UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of Earliest Event Reported): | May 5, 2016 |
IDI, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
| Delaware | 333-158336 | 77-0688094 |
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_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 2650 North Military Trail, Suite 300, Boca Raton, Florida | 33431 | |
|
_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
| Registrant’s telephone number, including area code: | 561-757-4000 |
Not Applicable
______________________________________________
Former name or former address, if changed since last report
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 (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On May 5, 2016, IDI, Inc., a Delaware corporation (the "Company"), issued a press release announcing financial results for the quarter ended March 31, 2016. A copy of the press release is attached hereto as Exhibit 99.1.
The information included herein and in Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 ("Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
Item 9.01 Financial Statements and Exhibits.
99.1 Press Release, dated May 5, 2016
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.
| IDI, Inc. | ||||
| May 5, 2016 | By: |
/s/ Derek Dubner
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| Name: Derek Dubner | ||||
| Title: Chief Executive Officer | ||||
Exhibit Index
| Exhibit No. | Description | |
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99.1
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Press Release dated May 5, 2016 |
Exhibit 99.1
IDI Announces 2016 First Quarter Financial and Operating Results
Data and analytics company drives innovation, executing on growth in all segments and providing customers with market leading products
Business Highlights
-Consolidated revenue increased to $39.4 million for the first quarter 2016 from $1.3 million for the first quarter 2015
-Information Services and Performance Marketing segments contributed $11.0 million and $28.4 million in revenue, respectively
-Achieved adjusted EBITDA of $2.4 million and positive cash flow from operating activities
-Significant advancement of next-generation data analytics platform, idiCORE™
-Continued new customer acquisition in anticipation of idiCORE release
-Strategic partnership between Fluent and LiveRamp, an Acxiom company, to enable real-time custom audience creation and targeting
-Rapid adoption of Fluent’s mobile app install product offering
BOCA RATON, Fla. — (BUSINESS WIRE) – May 5, 2016 – IDI, Inc. (NYSE MKT: IDI), a data and analytics company, today reported revenue of $39.4 million and adjusted EBITDA of $2.4 million for the first quarter ended March 31, 2016.
“Following a transformational year in 2015, the first quarter demonstrated that we executed extremely well on all fronts,” commented Derek Dubner, CEO of IDI. “Both our Information Services and Performance Marketing segments saw robust growth, providing great momentum for full year 2016. We are pleased with the evolution of our data analytics platform, vertical penetration and customer acquisition, culminating with the commercial launch of our leading-edge, investigative solution, idiCORE, which occurred in April 2016. With this commercial launch, and the continued success of Fluent, we believe we are well positioned for the rest of the year to drive growth and strong earnings.”
Fluent CEO, Ryan Schulke, stated, “After a breakout 2015 of increased client demand for Fluent’s people-based marketing products, we are excited to be expanding our offerings to new verticals and formats. Our advertising partners span across all consumer-facing verticals, and Fluent’s customer acquisition platform and capabilities are enabling a differentiated foundation by which we can deliver highly-valuable, data-driven marketing services at scale.”
Financial Highlights
Total revenue was $39.4 million, with our Information Services and Performance Marketing segments contributing $11.0 million and $28.4 million, respectively, for the first quarter 2016, compared to $1.3 million, with our Information Services and Performance Marketing segments contributing $1.3 million and $0, respectively, for the first quarter 2015. Net cash provided by operating activities was $0.5 million for the first quarter 2016, compared to net cash used in operating activities of $1.9 million for the first quarter 2015. Adjusted EBITDA was $2.4 million for the first quarter 2016, compared to negative $0.8 million for the first quarter 2015. Cash and cash equivalents was $10.1 million as of March 31, 2016.
The Company reported a net loss of $6.8 million, a result of $7.4 million in non-cash share-based payments, partially offset by a $3.5 million income tax benefit for the first quarter 2016.
About IDI, Inc.
At IDI, we believe that time is your most valuable asset. Through powerful analytics, we transform data into intelligence, in a fast and efficient manner, so that our clients can spend their time on what matters most – running their organizations with confidence. Through leading-edge, proprietary technology and a massive data repository, our data and analytical solutions harness the power of data fusion, uncovering the relevance of disparate data points and converting them into comprehensive and insightful views of people, businesses, assets and their interrelationships. We empower clients across markets and industries to better execute all aspects of their business, from managing risk, conducting investigations, identifying fraud and abuse, and collecting debts, to identifying and acquiring new customers. At IDI, we are dedicated to making the world a safer place, to reducing the cost of doing business, and to enhancing the consumer experience.
RELATED LINKS: http://www.ididata.com and http://www.fluentco.com
FORWARD-LOOKING STATEMENTS
This press release contains “forward-looking statements,” as that term is defined under the Private Securities Litigation Reform Act of 1995 (PSLRA), which statements may be identified by words such as “expects,” “plans,” “projects,” “will,” “may,” “anticipate,” “believes,” “should,” “intends,” “estimates,” and other words of similar meaning. Such forward looking statements include statements about whether we are well positioned for the rest of the year to drive growth and strong earnings. Readers are cautioned not to place undue reliance on these forward-looking statements, which are based on our expectations as of the date of this press release and speak only as of the date of this press release and are advised to consider the factors listed above together with the additional factors under the heading “Forward-Looking Statements” and “Risk Factors” in the Company’s Annual Report on Form 10-K, as may be supplemented or amended by the Company’s Quarterly Reports on Form 10-Q and other SEC filings. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
IDI, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except share data)
(unaudited)
| March 31, 2016 December 31, 2015 | ||||||||||||
| ASSETS: | ||||||||||||
Current assets: |
||||||||||||
Cash and cash equivalents |
$ | 10,138 | $ | 13,462 | ||||||||
Accounts receivable, net of allowance for doubtful accounts of $228 and
$318 at March 31, 2016 and December 31, 2015, respectively |
20,648 | 21,224 | ||||||||||
Prepaid expenses and other current assets |
2,281 | 2,931 | ||||||||||
Total current assets |
33,067 | 37,617 | ||||||||||
Property and equipment, net |
1,156 | 1,062 | ||||||||||
Intangible assets, net |
88,234 | 87,445 | ||||||||||
Goodwill |
161,753 | 161,753 | ||||||||||
Other non-current assets |
2,148 | 1,315 | ||||||||||
Total assets |
$ | 286,358 | $ | 289,192 | ||||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY: |
— | |||||||||||
Current liabilities: |
||||||||||||
Trade accounts payable |
$ | 9,299 | $ | 8,863 | ||||||||
Accrued expenses and other current liabilities |
8,946 | 9,160 | ||||||||||
Deferred revenue |
331 | 783 | ||||||||||
Current portion of long-term debt |
2,250 | 2,250 | ||||||||||
Total current liabilities |
20,826 | 21,056 | ||||||||||
Long-term debt, net |
48,689 | 48,668 | ||||||||||
Deferred tax liabilities |
10,037 | 13,573 | ||||||||||
Total liabilities |
79,552 | 83,297 | ||||||||||
Shareholders’ equity: |
||||||||||||
Convertible Series A preferred stock—$0.0001 par value 10,000,000 shares
authorized; 0 and 4,871,802 shares issued and outstanding at March 31,
2016 and December 31, 2015, respectively |
— | — | ||||||||||
Convertible Series B preferred stock—$0.0001 par value 10,000,000 shares
authorized; 0 and 450,962 shares issued and outstanding at March 31,
2016 and December 31, 2015, respectively |
— | — | ||||||||||
Common stock—$0.0005 par value 200,000,000 shares authorized;
46,979,395 and 15,709,786 shares issued at March 31, 2016 and
December 31, 2015, respectively; and 46,924,183 and 15,709,786 shares
outstanding at March 31, 2016 and December 31, 2015, respectively |
23 | 8 | ||||||||||
Treasury stock, at cost, 55,212 and 0 shares at March 31, 2016 and
December 31, 2015, respectively |
(272 | ) | — | |||||||||
Additional paid-in capital |
298,972 | 291,032 | ||||||||||
Accumulated deficit |
(91,917 | ) | (85,145 | ) | ||||||||
Total shareholders’ equity |
206,806 | 205,895 | ||||||||||
Total liabilities and shareholders’ equity |
$ | 286,358 | $ | 289,192 | ||||||||
IDI, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Amounts in thousands, except share data)
(unaudited)
| Three Months Ended | ||||||||||||
| March 31, | ||||||||||||
| 2016 | 2015 | |||||||||||
Revenue |
$ | 39,424 | $ | 1,258 | ||||||||
Cost of revenues (exclusive of depreciation and amortization) |
28,494 | 554 | ||||||||||
Gross profit |
10,930 | 704 | ||||||||||
Operating expenses: |
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Sales and marketing expenses |
3,126 | 533 | ||||||||||
General and administrative expenses |
13,367 | 1,699 | ||||||||||
Depreciation and amortization |
2,609 | 35 | ||||||||||
Loss from operations |
(8,172 | ) | (1,563 | ) | ||||||||
Other income (expense): |
||||||||||||
Interest expense, net |
(1,825 | ) | — | |||||||||
Other expenses, net |
(297 | ) | — | |||||||||
Total other expense |
(2,122 | ) | - | |||||||||
Loss from continuing operations before income taxes |
(10,294 | ) | (1,563 | ) | ||||||||
Income taxes |
(3,522 | ) | - | |||||||||
Net loss from continuing operations |
(6,772 | ) | (1,563 | ) | ||||||||
Discontinued operations: |
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Pretax loss from operations of discontinued operations |
— | (91 | ) | |||||||||
Net loss from discontinued operations |
— | (91 | ) | |||||||||
Less: Non-controlling interests |
— | (17 | ) | |||||||||
Net loss from discontinued operations attributable to IDI |
— | (74 | ) | |||||||||
Net loss attributable to IDI |
$ | (6,772 | ) | $ | (1,637 | ) | ||||||
Loss per share |
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Basic and diluted |
||||||||||||
Continuing operations |
$ | (0.25 | ) | $ | (0.21 | ) | ||||||
Discontinued operations |
— | (0.01 | ) | |||||||||
| $ | (0.25 | ) | $ | (0.22 | ) | |||||||
Weighted average number of shares outstanding - |
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Basic and diluted |
27,468,214 | 7,488,314 | ||||||||||
Comprehensive loss: |
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Net loss attributable to IDI, Inc. |
$ | (6,772 | ) | $ | (1,637 | ) | ||||||
Foreign currency translation adjustment |
— | 6 | ||||||||||
Net comprehensive loss |
$ | (6,772 | ) | $ | (1,631 | ) | ||||||
IDI, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands, except share data)
(unaudited)
| Three Months Ended | ||||||||||||
| March 31, | ||||||||||||
| 2016 | 2015 | |||||||||||
CASH FLOWS FROM OPERATING ACTIVITIES: |
||||||||||||
Net loss attributable to IDI |
$ | (6,772 | ) | $ | (1,637 | ) | ||||||
Less: Loss from discontinued operations, net of tax |
— | (74 | ) | |||||||||
Adjustments to reconcile net loss to net cash provided by (used in)
operating activities: |
||||||||||||
Depreciation and amortization |
2,609 | 35 | ||||||||||
Non-cash interest expenses and related amortization |
584 | — | ||||||||||
Share-based payments |
7,378 | 102 | ||||||||||
Non-cash loss on exchange of warrants |
297 | — | ||||||||||
(Recovery) provision for bad debts |
(90 | ) | 21 | |||||||||
Deferred income tax expenses |
(3,536 | ) | — | |||||||||
Changes in assets and liabilities of continuing operations, net of
the effects of acquisition: |
||||||||||||
Accounts receivable |
666 | (432 | ) | |||||||||
Prepaid expenses and other current assets |
531 | (378 | ) | |||||||||
Other non-current assets |
(833 | ) | — | |||||||||
Trade accounts payable |
436 | 216 | ||||||||||
Accrued expenses and other current liabilities |
(365 | ) | — | |||||||||
Amounts due to related parties |
— | 2 | ||||||||||
Deferred revenue |
(452 | ) | 20 | |||||||||
Net cash provided by (used in) operating activities from continuing
operations |
453 | (1,977 | ) | |||||||||
Net cash provided by operating activities from discontinued operations |
— | 98 | ||||||||||
Net cash provided by (used in) operating activities |
453 | (1,879 | ) | |||||||||
CASH FLOWS FROM INVESTING ACTIVITIES: |
||||||||||||
Purchase of property and equipment |
(177 | ) | (380 | ) | ||||||||
Capitalized costs included in intangible assets |
(3,037 | ) | (13 | ) | ||||||||
Proceeds from reverse acquisition |
— | 3,569 | ||||||||||
Net cash (used in) provided by investing activities |
(3,214 | ) | 3,176 | |||||||||
CASH FLOWS FROM FINANCING ACTIVITIES: |
||||||||||||
Repayments of long-term debt |
(563 | ) | — | |||||||||
Net cash used in financing activities |
(563 | ) | — | |||||||||
Effect of foreign exchange rate changes on cash and cash equivalents |
— | 3 | ||||||||||
Net (decrease) increase in cash and cash equivalents |
$ | (3,324 | ) | $ | 1,300 | |||||||
Cash and cash equivalents at beginning of period |
13,462 | 5,996 | ||||||||||
Cash and cash equivalents at end of period |
$ | 10,138 | $ | 7,296 | ||||||||
SUPPLEMENTAL DISCLOSURE INFORMATION |
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Cash paid for interest |
$ | 1,276 | $ | — | ||||||||
Cash paid for income taxes |
$ | — | $ | — | ||||||||
Share-based compensation expenses capitalized in intangible assets |
$ | 278 | $ | — | ||||||||
Issuance of common stock to a vendor for services rendered |
$ | 131 | $ | — | ||||||||
Fair value of shares issued for acquisition |
$ | — | $ | 44,112 | ||||||||
Use of Non-GAAP Financial Measures
Management evaluates the financial performance of our business on a variety of key indicators, including adjusted EBITDA. Adjusted EBITDA is a non-GAAP financial measure equal to net income (loss), the most directly comparable financial measure based on US GAAP, plus net loss from discontinued operations, interest expense, net, depreciation and amortization, share-based payments, and other adjustments, and minus income tax benefits, as noted in the table below.
| Three Months Ended | ||||||||||||
| March 31, | ||||||||||||
| (In thousands) | 2016 | 2015 | ||||||||||
Net loss attributable to IDI |
$ | (6,772 | ) | $ | (1,637 | ) | ||||||
Net loss from discontinued operations
attributable to IDI |
— | 74 | ||||||||||
Interest expense, net |
1,825 | — | ||||||||||
Income tax benefits |
(3,522 | ) | — | |||||||||
Depreciation and amortization |
2,609 | 35 | ||||||||||
Share-based payments |
7,378 | 102 | ||||||||||
Non-cash loss on exchange of warrants |
297 | — | ||||||||||
Acquisition-related costs |
52 | 42 | ||||||||||
Non-recurring litigation costs |
523 | 585 | ||||||||||
Adjusted EBITDA |
$ | 2,390 | $ | (799 | ) | |||||||
Contact Information:
Media and Investor Relations Contact:
IDI, Inc.
Jordyn Kopin
Director, Investor Relations
646-356-8469
JKopin@ididata.com