock issued for preferred stock conversion and vesting grants

 

$

 

 

$

52

 

Initial derivative liability on issuance of put warrants

 

$

 

 

$

 

Vesting of common stock award

 

$

150,000

 

 

$

 

Issuance of common stock to be issued

 

$

869,500

 

 

$

100

 






SOCIAL REALITY, INC.

NON-GAAP TO GAAP RECONCILIATION

THREE MONTHS ENDED MARCH 31, 2018 AND 2017

(Unaudited)


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 income from operations before depreciation and amortization expenses, stock-based compensation and one-time financing and transaction 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.


 

 

For the

Three Month Period Ended

March 31,

 

 

 

2018

 

 

2017

 

Net Loss

 

$

(3,609,620

)

 

$

(3,920,922

)

plus

 

 

 

 

 

 

 

 

Equity Based compensation

 

 

166,130

 

 

 

512,442

 

Accretion of put liability

 

 

 

 

 

 

Adjusted net loss

 

$

(3,443,490

)

 

$

(3,408,480

)

Restructuring Costs

 

 

 

 

 

377,961

 

Write-off of non-compete agreement

 

 

 

 

 

468,751

 

Exchange Gain or Loss

 

 

4,664

 

 

 

 

Interest Expense

 

 

767,443

 

 

 

711,446

 

Depreciation and amortization

 

 

175,625

 

 

 

110,954

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

(2,495,758

)

 

$

(1,739,368

)





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