UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported):
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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. | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act. | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. | |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
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| The |
Indicate by check mark whether the registrant is an emerging growth company 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 November 10, 2022, AudioEye, Inc. (the “Company”) issued a press release reporting its financial results for the fiscal quarter ended September 30, 2022. A copy of the Company’s press release is furnished herewith as Exhibit 99.1.
The information set forth in this Item 2.02 and in Exhibit 99.1 attached hereto is being 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 such section nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits:
| Exhibit Number | Description |
| 99.1 | Press release issued November 10, 2022 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| November 10, 2022 | AudioEye, Inc. | |
| (Registrant) | ||
| By | /s/ James Spolar | |
| Name: | James Spolar | |
| Title: | General Counsel and Secretary | |
Exhibit 99.1
AudioEye Reports Record Third Quarter 2022 Results
Twenty-Seventh Consecutive Period of Record Revenue
TUCSON, Ariz. — November 10, 2022 — AudioEye, Inc. (NASDAQ: AEYE) (the “Company”), an industry-leading SaaS accessibility platform delivering website accessibility compliance to businesses of all sizes, reported financial results for the third quarter ended September 30, 2022.
“In the quarter, AudioEye increased revenue 24% year over year while producing non-GAAP profitability and an improved GAAP net loss,” said AudioEye CEO David Moradi. “We were able to drive our operating costs down while substantially increasing revenue despite economic uncertainty and cost pressures faced by many businesses.”
Third Quarter 2022 Financial Results
| ● | Total revenue increased approximately 24% to a record $7.7M from $6.2M in the same prior year period. Both the Partner and Marketplace and the Enterprise channels contributed to revenue growth. |
| ● | Annual Recurring Revenue (ARR) as of September 30, 2022, increased 19% to $29.3M from $24.6M as of September 30, 2021. |
| ● | Gross profit increased to a record $5.8M, or 75.0% of total revenue, from $4.6M, or 74.7% of total revenue, in the prior year period. The increase in gross profit was primarily due to revenue growth and continued improvement in the automation of our product offerings. |
| ● | Total operating expenses decreased 13% to $8.1M from $9.3M in the same prior year period. The decrease in operating expenses was due primarily to efficiencies gained in sales and marketing, partially offset by costs related to the addition of the Bureau of Internet Accessibility in March 2022. |
| ● | Net loss available to common stockholders was $2.3M, or $(0.20) per share, compared to $4.7M, or $(0.41) per share, in the same prior year period. The decrease in net loss was the result of efficiencies gained in sales and marketing and revenue growth. |
| ● | AudioEye generated Non-GAAP profit in the quarter of $0.1M, or $0.01 per share, compared to a net loss of $1.9M, or $(0.17) per share, in the same prior year period. The non-GAAP earnings and EPS performance reflect adjustments primarily for non-cash stock-based compensation expense, depreciation and amortization expense and non-recurring items. |
| ● | On September 30, 2022, the Company had $7.8M in cash compared to $9.3M on June 30, 2022. The cash change was in line with expectations and included $0.4M for stock repurchase and $0.6M related to non-recurring litigation items. |
Other Updates
| ● | AudioEye completed the final migrations from our legacy platform in Q3 2022 and retired the previous system. The new platform provides additional features and functionality including issue reporting, free of additional charge. |
| ● | On June 2, 2022, the Company announced a $3 million stock repurchase program. As of September 30, 2022, we have repurchased approximately $756,000 in shares under this program. |
| ● | As of September 30, 2022, AudioEye had approximately 81,000 customers, up 5,000 sequentially and 1,000 year over year. Customer count increase was driven by both Enterprise and the Partner and Marketplace channel. |
| ● | In October 2022, AudioEye and AccessiBe agreed to a global settlement of all pending legal disputes, which includes mutual covenants not to sue, and will move forward with their businesses. We expect our future non-recurring litigation expense to decrease substantially as a result. |
| ● | In October 2022, Senator Tammy Duckworth and Representative John Sarbanes introduced the Websites and Software Applications Accessibility Act in the United States Senate and House of Representatives. The Websites and Software Applications Accessibility Act would require entities currently covered by the ADA, as well as commercial providers, to maintain websites and software applications that are accessible for Americans with disabilities. |
Financial Outlook
The Company expects revenue to equal between $7.7 and $7.9 million in the fourth quarter of 2022, representing 20% year-over-year growth at the midpoint.
Conference Call Information
AudioEye management will hold a conference call today, November 10, 2022, at 4:30 p.m. Eastern time (1:30 p.m. Pacific time) to discuss these results, followed by a question-and-answer period.
Date: Thursday, November 10, 2022
Time: 4:30 p.m. Eastern time (1:30 p.m. Pacific time)
U.S. dial-in number: 844-826-3033
International number: 412-317-5185
Access code: 10172972
Webcast: 3Q22 Webcast Link
Please call the conference telephone number 5-10 minutes prior to the start time. If you have any difficulty connecting with the conference call, please contact MZ Group at 561-489-5315.
The conference call will also be webcast live and available for replay, which will be accessible via the investor relations section of the company’s website. The audio recording will remain available via the investor relations section of the company’s website for 90 days.
A telephonic replay of the conference call will also be available after 7:30 p.m. Eastern time on the same day through November 24, 2022.
Toll-free replay number: 844-512-2921
International replay number: 412-317-6671
Replay passcode: 10172972
About AudioEye
AudioEye is an industry-leading digital accessibility platform delivering ADA and WCAG compliance at scale. By combining easy-to-use technology and subject matter expertise, AudioEye helps companies and content creators solve every aspect of web accessibility—from finding and resolving issues to navigating legal compliance, to ongoing monitoring and upkeep. Trusted by the FCC, ADP, Samsung, Tommy Hilfiger, and others, AudioEye delivers automated remediations and continuous monitoring for accessibility issues without making fundamental changes to website architecture, source code, or browser-based tools. Join us on our mission to eradicate barriers to digital access, visit www.audioeye.com.
Forward-Looking
Statements
Any statements in this press release or regarding the stock repurchase program
about AudioEye’s expectations, beliefs, plans, objectives, prospects, financial condition, assumptions or future events or performance
are not historical facts and are “forward-looking statements” as that term is defined under the federal securities laws.
Forward-looking statements are often, but not always, made through the use of words or phrases such as “believe”, “anticipate”,
“should”, “confident”, “intend”, “plan”, “will”, “expects”, “estimates”,
“projects”, “positioned”, “strategy”, “outlook” and similar words. You should read the
statements that contain these types of words carefully. Such forward-looking statements contained herein include, but are not limited
to, statements regarding the source of funds to be used to repurchase any shares under the program, future cash flows of the Company,
anticipated contributions from new sales channels, long-term growth prospects, opportunities in the digital accessibility industry, our
revenue and ARR guidance, and our expectation of investments in marketing and sales. These statements are subject to a number of risks,
uncertainties and other factors that could cause actual results to differ materially from what is expressed or implied in such forward-looking
statements, including the variability of AudioEye’s revenue and financial performance; risks associated with our new platform,
sales channels and offerings; product development and technological changes; the acceptance of AudioEye’s products in the marketplace
by existing and potential future customers; competition; inherent uncertainties and costs associated with litigation; general economic
conditions; and uncertainties regarding the impact on our business and the overall economy from the coronavirus (COVID-19) outbreak.
These and other risks are described more fully in AudioEye’s filings with the Securities and Exchange Commission. There may be
events in the future that AudioEye is not able to predict accurately or over which AudioEye has no control. Forward-looking statements
reflect management’s view as of the date of this press release, and AudioEye urges you not to place undue reliance on these forward-looking
statements. AudioEye does not undertake any obligation to update such forward-looking statements to reflect events or uncertainties.
About Key Operating Metrics
We consider annual recurring revenue (“ARR”) as a key operating metric and a key indicator of our overall business. We also use ARR as one of the primary methods for planning and forecasting overall expectations and for evaluating, on at least a quarterly and annual basis, actual results against such expectations.
We manage customers through two primary channels, Enterprise and Partner and Marketplace. Enterprise channel consists of our larger customers and organizations, including those with non-platform custom websites, who generally engage directly with AudioEye sales personnel for custom pricing and solutions. This channel also includes federal, state and local government agencies. The Partner and Marketplace channel consists of our CMS partners, platform & agency partners, authorized resellers and our marketplace. This channel serves small and medium sized businesses who are on a partner or reseller’s web-hosting platform or who purchase an AudioEye solution from our marketplace.
We define ARR as the sum of (i) for our Enterprise channel, the total of the annual recurring fee amount under each active paid contract at the date of determination, plus (ii) for our Partner and Marketplace channel, the recognized monthly fee amount for all paying customers at the date of determination, in each case, assuming no changes to the subscription, multiplied by 12. This determination includes both annual and monthly contracts for recurring products. Some of our contracts are cancelable, which may impact future ARR. ARR excludes revenue from our PDF remediation services business and Mobile App report business and other report delivery services.
Use of Non-GAAP Financial Measures
From time to time, we review adjusted financial measures that assist us in comparing our operating performance consistently over time, as such measures remove the impact of certain items, as applicable, such as our capital structure (primarily interest charges), items outside the control of the management team (taxes), and expenses that do not relate to our core operations, including transaction- and litigation-related expenses and other costs that are expected to be non-recurring. In order to provide investors with greater insight, and allow for a more comprehensive understanding of the information used in our financial and operational decision-making, the Company has supplemented the financial statements presented on a GAAP basis in this press release with the following non-GAAP financial measures: Non-GAAP earnings (loss) and Non-GAAP earnings (loss) per diluted share.
These non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of Company results as reported under GAAP. The Company compensates for such limitations by relying primarily on our GAAP results and using non-GAAP financial measures only as supplemental data. We also provide a reconciliation of non-GAAP to GAAP measures used. Investors are encouraged to carefully review this reconciliation. In addition, because these non-GAAP measures are not measures of financial performance under GAAP and are susceptible to varying calculations, these measures, as defined by us, may differ from and may not be comparable to similarly titled measures used by other companies.
We define: (i) Non-GAAP earnings (loss) as net income (loss), plus interest expense, plus depreciation and amortization expense, plus stock-based compensation expense, plus non-cash valuation adjustment to contingent consideration, plus certain litigation expense, plus certain acquisition expense, plus loss on impairment of long-lived assets, plus loss on disposal of long-lived assets, and less gain on loan forgiveness; and (ii) Non-GAAP earnings (loss) per diluted share as net income (loss) per diluted common share, plus interest expense, plus depreciation and amortization expense, plus stock-based compensation expense, plus non-cash valuation adjustment to contingent consideration, plus certain litigation expense, plus certain acquisition expense, plus loss on impairment of long-lived assets, plus loss on disposal of long-lived assets, and less gain on loan forgiveness, each on a per share basis. Non-GAAP earnings per diluted share would include incremental shares in the share count that are considered anti-dilutive in a GAAP net loss position. However, no incremental shares apply when there is a Non-GAAP loss per diluted share, as is the case for some of the periods presented in this press release.
Non-GAAP earnings (loss) and Non-GAAP earnings (loss) per diluted share are used to facilitate a comparison of our operating performance on a consistent basis from period to period and provide for a more complete understanding of factors and trends affecting our business than GAAP measures alone. All of the items adjusted in the Non-GAAP earnings (loss) to net loss and the related per share calculations are either recurring non-cash items, or items that management does not consider in assessing our on-going operating performance. In the case of the non-cash items, such as stock-based compensation expense and valuation adjustments to assets and liabilities, management believes that investors may find it useful to assess our comparative operating performance because the measures without such items are expected to be less susceptible to variances in actual performance resulting from expenses that do not relate to our core operations and are more reflective of other factors that affect operating performance. In the case of items that do not relate to our core operations, management believes that investors may find it useful to assess our operating performance if the measures are presented without these items because their financial impact does not reflect ongoing operating performance.
Non-GAAP earnings (loss) is not a measure of liquidity under GAAP, or otherwise, and is not an alternative to cash flow from continuing operating activities, despite the advantages regarding the use and analysis of these measures as mentioned above. Non-GAAP earnings (loss) and Non-GAAP earnings (loss) per diluted share, as disclosed in this press release, have limitations as analytical tools, and you should not consider these measures in isolation or as a substitute for analysis of our results as reported under GAAP; nor are these measures intended to be measures of liquidity or free cash flow for our discretionary use.
To properly and prudently evaluate our business, we encourage readers to review the GAAP financial statements included in this press release, and not rely on any single financial measure to evaluate our business. We strongly urge readers to review the reconciliations of Non-GAAP earnings (loss) to net loss, the most directly comparable GAAP-based measure, as well as Non-GAAP earnings (loss) per diluted share to net loss per diluted share, the most directly comparable GAAP-based measure, which are included in this press release.
Investor Contact:
Brian M. Prenoveau, CFA
AEYE@mzgroup.us
(561) 374-0177
AUDIOEYE, INC.
STATEMENTS OF OPERATIONS
(unaudited)
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||||
| (in thousands, except per share data) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
| Revenue | $ | 7,700 | $ | 6,202 | $ | 22,175 | $ | 18,011 | ||||||||
| Cost of revenue | 1,923 | 1,567 | 5,474 | 4,432 | ||||||||||||
| Gross profit | 5,777 | 4,635 | 16,701 | 13,579 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Selling and marketing | 3,351 | 4,504 | 10,502 | 10,638 | ||||||||||||
| Research and development | 1,542 | 1,611 | 4,477 | 3,950 | ||||||||||||
| General and administrative | 3,166 | 3,175 | 10,227 | 9,502 | ||||||||||||
| Total operating expenses | 8,059 | 9,290 | 25,206 | 24,090 | ||||||||||||
| Operating loss | (2,282 | ) | (4,655 | ) | (8,505 | ) | (10,511 | ) | ||||||||
| Other income (expense): | ||||||||||||||||
| Gain on loan forgiveness | — | — | — | 1,316 | ||||||||||||
| Interest expense | (1 | ) | (2 | ) | (4 | ) | (11 | ) | ||||||||
| Total other income (expense) | (1 | ) | (2 | ) | (4 | ) | 1,305 | |||||||||
| Net loss | (2,283 | ) | (4,657 | ) | (8,509 | ) | (9,206 | ) | ||||||||
| Dividends on Series A Convertible Preferred Stock | — | — | — | (69 | ) | |||||||||||
| Net loss available to common stockholders | $ | (2,283 | ) | $ | (4,657 | ) | $ | (8,509 | ) | $ | (9,275 | ) | ||||
| Net loss per common share-basic and diluted | $ | (0.20 | ) | $ | (0.41 | ) | $ | (0.74 | ) | $ | (0.85 | ) | ||||
| Weighted average common shares outstanding-basic and diluted | 11,458 | 11,329 | 11,464 | 10,929 | ||||||||||||
AUDIOEYE, INC.
BALANCE SHEETS
(unaudited)
| September 30, | December 31, | |||||||
| (in thousands, except per share data) | 2022 | 2021 | ||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash | $ | 7,823 | $ | 18,966 | ||||
| Accounts receivable, net of allowance for doubtful accounts of $365 and $157, respectively | 5,057 | 5,311 | ||||||
| Deferred costs, short term | 61 | 103 | ||||||
| Prepaid expenses and other current assets | 854 | 451 | ||||||
| Total current assets | 13,795 | 24,831 | ||||||
| Property and equipment, net of accumulated depreciation of $242 and $210, respectively | 178 | 196 | ||||||
| Right of use assets | 1,288 | 834 | ||||||
| Deferred costs, long term | 15 | 34 | ||||||
| Intangible assets, net of accumulated amortization of $5,492 and $5,285, respectively | 6,227 | 2,622 | ||||||
| Goodwill | 4,001 | 701 | ||||||
| Other | 93 | 95 | ||||||
| Total assets | $ | 25,597 | $ | 29,313 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable and accrued expenses | $ | 2,452 | $ | 3,542 | ||||
| Finance lease liabilities | 43 | 57 | ||||||
| Operating lease liabilities | 483 | 415 | ||||||
| Deferred revenue | 7,434 | 7,068 | ||||||
| Contingent consideration | 939 | 134 | ||||||
| Total current liabilities | 11,351 | 11,216 | ||||||
| Long term liabilities: | ||||||||
| Finance lease liabilities | 14 | 45 | ||||||
| Operating lease liabilities | 865 | 450 | ||||||
| Deferred revenue | 5 | 5 | ||||||
| Contingent consideration, long term | 1,828 | — | ||||||
| Total liabilities | 14,063 | 11,716 | ||||||
| Stockholders’ equity: | ||||||||
| Preferred stock, $0.00001 par value, 10,000 shares authorized | ||||||||
| Common stock, $0.00001 par value, 50,000 shares authorized, 11,493 and 11,435 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively | 1 | 1 | ||||||
| Additional paid-in capital | 92,091 | 88,889 | ||||||
| Accumulated deficit | (80,558 | ) | (71,293 | ) | ||||
| Total stockholders’ equity | 11,534 | 17,597 | ||||||
| Total liabilities and stockholders’ equity | $ | 25,597 | $ | 29,313 | ||||
AUDIOEYE, INC.
RECONCILIATIONS OF GAAP to NON-GAAP FINANCIAL MEASURES
(unaudited)
| Three months ended September 30, | Nine months ended September 30, | |||||||||||||||
| (in thousands, except per share data) | 2022 | 2021 | 2022 | 2021 | ||||||||||||
| Non-GAAP Earnings (Loss) Reconciliation | ||||||||||||||||
| Net loss (GAAP) | $ | (2,283 | ) | $ | (4,657 | ) | $ | (8,509 | ) | $ | (9,206 | ) | ||||
| Non-cash valuation adjustment to contingent consideration | 24 | — | 182 | — | ||||||||||||
| Interest expense | 1 | 2 | 4 | 11 | ||||||||||||
| Stock-based compensation expense | 1,308 | 1,881 | 3,494 | 5,425 | ||||||||||||
| Acquisition expense (1) | 7 | — | 247 | — | ||||||||||||
| Litigation expense (2) | 449 | 470 | 1,810 | 1,064 | ||||||||||||
| Depreciation and amortization | 598 | 357 | 1,607 | 957 | ||||||||||||
| Loss on impairment of long-lived assets | — | — | — | 10 | ||||||||||||
| Loss on disposal of long-lived assets | 43 | — | 50 | 12 | ||||||||||||
| Gain on loan forgiveness | — | — | — | (1,316 | ) | |||||||||||
| Non-GAAP earnings (loss) | $ | 147 | $ | (1,947 | ) | $ | (1,115 | ) | $ | (3,043 | ) | |||||
| Non-GAAP Earnings (Loss) per Diluted Share Reconciliation | ||||||||||||||||
| Net loss per common share (GAAP) — diluted | $ | (0.20 | ) | $ | (0.41 | ) | $ | (0.74 | ) | $ | (0.85 | ) | ||||
| Non-cash valuation adjustment to contingent consideration | — | — | 0.02 | — | ||||||||||||
| Interest expense | — | — | — | — | ||||||||||||
| Stock-based compensation expense | 0.11 | 0.17 | 0.30 | 0.50 | ||||||||||||
| Acquisition expense (1) | — | — | 0.02 | — | ||||||||||||
| Litigation expense (2) | 0.04 | 0.04 | 0.16 | 0.10 | ||||||||||||
| Depreciation and amortization | 0.05 | 0.03 | 0.14 | 0.09 | ||||||||||||
| Loss on impairment of long-lived assets | — | — | — | — | ||||||||||||
| Loss on disposal of long-lived assets | — | — | — | — | ||||||||||||
| Gain on loan forgiveness | — | — | — | (0.12 | ) | |||||||||||
| Non-GAAP earnings (loss) per diluted share (3) | $ | 0.01 | $ | (0.17 | ) | $ | (0.10 | ) | $ | (0.28 | ) | |||||
| Diluted weighted average shares (GAAP) | 11,458 | 11,329 | 11,464 | 10,929 | ||||||||||||
| Includable incremental shares (Non-GAAP) (3) | 760 | — | — | — | ||||||||||||
| Adjusted diluted shares (Non-GAAP) (4) | 12,218 | 11,329 | 11,464 | 10,929 | ||||||||||||
| (1) | Represents legal and accounting fees associated with the BOIA acquisition. |
| (2) | Represents legal expenses related primarily to patent litigation pursued by the Company. |
| (3) | Non-GAAP earnings per adjusted diluted share for our common stock is computed using the treasury stock method. |
| (4) | The number of diluted weighted average shares used for this calculation is the same as the weighted average common shares outstanding share count when the Company reports a GAAP and non-GAAP net loss. |
Cover |
Nov. 10, 2022 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Nov. 10, 2022 |
| Entity File Number | 001-38640 |
| Entity Registrant Name | AUDIOEYE, INC. |
| Entity Central Index Key | 0001362190 |
| Entity Tax Identification Number | 20-2939845 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 5210 E. Williams Circle |
| Entity Address, Address Line Two | Suite 750 |
| Entity Address, City or Town | Tucson |
| Entity Address, State or Province | AZ |
| Entity Address, Postal Zip Code | 85711 |
| City Area Code | 866 |
| Local Phone Number | 331-5324 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, par value $0.00001 per share |
| Trading Symbol | AEYE |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |
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