EX-99.1 2 pressrelease8kexhibit991.htm EXHIBIT 99.1 Exhibit


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Glowpoint Announces Second Quarter 2019 Results

DENVER, CO, August 14, 2019 - Glowpoint, Inc. (NYSE American: GLOW) (“Glowpoint” or the “Company”), a managed service provider of video collaboration and network applications, today announced financial results for the second quarter ended June 30, 2019.

Second Quarter Financial Results:

Revenue of $2.4 million, net loss of $0.9 million, and adjusted EBITDA (“AEBITDA”) of negative $0.3 million. AEBITDA is a non-GAAP financial measure. See “Non-GAAP Financial Information” below for additional information regarding this non-GAAP financial measure, and “GAAP to Non-GAAP Reconciliation” later in this release for a reconciliation of this non-GAAP financial measure to net loss.
Working capital of $2.0 million, cash of $1.0 million and no debt as of June 30, 2019.
 
Second Quarter and Recent Highlights:

In July 2019 the Company appointed Jason Adelman and Richard Ramlall to its Board of Directors.
In April 2019 the Company regained full compliance with the NYSE American's continued listing standards.
In April 2019 the Company and SharedLabs, Inc. mutually agreed to terminate the parties previously announced Merger Agreement. As previously discussed, the Company is continuing to pursue its available remedies in connection with the termination of the Merger Agreement, including the payment by SharedLabs of fees and expenses in connection therewith.

“We maintain a clean balance sheet with $1.0 million in cash and no debt as of June 30, 2019. While the Company continues to implement certain right-sizing initiatives, the primary goal of sourcing and executing a complementary transaction remains at the forefront of our objectives. We are actively exploring a number of potential business development initiatives, including initiatives to leverage our existing service platform into market opportunities that complement our core services while offering expanded value for our current and potential customers,” said Peter Holst, Chairman and CEO of Glowpoint.
 
Glowpoint’s results from operations and financial condition are more fully discussed in our Quarterly Report on Form 10-Q for the three and six months ended June 30, 2019 on file with the Securities and Exchange Commission (the “SEC”).  Investors are encouraged to carefully review the Company’s Form 10-Q for a complete analysis of its results from operations and financial condition.

About Glowpoint

Glowpoint, Inc. (NYSE American: GLOW) is a managed service provider of video collaboration and network applications. Our services are designed to provide a comprehensive suite of automated and concierge applications to simplify the user experience and expedite the adoption of video as the primary means of collaboration. Our customers include Fortune 1000 companies, along with small and medium sized enterprises in a variety of industries. To learn more please visit www.glowpoint.com.

Non-GAAP Financial Information

Adjusted EBITDA (“AEBITDA”), a non-GAAP financial measure, is defined as net loss before depreciation and amortization, income tax expense, stock-based compensation, impairment charges, merger expenses and interest and other expense, net. AEBITDA is not intended to replace operating loss, net loss, cash flow or other measures of financial performance reported in accordance with generally accepted accounting principles (GAAP). Rather, AEBITDA is an important measure used by management to assess the operating performance of the Company and is used in determining achievement of performance-based stock awards. AEBITDA as defined here may not be comparable to similarly titled measures reported by other companies due to differences in accounting policies. Therefore, AEBITDA should be considered in conjunction with net loss and other performance measures prepared in accordance with GAAP, such as operating loss or cash flow provided by (used in) operating activities, and





should not be considered in isolation or as a substitute for GAAP measures, such as net loss, operating loss or any other GAAP measure of liquidity or financial performance. A reconciliation of AEBITDA to net loss is shown in the attached schedules.

Forward looking and cautionary statements

This press release and any oral statements made regarding the subject of this release contain forward-looking statements as defined under Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, that address activities that Glowpoint assumes, plans, expects, believes, intends, projects, estimates or anticipates (and other similar expressions) will, should or may occur in the future are forward-looking statements. Glowpoint’s actual results may differ materially from its expectations, estimates and projections, and consequently you should not rely on these forward-looking statements as predictions of future events. Without limiting the generality of the foregoing, forward-looking statements contained in this press release include statements regarding the Company’s financial performance, the effect of the termination of the Merger Agreement, the pursuit by Glowpoint for the payment of damages by SharedLabs as a result thereof, the Company’s future compliance with the NYSE American’s continued listing standards, and opportunities for increasing shareholder value. The forward-looking statements are based on management’s current belief, based on currently available information, as to the outcome and timing of future events, and involve factors, risks, and uncertainties that may cause actual results in future periods to differ materially from such statements. A list and description of these and other risk factors can be found in the Company’s Annual Report on Form 10-K for the year ending December 31, 2018 and in other filings made by the Company with the SEC from time to time, including the Company’s Quarterly Report on Form 10-Q for the three and six months ended June 30, 2019. Any of these factors could cause Glowpoint’s actual results and plans to differ materially from those in the forward-looking statements. Therefore, Glowpoint can give no assurance that its future results will be as estimated. Glowpoint does not intend to, and disclaims any obligation to, correct, update or revise any information contained herein.

INVESTOR CONTACT:

Investor Relations
Glowpoint, Inc.
+1 303-640-3840
investorrelations@glowpoint.com
www.glowpoint.com






GLOWPOINT, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except par value, stated value, and shares)
 
June 30, 2019
 
December 31, 2018
 
(Unaudited)
 
 
ASSETS
 
 
 
Current assets:
 
 
 
Cash
$
987

 
$
2,007

Accounts receivable, net
1,474

 
1,371

Prepaid expenses and other current assets
473

 
547

Total current assets
2,934

 
3,925

Property and equipment, net
492

 
728

Goodwill
2,342

 
2,795

Intangibles, net
437

 
499

Other assets
63

 
15

Total assets
$
6,268

 
$
7,962

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
308

 
$
222

Accrued expenses and other liabilities
604

 
910

Total current liabilities
912

 
1,132

Stockholders’ equity:
 
 
 
Preferred stock Series A-2, convertible; $.0001 par value; $7,500 stated value; 7,500 shares authorized, 32 shares issued and outstanding and liquidation preference of $327 and $308 at June 30, 2019 and December 31, 2018, respectively

 

Preferred stock Series B, convertible; $.0001 par value; $1,000 stated value; 2,800 shares authorized, no shares issued and outstanding and liquidation preference of $0 at June 30, 2019 and 75 shares issued and outstanding and liquidation preference of $75 at December 31, 2018

 

Preferred stock Series C, convertible; $.0001 par value; $1,000 stated value; 1,750 shares authorized, 475 shares issued and outstanding and liquidation preference of $475 at June 30, 2019 and 525 shares issued and outstanding and liquidation preference of $525 at December 31, 2018

 

Common stock, $.0001 par value; 150,000,000 shares authorized; 5,173,900 issued and 5,092,100 outstanding at June 30, 2019 and 5,113,700 issued and 4,981,200 outstanding at December 31, 2018
1

 
1

Treasury stock, 81,800 and 132,500 shares at June 30, 2019 and December 31, 2018, respectively
(149
)
 
(496
)
Additional paid-in capital
184,650

 
184,998

Accumulated deficit
(179,146
)
 
(177,673
)
Total stockholders’ equity
5,356

 
6,830

Total liabilities and stockholders’ equity
$
6,268

 
$
7,962







GLOWPOINT, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND GAAP to Non-GAAP Reconciliation
(In thousands, except per share data)
(Unaudited)
 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2019
 
2018
 
2019
 
2018
Revenue
$
2,439

 
$
3,293

 
$
5,033

 
$
6,767

Operating expenses:
 
 
 
 
 
 
 
Cost of revenue (exclusive of depreciation and amortization)
1,644

 
1,930

 
3,319

 
4,077

Research and development
249

 
225

 
462

 
475

Sales and marketing
40

 
43

 
73

 
220

General and administrative
770

 
1,064

 
1,882

 
1,962

Impairment charges
453

 
1,525

 
453

 
2,175

Depreciation and amortization
157

 
185

 
316

 
417

Total operating expenses
3,313

 
4,972

 
6,505

 
9,326

Loss from operations
(874
)
 
(1,679
)
 
(1,472
)
 
(2,559
)
Interest and other expense, net
(1
)
 
(10
)
 
(1
)
 
(415
)
Net loss
(875
)
 
(1,689
)
 
(1,473
)
 
(2,974
)
Preferred stock dividends
4

 
3

 
19

 
6

Net loss attributable to common stockholders
$
(879
)
 
$
(1,692
)
 
$
(1,492
)
 
$
(2,980
)
 
 
 
 
 
 
 
 
Net loss attributable to common stockholders per share:
 
 
 
 
 
 
 
Basic and diluted net loss per share
$
(0.17
)
 
$
(0.36
)
 
$
(0.29
)
 
$
(0.64
)
 
 
 
 
 
 
 
 
GAAP to Non-GAAP Reconciliation:
 
 
 
 
 
 
 
Net loss
$
(875
)
 
$
(1,689
)
 
$
(1,473
)
 
$
(2,974
)
     Depreciation and amortization
157

 
185

 
316

 
417

     Interest and other expense, net
1

 
10

 
1

 
415

EBITDA
(717
)
 
(1,494
)
 
(1,156
)
 
(2,142
)
     Stock-based compensation
24

 
110

 
53

 
159

     Merger expenses (recovery)
(87
)
 

 
174

 

     Impairment charges
453

 
1,525

 
453

 
2,175

Adjusted EBITDA
$
(327
)
 
$
141

 
$
(476
)
 
$
192







GLOWPOINT, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited and in thousands)



Six Months Ended June 30,
 
2019
 
2018
Cash flows from operating activities:
 
 
 
Net loss
$
(1,473
)
 
$
(2,974
)
Adjustments to reconcile net loss to net cash used in operating activities:
 
 
 
Depreciation and amortization
316

 
417

Bad debt expense
9

 
14

Amortization of debt discount, net of gain on extinguishment

 
104

Stock-based compensation expense
53

 
159

Impairment charges
453

 
2,175

Changes in operating assets and liabilities:
 
 
 
Accounts receivable
(112
)
 
(268
)
Prepaid expenses and other current assets
73

 
168

Other assets
50

 

Accounts payable
86

 
(34
)
Accrued expenses and other liabilities
(423
)
 
(450
)
Net cash used in operating activities
(968
)
 
(689
)
Cash flows from investing activities:
 
 
 
Purchases of property and equipment
(17
)
 
(222
)
Net cash used in investing activities
(17
)
 
(222
)
Cash flows from financing activities:
 
 
 
Principal payments under borrowing arrangements

 
(1,832
)
Proceeds from Series C Preferred Stock issuance, net of expenses of $223

 
1,527

Purchase of treasury stock
(35
)
 
(52
)
Net cash used in financing activities
(35
)
 
(357
)
Decrease in cash and cash equivalents
(1,020
)
 
(1,268
)
Cash at beginning of period
2,007

 
3,946

Cash at end of period
$
987

 
$
2,678

 
 
 
 
Supplemental disclosures of cash flow information:
 
 
 
Cash paid during the period for interest
$

 
$
318

 
 
 
 
Non-cash investing and financing activities:
 
 
 
Accrued preferred stock dividends
$
19

 
$
6

Issuance of common stock for vested restricted stock units
$
382

 
$