|
|
|
|
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(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification No.)
|
Title of each class
|
Trading
Symbol(s)
|
Name of each exchange
on which registered
|
||
|
|
|
|
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))
|
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Exhibit No.
|
|
Description
|
104
|
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
KALTURA, INC.
|
|||
|
By:
|
/s/ Yaron Garmazi | |
Name:
|
Yaron Garmazi | ||
Title:
|
Chief Financial Officer |
• |
Revenue for the third quarter of 2021 was $43.0 million, an
increase of 40% compared to $30.6 million for the third quarter of 2020.
|
• |
Subscription revenue for the third quarter of 2021 was $37.7 million, an increase of 40% compared to $26.9 million for the third quarter of 2020.
|
• |
Annualized Recurring Revenue (ARR) for the third quarter of 2021
was $151.7 million, an increase of 41% compared to $107.3 million for the third quarter of 2020.
|
• |
Gross profit for the third quarter of 2021 was $27.8 million,
representing a gross margin of 65%, compared to a gross profit of $18.1 million and gross margin of 59% for the third quarter of 2020. Gross profit for the third quarter of 2021 includes the impact of $0.2 million in stock-based compensation
expenses, $0.1 million in amortization of acquired intangible assets, and $0.2 million in depreciation expenses. Gross profit for the third quarter of 2020 includes the impact of $0.1 million in stock-based compensation expenses, $0.2 million
in amortization of acquired intangible assets, and $0.7 million in depreciation expenses.
|
• |
Operating loss was $5.9 million for the third quarter of 2021, compared to a loss of $4.4 million for the third quarter of 2020. Operating loss for the third quarter of 2021 includes the impact of $3.7 million in stock-based
compensation expenses, $0.2 million in amortization of acquired intangible assets, $0.4 million in depreciation expenses, and $0.8 million in gain on sale of property and equipment. Operating loss for the third quarter of 2020 includes the
impact of $1.0 million in stock-based compensation expenses, $0.3 million in amortization of acquired intangible assets, $0.8 million in depreciation expenses, and $4.0 million in abandonment of data center equipment costs.
|
• |
Net loss was $25.2 million or $0.26 per diluted share for the third quarter of 2021, compared to a net loss of $6.4 million, or $0.38 per diluted share, for the third quarter of 2020. Net loss for the third quarter of 2021
includes the impact of $3.7 million in stock-based compensation expenses, $0.2 million in amortization of acquired intangible assets, $0.4 million in depreciation expenses, $0.8 million in gain on sale of property and equipment and $16.8
million in expense from remeasurement of warrants to fair value. Net loss for the third quarter of 2020 includes the impact of $1.0 million in stock-based compensation expenses, $0.3 million in amortization of acquired intangible assets,
$0.8 million in depreciation expenses, and $4.0 million in abandonment of data center equipment costs.
|
• |
Adjusted EBITDA was ($2.3) million for the third quarter of 2021,
compared to adjusted EBITDA of $1.7 million for the third quarter of 2020. Adjusted EBITDA excludes stock-based compensation expenses, the amortization of acquired intangible assets, depreciation expenses, abandonment costs, gain on sale of
property and equipment, financial expenses, and the provision for income taxes.
|
• |
Net cash used in operating activities was ($5.7) million for the
third quarter of 2021, compared to $4.9 million provided by operating activities in the third quarter of 2020.
|
• |
Another robust quarter of bookings
|
• |
Forecasted average annual salesforce productivity is tracking on plan
|
• |
Net Dollar Retention Rate of 117%, up from 111% in the third quarter of 2020
|
• |
Kaltura positioned as a Visionary in 2021 Gartner® Magic QuadrantTM for Meeting Solutions, ranking 4th in the ‘External Presentation’ Use Case, and 5th in
the ‘Learning and Training’ and ‘Webinar’ Use Cases in the Gartner 2021 Critical Capabilities for Meeting Solutions companion report
|
• |
Continued product development work towards launch of our next generation virtual event platform and towards launching low-touch and self-serve products
|
• |
Revenue to be in the range of $41.2 million to $43.2 million
|
• |
Adjusted EBITDA to be negative in the range of $9.5 million to
$7.5 million
|
• |
Weighted average basic and diluted shares to be approximately
126.7 million
|
• |
Revenue to be in the range of $163.5 million to $165.5 million
|
• |
Adjusted EBITDA to be negative in the range of $14.1 million to
$12.1 million
|
• |
Weighted average basic and diluted shares to be approximately
70.7 million
|
|
Time:
|
8:00 a.m. ET
|
|
|
United States/Canada Toll Free:
|
855-327-6838
|
|
|
International Toll:
|
+1-604-235-2082
|
|
|
Conference ID:
|
10016963
|
|
Condensed Consolidated Balance Sheet (USD in thousands)
|
September 30,
2021
|
December 31, 2020 (as restated)
|
|||||||
(Unaudited)
|
||||||||
ASSETS
|
||||||||
CURRENT ASSETS
|
||||||||
Cash and cash equivalents
|
$
|
179,740
|
$
|
27,711
|
||||
Trade receivables
|
24,190
|
17,134
|
||||||
Prepaid expenses and other current assets
|
7,826
|
2,769
|
||||||
Deferred contract acquisition and fulfillment costs, current
|
8,702
|
5,848
|
||||||
Total
current assets
|
220,458
|
53,462
|
||||||
NON-CURRENT ASSETS
|
||||||||
Property and equipment, net
|
8,243
|
4,147
|
||||||
Other assets, noncurrent
|
2,371
|
3,564
|
||||||
Deferred contract acquisition and fulfillment costs, noncurrent
|
23,202
|
15,876
|
||||||
Intangible assets, net
|
2,127
|
2,835
|
||||||
Goodwill
|
11,070
|
11,070
|
||||||
Total non-current assets
|
47,013
|
37,492
|
||||||
TOTAL ASSETS
|
$
|
267,471
|
$
|
90,954
|
||||
LIABILITIES, CONVERTIBLE AND REDEEMABLE CONVERTIBLE PREFERRED STOCK
AND STOCKHOLDERS' EQUITY (DEFICIT)
|
||||||||
CURRENT LIABILITIES
|
||||||||
Current portion of long-term loans
|
$
|
2,295
|
$
|
1,000
|
||||
Current portion of long-term lease liabilities
|
525
|
1,738
|
||||||
Trade payables
|
4,418
|
5,045
|
||||||
Employees and payroll accruals
|
20,540
|
16,275
|
||||||
Accrued expenses and other current liabilities
|
17,212
|
11,251
|
||||||
Deferred revenue
|
63,014
|
47,685
|
||||||
Total current liabilities
|
108,004
|
82,994
|
||||||
NON-CURRENT LIABILITIES
|
||||||||
Deferred revenue, noncurrent
|
1,750
|
1,858
|
||||||
Long-term loans, net of current portion
|
58,992
|
47,160
|
||||||
Other liabilities, noncurrent
|
2,386
|
2,706
|
||||||
Warrants to purchase preferred and common stock
|
-
|
56,780
|
||||||
Total non-current liabilities
|
63,128
|
108,504
|
||||||
TOTAL LIABILITIES
|
$
|
171,132
|
$
|
191,498
|
Condensed Consolidated Balance Sheet (USD in thousands)
|
September 30, 2021
|
December 31, 2020 (as restated)
|
|||||||
(Unaudited)
|
||||||||
COMMITMENTS AND CONTINGENCIES (NOTE 6)
|
||||||||
Convertible preferred stock, $ 0.0001 par value per share, 0 and 1,043,778 shares
authorized, issued and outstanding as of September 30, 2021, and December 31, 2020, respectively; aggregate liquidation preference of 0 and $1,921 as of September 30, 2021, and December 31, 2020, respectively;
|
-
|
1,921
|
||||||
Redeemable convertible preferred stock, $ 0.0001 par value per share, 0 and 15,968,831
shares authorized as of September 30, 2021, and December 31, 2020, respectively; 0 and 15,779,322 issued and outstanding as of September 30, 2021, and December 31, 2020, respectively; aggregate liquidation preference of 0 and $185,425 as of
September 30, 2021, and December 31, 2020, respectively;
|
-
|
158,191
|
||||||
Total
mezzanine equity
|
-
|
160,112
|
||||||
STOCKHOLDERS’ EQUITY (DEFICIT)
|
||||||||
Preferred stock, $0.0001 par value per share, 20,000,000 and 0 shares authorized as of
September 30, 2021 and December 31, 2020, respectively; 0 issued and outstanding as of September 30, 2021 and December 31, 2020
|
-
|
-
|
||||||
Common stock, $ 0.0001 par value per share, 1,000,000,000 and 157,500,000 shares
authorized as of September 30, 2021, and December 31, 2020, respectively; 134,261,190 and 33,153,112 shares issued as of September 30, 2021 and December 31, 2020, respectively; 126,576,000 and 25,467,922 shares outstanding as of September 30,
2021 and December 31, 2020, respectively;
|
13
|
2
|
||||||
Treasury stock – 7,685,190 shares of common stock, $0.0001 par value per share, as of
September 30, 2021 and December 31, 2020
|
(4,881
|
)
|
(4,881
|
)
|
||||
Additional paid-in capital
|
407,915
|
8,388
|
||||||
Receivables on account of stock
|
-
|
(882
|
)
|
|||||
Accumulated deficit
|
(306,708
|
)
|
(263,283
|
)
|
||||
Total stockholders’ equity (deficit)
|
96,339
|
(260,656
|
)
|
|||||
TOTAL LIABILITIES, CONVERTIBLE AND REDEEMABLE CONVERTIBLE PREFERRED STOCKS AND STOCKHOLDERS’ EQUITY (DEFICIT)
|
$
|
267,471
|
$
|
90,954
|
Condensed Consolidated Statements of Operations (USD in thousands, except per share amounts)
|
Three months ended
September 30
|
Nine months ended
September 30
|
|||||||||||||||
2021
|
2020
|
2021
|
2020
|
|||||||||||||
(Unaudited)
|
||||||||||||||||
Revenue:
|
||||||||||||||||
Subscription
|
$
|
37,675
|
$
|
26,888
|
$
|
106,483
|
$
|
75,061
|
||||||||
Professional services
|
5,309
|
3,720
|
15,817
|
10,202
|
||||||||||||
Total revenue
|
42,984
|
30,608
|
122,300
|
85,263
|
||||||||||||
Cost of revenue:
|
||||||||||||||||
Subscription
|
9,629
|
7,700
|
29,524
|
19,736
|
||||||||||||
Professional services
|
5,538
|
4,814
|
16,847
|
13,982
|
||||||||||||
Total cost of
revenue
|
15,167
|
12,514
|
46,371
|
33,718
|
||||||||||||
Gross profit
|
27,817
|
18,094
|
75,929
|
51,545
|
||||||||||||
Operating expenses:
|
||||||||||||||||
Research and development
|
12,363
|
7,275
|
35,050
|
20,543
|
||||||||||||
Sales and marketing
|
11,257
|
6,651
|
31,942
|
21,451
|
||||||||||||
General and administrative
|
10,070
|
8,579
|
27,457
|
16,762
|
||||||||||||
Other operating expenses
|
-
|
-
|
1,724
|
-
|
||||||||||||
Total operating
expenses
|
33,690
|
22,505
|
96,173
|
58,756
|
||||||||||||
Operating loss
|
5,873
|
4,411
|
20,244
|
7,211
|
||||||||||||
Financial expenses, net
|
17,780
|
1,525
|
18,432
|
12,809
|
||||||||||||
Loss before provision for income taxes
|
23,653
|
5,936
|
38,676
|
20,020
|
||||||||||||
Provision for income taxes
|
1,497
|
498
|
4,749
|
2,404
|
||||||||||||
Net loss
|
25,150
|
6,434
|
43,425
|
22,424
|
||||||||||||
Preferred stock accretion
|
-
|
3,107
|
6,672
|
8,716
|
||||||||||||
Redemption of redeemable convertible preferred stock upon initial public offering
|
1,569
|
-
|
1,569
|
-
|
||||||||||||
Net loss attributable to common stockholders
|
$
|
26,719
|
$
|
9,541
|
$
|
51,666
|
$
|
31,140
|
||||||||
Net loss per share attributable to common stockholders, basic and diluted
|
$
|
0.26
|
$
|
0.38
|
$
|
1.00
|
$
|
1.26
|
||||||||
Weighted average number of shares used in computing basic and diluted net loss per share attributable to common
stockholders
|
102,938,814
|
25,217,473
|
51,647,683
|
24,790,067
|
Three months ended
September 30,
|
Nine months ended
September 30,
|
|||||||||||||||
2021
|
2020
|
2021
|
2020
|
|||||||||||||
(unaudited)
|
||||||||||||||||
Cost of revenues
|
$
|
168
|
$
|
63
|
$
|
635
|
$
|
208
|
||||||||
Research and development
|
528
|
256
|
2,252
|
681
|
||||||||||||
Sales and marketing
|
438
|
341
|
1,641
|
788
|
||||||||||||
General and administrative
|
2,602
|
373
|
8,382
|
1,152
|
||||||||||||
Total
|
$
|
3,736
|
$
|
1,033
|
$
|
12,910
|
$
|
2,829
|
Three months ended
September 30,
|
Nine months ended
September 30,
|
|||||||||||||||
2021
|
2020
|
2021
|
2020
|
|||||||||||||
(unaudited)
|
||||||||||||||||
Cost of revenues
|
$
|
287
|
$
|
833
|
$
|
950
|
$
|
2,434
|
||||||||
Research and development
|
88
|
73
|
230
|
226
|
||||||||||||
Sales and marketing
|
178
|
136
|
506
|
414
|
||||||||||||
General and administrative
|
41
|
40
|
109
|
103
|
||||||||||||
Total
|
$
|
594
|
$
|
1,082
|
$
|
1,795
|
$
|
3,177
|
Revenue by Segment (USD in thousands)
|
|
Three months ended
September 30
|
Nine months ended
September 30
|
||||||||||||||
|
2021
|
2020
|
2021
|
2020
|
||||||||||||
|
Unaudited
|
|||||||||||||||
Enterprise, Education and Technology
|
$
|
30,410
|
$
|
21,001
|
$
|
87,966
|
$
|
56,169
|
||||||||
Media and Telecom
|
12,574
|
9,607
|
34,334
|
29,094
|
||||||||||||
Total Revenue
|
$
|
42,984
|
$
|
30,608
|
$
|
122,300
|
$
|
85,263
|
Gross Profit by Segment (USD in thousands)
|
|
Three months ended
September 30
|
Nine months ended
September 30
|
||||||||||||||
|
2021
|
2020
|
2021
|
2020
|
||||||||||||
|
Unaudited
|
|||||||||||||||
Enterprise, Education and Technology
|
$
|
22,157
|
$
|
15,046
|
$
|
62,057
|
$
|
41,226
|
||||||||
Media and Telecom
|
5,660
|
3,048
|
13,872
|
10,319
|
||||||||||||
Gross Profit
|
$
|
27,817
|
$
|
18,094
|
$
|
75,929
|
$
|
51,545
|
Condensed Consolidated Statements of Cash Flows (USD in thousands)
|
Nine months ended
September 30,
|
||||||||
2021
|
2020
|
|||||||
(Unaudited)
|
||||||||
Cash
flows from operating activities:
|
||||||||
Net loss
|
$
|
(43,425
|
)
|
$
|
(22,424
|
)
|
||
Adjustments required to reconcile net loss to net cash used in operating activities:
|
||||||||
Depreciation, amortization, and abandonment costs
|
1,795
|
7,146
|
||||||
Stock-based compensation expenses
|
12,910
|
2,829
|
||||||
Amortization of deferred contract acquisition and fulfillment costs
|
5,082
|
2,988
|
||||||
Change in valuation of warrants to purchase preferred and common stock
|
15,046
|
10,034
|
||||||
Non-cash interest expenses
|
267
|
104
|
||||||
Non-cash expenses with respect to stockholders’ loans
|
882
|
-
|
||||||
Gain on sale of property and equipment
|
(757
|
)
|
-
|
|||||
Changes in operating assets and liabilities:
|
||||||||
Increase in trade receivables
|
(7,055
|
)
|
(8,561
|
)
|
||||
Decrease (increase) in prepaid expenses and other current assets and other assets, noncurrent
|
(4,937
|
)
|
196
|
|||||
Increase in deferred contract acquisition and fulfillment costs
|
(15,262
|
)
|
(7,934
|
)
|
||||
Increase in trade payables
|
849
|
104
|
||||||
Increase in accrued expenses and other current liabilities
|
4,055
|
3,654
|
||||||
Increase in employees and payroll accruals
|
4,265
|
4,149
|
||||||
Increase (decrease) in other liabilities, noncurrent
|
(306
|
)
|
458
|
|||||
Increase in deferred revenue
|
15,221
|
8,977
|
||||||
Net cash provided by (used in) operating activities
|
(11,370
|
)
|
1,720
|
|||||
Cash flows from investing activities:
|
||||||||
Net cash acquired in business combination
|
-
|
383
|
||||||
Purchases of property and equipment
|
(1,580
|
)
|
(708
|
)
|
||||
Proceeds from sale of property and equipment
|
642
|
-
|
||||||
Capitalized internal-use software
|
(2,753
|
)
|
(1,255
|
)
|
||||
Purchase of intangible assets
|
(79
|
)
|
(89
|
)
|
||||
Net cash used in investing activities
|
(3,770
|
)
|
(1,669
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Proceeds from initial public offering, net of underwriting discounts and commissions
|
160,425
|
-
|
||||||
Payment related to the conversion of Series F redeemable convertible preferred stock
upon initial public offering
|
(1,569
|
)
|
-
|
|||||
Proceeds from long term loans, net of debt issuance cost
|
41,915
|
2,000
|
||||||
Repayment of long-term loans
|
(29,083
|
)
|
-
|
|||||
Principal payments on finance leases
|
(1,329
|
)
|
(1,842
|
)
|
||||
Proceeds from exercise of options by employees
|
661
|
63
|
||||||
Payment of deferred offering costs
|
(4,087
|
)
|
-
|
|||||
Net cash provided by financing activities
|
166,933
|
221
|
||||||
Increase in cash, cash equivalents and restricted cash
|
151,793
|
272
|
||||||
Cash, cash equivalents and restricted cash at the beginning of the period
|
28,355
|
27,144
|
||||||
Cash, cash equivalents and restricted cash at the end of the period
|
$
|
180,148
|
$
|
27,416
|
||||
Non-cash transactions:
|
||||||||
Purchase and sale of property and equipment, internal-use software, and intangible asset
in credit
|
$
|
814
|
$
|
75
|
||||
Issuance of common shares and warrant with respect to business combination
|
$
|
-
|
$
|
3,799
|
||||
Conversion of warrants to common stock upon initial public offering
|
$
|
70,677
|
$
|
-
|
||||
Conversion of convertible and redeemable convertible preferred stock to common stock
upon initial public offering
|
$
|
161,261
|
$
|
-
|
||||
Unpaid deferred offering costs
|
$
|
626
|
$
|
-
|
Adjusted EBITDA (USD in thousands)
|
Three Months Ended
September 30, |
Nine Months Ended
September 30, |
|||||||||||||||
2021
|
2020
|
2021
|
2020
|
|||||||||||||
(USD in thousands)
|
||||||||||||||||
Net loss
|
$
|
(25,150
|
)
|
$
|
(6,434
|
)
|
$
|
(43,425
|
)
|
$
|
(22,424
|
)
|
||||
Financial expenses, net (a)
|
17,780
|
1,525
|
18,432
|
12,809
|
||||||||||||
Provision for income taxes
|
1,497
|
498
|
4,749
|
2,404
|
||||||||||||
Depreciation and amortization
|
594
|
1,082
|
1,795
|
3,177
|
||||||||||||
EBITDA
|
(5,279
|
)
|
(3,329
|
)
|
(18,449
|
)
|
(4,034
|
)
|
||||||||
Non-cash stock-based compensation expense
|
3,736
|
1,033
|
12,910
|
2,829
|
||||||||||||
Abandonment costs (b)
|
-
|
3,969
|
-
|
3,969
|
||||||||||||
Gain on sale of property and equipment (c)
|
(757
|
)
|
-
|
(757
|
)
|
-
|
||||||||||
Other operating expenses (d)
|
-
|
-
|
1,724
|
-
|
||||||||||||
Adjusted EBITDA
|
$
|
(2,300
|
)
|
$
|
1,673
|
$
|
(4,572
|
)
|
$
|
2,764
|
(a) |
The three months ended September 30, 2021 and 2020, and the nine months ended September 30, 2021 and 2020 include $16,822, $0,
$15,046 and $10,034 respectively, of remeasurement of warrants to fair value, and $766, $1,037, $2,228 and $3,062 of interest expenses.
|
(b) |
The three and nine months ended September 30, 2020 includes a $3,969 one-time expense related to the abandonment of data center equipment in connection with our
transition to a public cloud infrastructure.
|
(c) |
The three and nine months ended September 30, 2021 includes a one-time gain on sale of data center equipment in connection with our transition to a public cloud
infrastructure.
|
(d) |
The three and nine months ended September 30, 2021 include other operating expenses related to the forgiveness of loans to certain of our directors and executive
officers in connection with the public filing of the registration statement for our initial public offering.
|
|
For the Three Months Ended
September 30, |
|||||||
|
2021
|
2020
|
||||||
|
(dollar amounts in thousands)
|
|||||||
Annualized Recurring Revenue
|
$
|
151,704
|
$
|
107,270
|
||||
Net Dollar Retention Rate
|
117
|
%
|
111
|
%
|
||||
Remaining Performance Obligations
|
$
|
162,316
|
$
|
130,735
|