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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
| | | | | |
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the quarterly period ended June 30, 2024 |
OR
| | | | | |
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| For the transition period from ___________ to ____________ |
Commission File Number: 001-40644
Kaltura, Inc.
(Exact name of Registrant as specified in its Charter)
| | | | | |
Delaware | 20-8128326 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
860 Broadway 3rd Floor New York, New York | 10003 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (646) 290-5445
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
| | |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common stock, $0.0001 par value per share | KLTR | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| | | | | | | | | | | |
Large accelerated filer | ☐ | Accelerated filer | ☒ |
Non-accelerated filer | ☐ | Smaller reporting company | ☐ |
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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
The number of shares of the registrant’s common stock, par value $0.0001, outstanding as of August 1, 2024 was 148,992,942
TABLE OF CONTENTS | | | | | | | | |
| | Page |
PART I | FINANCIAL INFORMATION | |
Item 1. | | |
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Item 2. | | |
Item 3. | | |
Item 4. | | |
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PART II | OTHER INFORMATION | |
Item 1. | | |
Item 1A. | | |
Item 2. | | |
Item 3. | | |
Item 4. | | |
Item 5. | | |
Item 6. | | |
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FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q may be forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “forecasts,” “predicts,” “potential” or “continue” or the negative of these terms or other similar expressions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements regarding our future results of operations and financial position, industry and business trends, stock-based compensation, revenue recognition, business strategy and plans, and market growth.
The forward-looking statements in this Quarterly Report on Form 10-Q are only predictions. We have based these forward-looking statements largely on our current assumptions, expectations and projections about future events and financial trends that we believe may affect our business, financial condition, and results of operations. Forward-looking statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to the following:
•We may not be able to successfully assess or mitigate the current volatile economic climate and its direct and indirect impact on our business and operations, including our customers and vendors, or to correctly predict the duration and depth of the current instability of the global economy and take the right or sufficient measures to address it;
•Political, economic, and military conditions in Israel, such as the current conflicts with Hamas and Hezbollah, could materially and adversely affect our business;
•Our dependency on existing customer demand and exposure to changes in demand by our customers, loss of one or more of our significant customers, or any other reduction in the amount of revenue we derive from any such customer, including as a result from reasons not under our control, makes it difficult to evaluate our current business and future prospects and may increase the risk that our business, financial condition, results of operations and growth prospects, which could be adversely affected;
•We have a history of losses and may not be able to achieve or maintain profitability;
•Our future success depends on the growth and expansion of the markets for our offerings, which are constantly evolving and may develop more slowly or differently than we expect, and on our ability to adapt and respond effectively to evolving market conditions;
•If we are not able to keep pace with technological and competitive developments and develop or otherwise introduce new products and solutions and enhancements to our existing offerings, our offerings may become less marketable, less competitive or obsolete, and our business, financial condition and results of operations may be adversely affected;
•We may face risks associated with our use of certain artificial intelligence ("AI") and machine learning models, including generative artificial intelligence ("generative AI" or "GenAI") and compliance with the evolving regulatory framework around AI development and use;
•If we do not maintain the interoperability of our offerings across devices, operating systems and third-party applications that we do not control, and if we are not able to maintain and expand our relationships with third-party technology partners to integrate our offerings with their products and solutions (and vice-versa), our business, financial condition and results of operations may be adversely affected;
•Part of our Application Programming Interfaces (APIs) and other components in our offerings are licensed to the public under an open-source license, which could negatively affect our ability to monetize our offerings and protect our intellectual property rights;
•The markets in which we compete are nascent and highly fragmented, and we may not be able to compete successfully against current and future competitors, some of whom have greater financial, technical, and other resources than we do, or can provide a bundled offering and solutions that might be more attractive to our customers enabling them to better compete with us, and as a result our business, financial condition and results of operations could be harmed;
•If we are unable to increase sales of our subscriptions to new customers, expand the offerings to which our existing customers subscribe or the value of their subscriptions, or have them renew their subscriptions in terms that are economically beneficial to us, our future revenue and results of operations would be adversely affected;
•Political, economic, and military conditions in Ukraine, Russia and other countries following the Russian invasion to Ukraine, geopolitical instability and hostilities in the Middle East and Gulf region and their possible impact on global trade and financial markets, or such and other conditions in other regions in which we operate, or changes in the business environment in those regions, could materially and adversely affect our business;
•We recognize a significant portion of revenue from subscriptions over the term of the relevant subscription period, and as a result, downturns or upturns in sales are not immediately reflected in full in our results of operations;
•Increased breaches of network or information technology security along with an increase in cyber-attack activities, increases the risk that we shall be subject to cybersecurity threats that could have an adverse effect on our business;
•Data privacy and data protection laws are rapidly evolving and present increasing compliance challenges. Additionally, if we or our third-party service providers experience a security breach, data loss or other compromise, including if unauthorized parties obtain access to our customers’ data, our reputation may be harmed, demand for our platform, products and solutions may be reduced, and we may incur significant liabilities;
•We typically provide service-level commitments and offer customer support under our customer agreements. If we fail to meet these contractual commitments, we could be obligated to provide credits for future service, face contract termination with refunds of prepaid amounts, be charged penalties, or could experience a decrease in customer renewals in future periods, any of which would lower our revenue and adversely affect our business, financial condition and results of operations;
•We rely on third parties, including third parties outside the United States, for some of our software development, quality assurance, operations, and customer support;
•We depend on our management team and other key employees, and the loss of one or more of these employees or an inability to attract and retain highly skilled employees could adversely affect our business;
•The failure to effectively develop and expand our marketing and sales capabilities or to maintain or expand our international business could harm our ability to increase our customer base and achieve broader market acceptance of our offerings;
•We expect our revenue mix to vary over time, which could negatively impact our gross margin and results of operations;
•Our international operations and expansion expose us to risk;
•A portion of our revenue is generated by sales to government entities, which are subject to a number of challenges and risks;
•If we are unable to consummate acquisitions at acceptable rate or prices or achieve our expected goals, and to enter into other strategic transactions and relationships that support our long-term strategy, our growth rate and the trading price of our common stock could be negatively affected;
•A real or perceived bug, defect, security vulnerability, error, or other performance failure involving our platform, products or solutions could cause us to lose revenue, damage our reputation, and expose us to liability;
•Failure to protect our proprietary technology, or to obtain, maintain, protect and enforce sufficiently broad intellectual property rights therein, could substantially harm our business, financial condition and results of operations;
•Our failure to raise additional capital or generate the significant capital necessary to expand our operations and invest in new offerings could reduce our ability to compete and could adversely affect our business;
and
•The other important factors discussed in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (the “SEC”) on February 22, 2024.
The forward-looking statements in this Quarterly Report on Form 10-Q are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements.
You should read this Quarterly Report on Form 10-Q and the documents that we reference in this Quarterly Report on Form 10-Q and have filed as exhibits to this Quarterly Report on Form 10-Q with the understanding that our actual future results, levels of activity, performance and achievements may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements. These forward-looking statements speak only as of the date of this Quarterly Report on Form 10-Q. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained in this Quarterly Report on Form 10-Q, whether as a result of any new information, future events or otherwise.
As used in this Quarterly Report on Form 10-Q, unless otherwise stated or the context requires otherwise, references to “Kaltura,” the “Company,” “we,” “us,” and “our,” refer to Kaltura, Inc. and its subsidiaries on a consolidated basis.
PART I—FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
| | |
KALTURA, INC. AND SUBSIDIARIES |
CONDENSED CONSOLIDATED BALANCE SHEETS |
(U.S. dollars in thousands, except share and per share data) |
(unaudited) |
| | | | | | | | | | | |
| June 30, 2024 | | December 31, 2023 |
ASSETS | | | |
CURRENT ASSETS: | | | |
Cash and cash equivalents | $ | 34,268 | | | $ | 36,684 | |
Marketable securities | 34,035 | | | 32,692 | |
Trade receivables | 22,116 | | | 23,312 | |
Prepaid expenses and other current assets | 7,522 | | | 8,410 | |
Deferred contract acquisition and fulfillment costs, current | 10,384 | | | 10,636 | |
| | | |
Total current assets | 108,325 | | | 111,734 | |
| | | |
LONG-TERM ASSETS: | | | |
Marketable securities | 2,953 | | | 5,844 | |
Property and equipment, net | 18,068 | | | 20,113 | |
Other assets, noncurrent | 2,843 | | | 3,100 | |
Deferred contract acquisition and fulfillment costs, noncurrent | 14,526 | | | 17,314 | |
Operating lease right-of-use assets | 13,067 | | | 13,872 | |
Intangible assets, net | 452 | | | 689 | |
Goodwill | 11,070 | | | 11,070 | |
| | | |
Total noncurrent assets | 62,979 | | | 72,002 | |
| | | |
TOTAL ASSETS | $ | 171,304 | | | $ | 183,736 | |
| | | |
LIABILITIES AND STOCKHOLDERS' EQUITY | | | |
CURRENT LIABILITIES: | | | |
Current portion of long-term loans | $ | 2,280 | | | $ | 1,612 | |
Trade payables | 7,052 | | | 3,629 | |
Employees and payroll accruals | 11,748 | | | 12,651 | |
Accrued expenses and other current liabilities | 19,552 | | | 17,279 | |
Operating lease liabilities, current | 2,402 | | | 2,374 | |
Deferred revenue, current | 55,458 | | | 62,364 | |
| | | |
Total current liabilities | 98,492 | | | 99,909 | |
| | | |
LONG-TERM LIABILITIES: | | | |
Deferred revenue, noncurrent | 80 | | | 369 | |
Long-term loans, net of current portion | 31,110 | | | 33,047 | |
Operating lease liabilities, noncurrent | 16,081 | | | 17,796 | |
Other liabilities, noncurrent | 2,064 | | | 2,295 | |
| | | |
Total long-term liabilities | 49,335 | | | 53,507 | |
| | | |
TOTAL LIABILITIES | $ | 147,827 | | | $ | 153,416 | |
The accompanying notes are an integral part of the condensed consolidated financial statements
Table of Contents | | |
KALTURA, INC. AND SUBSIDIARIES |
CONDENSED CONSOLIDATED BALANCE SHEETS |
(U.S. dollars in thousands, except share and per share data) |
(unaudited) |
| | | | | | | | | | | | | | |
| | June 30, 2024 | | December 31, 2023 |
COMMITMENTS AND CONTINGENCIES (NOTE 8) | | | | |
| | | | |
STOCKHOLDERS' EQUITY: | | | | |
Preferred stock, $0.0001 par value per share, 20,000,000 shares authorized as of June 30, 2024 and December 31, 2023; 0 shares issued and outstanding as of June 30, 2024, and December 31, 2023 | | — | | | — | |
Common stock $0.0001 par value per share, 1,000,000,000 shares authorized as of June 30, 2024 and December 31, 2023; 156,956,711 and 150,274,107 shares issued as of June 30, 2024 and December 31, 2023, respectively; 149,204,916 and 142,588,917 outstanding as of June 30, 2024 and December 31, 2023, respectively | | 15 | | | 14 | |
Treasury stock – 7,751,795 and 7,685,190 shares of common stock, $0.0001 par value per share, as of June 30, 2024 and December 31, 2023, respectively | | (4,966) | | | (4,881) | |
Additional paid-in capital | | 487,406 | | | 471,635 | |
Accumulated other comprehensive (loss) income | | (383) | | | 1,047 | |
Accumulated deficit | | (458,595) | | | (437,495) | |
| | | | |
Total stockholders' equity | | 23,477 | | | 30,320 | |
| | | | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | | $ | 171,304 | | | $ | 183,736 | |
The accompanying notes are an integral part of the condensed consolidated financial statements.
Table of Contents | | |
KALTURA, INC. AND SUBSIDIARIES |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
(U.S. dollars in thousands, except share and per share data) |
(unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, | | Six Months Ended June 30, |
| | 2024 | | 2023 | | 2024 | | 2023 |
| | | | | | | | |
Revenue: | | | | | | | | |
Subscription | | $ | 41,014 | | | $ | 40,724 | | | $ | 82,184 | | | $ | 81,116 | |
Professional services | | 3,018 | | | 3,156 | | | 6,629 | | | 6,037 | |
| | | | | | | | |
Total revenue | | 44,032 | | | 43,880 | | | 88,813 | | | 87,153 | |
| | | | | | | | |
Cost of revenue: | | | | | | | | |
Subscription | | 10,861 | | | 10,935 | | | 22,262 | | | 22,103 | |
Professional services | | 4,495 | | | 4,343 | | | 9,267 | | | 9,162 | |
| | | | | | | | |
Total cost of revenue | | 15,356 | | | 15,278 | | | 31,529 | | | 31,265 | |
| | | | | | | | |
Gross profit | | 28,676 | | | 28,602 | | | 57,284 | | | 55,888 | |
| | | | | | | | |
Operating expenses: | | | | | | | | |
| | | | | | | | |
Research and development | | 12,029 | | | 12,975 | | | 24,034 | | | 27,105 | |
Sales and marketing | | 11,780 | | | 12,734 | | | 23,592 | | | 24,805 | |
General and administrative | | 13,417 | | | 12,431 | | | 25,498 | | | 24,531 | |
Restructuring | | — | | | 23 | | | — | | | 968 | |
| | | | | | | | |
Total operating expenses | | 37,226 | | | 38,163 | | | 73,124 | | | 77,409 | |
| | | | | | | | |
Operating loss | | 8,550 | | | 9,561 | | | 15,840 | | | 21,521 | |
| | | | | | | | |
Financial expense (income), net | | (1,010) | | | (1,166) | | | 488 | | | (2,951) | |
| | | | | | | | |
Loss before provision for income taxes | | 7,540 | | | 8,395 | | | 16,328 | | | 18,570 | |
| | | | | | | | |
Provision for income taxes | | 2,464 | | | 2,383 | | | 4,772 | | | 5,003 | |
| | | | | | | | |
Net loss | | 10,004 | | | 10,778 | | | 21,100 | | | 23,573 | |
| | | | | | | | |
Net loss per share attributable to common stockholders, basic and diluted | | $ | 0.07 | | | $ | 0.08 | | | $ | 0.14 | | | $ | 0.17 | |
| | | | | | | | |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted | | 147,607,504 | | | 136,782,051 | | | 145,939,847 | | | 135,939,680 | |
The accompanying notes are an integral part of the condensed consolidated financial statements.
Table of Contents | | |
KALTURA, INC. AND SUBSIDIARIES |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS |
(U.S. dollars in thousands, except for share data) |
(unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, | | Six Months Ended June 30, |
| | 2024 | | 2023 | | 2024 | | 2023 |
| | | | | | | | |
Net loss | | $ | 10,004 | | | $ | 10,778 | | | $ | 21,100 | | | $ | 23,573 | |
Other comprehensive income (loss): | | | | | | | | |
Net unrealized gains (losses) on cash flow hedges | | (662) | | | 270 | | | (1,335) | | | (91) | |
Net unrealized gains (losses) on available-for-sale marketable securities | | (23) | | | 22 | | | (95) | | | 131 | |
Other comprehensive income (losses) | | (685) | | | 292 | | | (1,430) | | | 40 | |
Comprehensive loss | | $ | 10,689 | | | $ | 10,486 | | | $ | 22,530 | | | $ | 23,533 | |
The accompanying notes are an integral part of the condensed consolidated financial statements.
Table of Contents | | |
KALTURA, INC. AND SUBSIDIARIES |
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY |
U.S. dollars in thousands (except share data) |
(unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Common stock | | Treasury stock | | Additional paid-in capital | | Accumulated other comprehensive loss | | Accumulated deficit | | Total stockholders' equity |
| | Number | | Amount | | Number | | Amount | | | | |
| | | | | | | | | | | | | | | | |
Balance as of April 1, 2024 | | 146,346,306 | | | $ | 14 | | | 7,685,190 | | | $ | (4,881) | | | $ | 478,292 | | | $ | 302 | | | $ | (448,591) | | | $ | 25,136 | |
| | | | | | | | | | | | | | | | |
Stock-based compensation | | — | | | — | | | — | | | — | | | 9,038 | | | — | | | — | | | 9,038 | |
Repurchase of common stock | | (66,605) | | | — | | | 66,605 | | | (85) | | | — | | | — | | | — | | | (85) | |
Issuance of common stock upon exercise of stock options, and vesting of restricted stock units | | 2,925,215 | | | 1 | | | — | | | — | | | 76 | | | — | | | — | | | 77 | |
Other comprehensive losses | | — | | | — | | | — | | | — | | | — | | | (685) | | | — | | | (685) | |
Net loss | | — | | | — | | | — | | | — | | | — | | | — | | | (10,004) | | | (10,004) | |
| | | | | | | | | | | | | | | | |
Balance as of June 30, 2024 | | 149,204,916 | | | $ | 15 | | | 7,751,795 | | | $ | (4,966) | | | $ | 487,406 | | | $ | (383) | | | $ | (458,595) | | | $ | 23,477 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Common stock | | Treasury stock | | Additional paid-in capital | | Accumulated other comprehensive loss | | Accumulated deficit | | Total stockholders' equity |
| | Number | | Amount | | Number | | Amount | | | |
| | | | | | | | | | | | | | | | |
Balance as of April 1, 2023 | | 135,695,254 | | | $ | 13 | | | 7,685,190 | | | $ | (4,881) | | | $ | 447,316 | | | $ | (553) | | | $ | (403,924) | | | $ | 37,971 | |
| | | | | | | | | | | | | | | | |
Stock-based compensation | | — | | | — | | | — | | | — | | | 7,668 | | | — | | | — | | | 7,668 | |
Issuance of common stock upon exercise of stock options, and vesting of restricted stock units | | 2,098,224 | | | — | | | — | | | — | | | 370 | | | — | | | — | | | 370 | |
Other comprehensive income | | — | | | — | | | — | | | — | | | — | | | 292 | | | — | | | 292 | |
Net loss | | — | | | — | | | — | | | — | | | — | | | — | | | (10,778) | | | (10,778) | |
| | | | | | | | | | | | | | | | |
Balance as of June 30, 2023 | | 137,793,478 | | | $ | 13 | | | 7,685,190 | | | $ | (4,881) | | | $ | 455,354 | | | $ | (261) | | | $ | (414,702) | | | $ | 35,523 | |
The accompanying notes are an integral part of the condensed consolidated financial statements.
Table of Contents | | |
KALTURA, INC. AND SUBSIDIARIES |
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY |
U.S. dollars in thousands (except share data) |
(unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Common stock | | Treasury stock | | Additional paid-in capital | | Accumulated other comprehensive loss | | Accumulated deficit | | Total stockholders' equity |
| | Number | | Amount | | Number | | Amount | | | | |
| | | | | | | | | | | | | | | | |
Balance as of January 1, 2024 | | 142,588,917 | | | $ | 14 | | | 7,685,190 | | | $ | (4,881) | | | $ | 471,635 | | | $ | 1,047 | | | $ | (437,495) | | | $ | 30,320 | |
| | | | | | | | | | | | | | | | |
Stock-based compensation | | — | | | — | | | — | | | — | | | 15,621 | | | — | | | — | | | 15,621 | |
Repurchase of common stock | | (66,605) | | | — | | | 66,605 | | | (85) | | | — | | | — | | | — | | | (85) | |
Issuance of common stock upon exercise of stock options, and vesting of restricted stock units | | 6,682,604 | | | 1 | | | — | | | — | | | 150 | | | — | | | — | | | 151 | |
Other comprehensive losses | | — | | | — | | | — | | | — | | | — | | | (1,430) | | | — | | | (1,430) | |
Net loss | | — | | | — | | | — | | | — | | | — | | | — | | | (21,100) | | | (21,100) | |
| | | | | | | | | | | | | | | | |
Balance as of June 30, 2024 | | 149,204,916 | | | $ | 15 | | | 7,751,795 | | | $ | (4,966) | | | $ | 487,406 | | | $ | (383) | | | $ | (458,595) | | | $ | 23,477 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Common stock | | Treasury stock | | Additional paid-in capital | | Accumulated other comprehensive loss | | Accumulated deficit | | Total stockholders' equity |
| | Number | | Amount | | Number | | Amount | | | | |
| | | | | | | | | | | | | | | | |
Balance as of January 1, 2023 | | 134,564,429 | | | $ | 13 | | | 7,685,190 | | | $ | (4,881) | | | $ | 439,644 | | | $ | (301) | | | $ | (391,129) | | | $ | 43,346 | |
| | | | | | | | | | | | | | | | |
Stock-based compensation | | — | | | — | | | — | | | — | | | 14,959 | | | — | | | — | | | 14,959 | |
Issuance of common stock upon exercise of stock options, and vesting of restricted stock units | | 3,229,049 | | | — | | | — | | | — | | | 751 | | | — | | | — | | | 751 | |
Other comprehensive income | | — | | | — | | | — | | | — | | | — | | | 40 | | | — | | | 40 | |
Net loss | | — | | | — | | | — | | | — | | | — | | | — | | | (23,573) | | | (23,573) | |
| | | | | | | | | | | | | | | | |
Balance as of June 30, 2023 | | 137,793,478 | | | $ | 13 | | | 7,685,190 | | | $ | (4,881) | | | $ | 455,354 | | | $ | (261) | | | $ | (414,702) | | | $ | 35,523 | |
The accompanying notes are an integral part of the condensed consolidated financial statements.
Table of Contents | | |
KALTURA, INC. AND SUBSIDIARIES |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS |
U.S. dollars in thousands |
(unaudited) |
| | | | | | | | | | | | | | |
| | Six Months Ended June 30, |
| | 2024 | | 2023 |
Cash flows from operating activities: | | | | |
Net loss | | $ | (21,100) | | | $ | (23,573) | |
Adjustments to reconcile net loss to net cash used in operating activities: | | | | |
Depreciation and amortization | | 2,585 | | | 2,155 | |
Stock-based compensation expenses | | 15,429 | | | 14,583 | |
Amortization of deferred contract acquisition and fulfillment costs | | 5,731 | | | 5,872 | |
Non-cash interest income, net | | (593) | | | (405) | |
Losses (Gain) on foreign exchange | | 132 | | | (485) | |
Changes in operating assets and liabilities: | | | | |
Decrease (Increase) in trade receivables | | 1,196 | | | (978) | |
Increase in prepaid expenses and other current assets and other assets, noncurrent | | (34) | | | (6) | |
Increase in deferred contract acquisition and fulfillment costs | | (2,497) | | | (3,279) | |
Increase in trade payables | | 3,447 | | | 1,084 | |
Increase (decrease) in accrued expenses and other current liabilities | | 1,967 | | | (349) | |
Decrease in employees and payroll accruals | | (903) | | | (2,409) | |
Increase (Decrease) in other liabilities, noncurrent | | (33) | | | 415 | |
Decrease in deferred revenue | | (7,195) | | | (3,235) | |
Operating lease right-of-use assets and lease liabilities, net | | (883) | | | (954) | |
| | | | |
Net cash used in operating activities | | (2,751) | | | (11,564) | |
| | | | |
Cash flows from investing activities: | | | | |
| | | | |
Investment in available-for-sale marketable securities | | (19,392) | | | (14,645) | |
Proceeds from maturities of available-for-sale marketable securities | | 21,482 | | | 26,191 | |
Purchases of property and equipment | | (327) | | | (1,591) | |
Capitalized internal-use software | | — | | | (1,242) | |
Investment in restricted bank deposit | | — | | | (1,001) | |
| | | | |
Net cash provided by investing activities | | 1,763 | | | 7,712 | |
| | | | |
Cash flows from financing activities: | | | | |
| | | | |
Repayment of long-term loans | | (1,313) | | | (3,000) | |
Proceeds from exercise of stock options | | 177 | | | 815 | |
Payment of debt issuance costs | | (10) | | | — | |
Repurchase of common stock | | (85) | | | — | |
Payments on account of repurchase of common stock | | (65) | | | — | |
| | | | |
Net cash used in financing activities | | (1,296) | | | (2,185) | |
| | | | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | | (132) | | | 485 | |
| | | | |
Net decrease in cash, cash equivalents and restricted cash | | (2,416) | | | (5,552) | |
Cash, cash equivalents and restricted cash at the beginning of the period | | 36,784 | | | 45,833 | |
Cash, cash equivalents and restricted cash at the end of the period | | $ | 34,368 | | | $ | 40,281 | |
The accompanying notes are an integral part of the condensed consolidated financial statements.
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KALTURA, INC. AND SUBSIDIARIES |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS |
U.S. dollars in thousands |
(unaudited) |
| | | | | | | | | | | | | | |
| | Six Months Ended June 30, |
| | 2024 | | 2023 |
| | | | |
Supplemental disclosure of non-cash activity: | | | | |
| | | | |
Purchase of property, equipment and internal-use software in credit | | $ | 19 | | | $ | 179 | |
| | | | |
Capitalized stock-based compensation cost | | $ | 309 | | | $ | 389 | |
| | | | |
Pending proceeds from option exercises | | $ | 51 | | | $ | 163 | |
| | | | |
Lease incentive recognized as leasehold improvements | | $ | — | | | $ | 3,790 | |
| | | | |
Supplemental disclosure of cash flow information | | | | |
| | | | |
Cash paid for income taxes, net | | $ | 2,242 | | | $ | 2,443 | |
| | | | |
Cash paid for interest | | $ | 1,382 | | | $ | 1,504 | |
| | | | |
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheet | | | | |
| | | | |
Cash and cash equivalents | | $ | 34,268 | | | $ | 40,181 | |
Restricted cash included in other assets, noncurrent | | 100 | | | 100 | |
| | | | |
Total cash, cash equivalents, and restricted cash | | $ | 34,368 | | | $ | 40,281 | |
The accompanying notes are an integral part of the condensed consolidated financial statements.
Table of Contents | | |
KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
NOTE 1: GENERAL
Description of Business
Kaltura, Inc. (together with its subsidiaries, the “Company”) was incorporated in October 2006 and commenced operations in January 2007. The Company’s business operations are allocated between two main segments, Enterprise, Education, and Technology (“EE&T”) and Media and Telecom (“M&T”). The Company has developed a platform for video creation, management, and collaboration. The Company's platform enables companies, educational institutions, and other organizations to cost-effectively launch advanced online video experiences, including for Over-the-top (“OTT”) Television, Cloud TV, web video publishing, video-based teaching, learning and training, video-based marketing, and video-based collaboration. The Company’s core offerings consist of various Software-as-a-Service (“SaaS”) products and solutions and a Platform-as-a-Service (“PaaS”).
NOTE 2: BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Consolidation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting.
The consolidated balance sheet as of December 31, 2023 was derived from the audited consolidated financial statements as of that date, but does not include all of the disclosures, including certain notes required by U.S. GAAP on an annual reporting basis. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2023, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 22, 2024.
In management’s opinion, the unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements with normal recurring adjustments necessary for the fair presentation of the Company’s financial position as of June 30, 2024, and the Company’s consolidated results of operations, stockholders’ equity, and cash flows for the three and six months ended June 30, 2024 and 2023. The results for the three and six months ended June 30, 2024, are not necessarily indicative of the results to be expected for the full year ending December 31, 2024, or any other future interim or annual period.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company evaluates on an ongoing basis its assumptions, including those related to contingencies, income tax uncertainties, incremental borrowing rate for operating leases, fair value of financial assets and liabilities, including fair value of derivatives, fair value and useful life of intangible assets, as well as in estimates used in applying the revenue recognition policy. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates.
Concentration of Credit Risks
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, marketable securities, restricted cash and trade receivables.
Table of Contents | | |
KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
The majority of the Company's and its subsidiaries' cash and cash equivalents and restricted cash are invested with major banks in Israel, the United Kingdom and the United States. Such investments in the United States may be in excess of insured limits and are not insured in other jurisdictions. However, in general, these investments may be redeemed upon demand and therefore bear minimal risk.
The Company's trade receivables are geographically dispersed and derived from sales to customers mainly in the United States, Europe and Asia. Concentration of credit risk with respect to trade receivables is limited by credit limits, ongoing credit evaluation and account monitoring procedures.
Major customer data as a percentage of total revenues:
The following table sets forth customers that represented 10% or more of the Company’s total revenue in each of the periods set forth below:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, | | Six Months Ended June 30, |
| | 2024 | | 2023 | | 2024 | | 2023 |
| | | | | | | | |
Customer A (M&T) | | 11.00 | % | | 10.30 | % | | 10.80 | % | | 10.50 | % |
Significant Accounting Policies and Estimates
The Company’s significant accounting policies are discussed in Note 2 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, which was filed with the SEC on February 22, 2024. There have been no significant changes to these policies during the six months ended June 30, 2024 except as noted below.
Recently Adopted Pronouncements
As an "emerging growth company," the Jumpstart Our Business Startups Act ("JOBS Act") allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election.
Recent Accounting Guidance Not Yet Adopted
In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires to disclose significant segment expenses and other segment items on an annual and interim basis and provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of the adoption of this standard.
In December 2023, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2023-09, “Income Taxes - Improvements to Income Tax Disclosures” requiring enhancements and further transparency to certain income tax disclosures, most notably the tax rate reconciliation and income taxes paid. This ASU is effective for fiscal years beginning after December 15, 2024 on a prospective basis and retrospective application is permitted. The Company is currently evaluating the impact of the adoption of this standard.
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KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
NOTE 3: REVENUES FROM CONTRACTS WITH CUSTOMERS
Disaggregation of Revenue
The following tables present disaggregated revenue by category:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, 2024 |
| | Enterprise, Education and Technology | | Media and Telecom |
| | Amount | | Percentage of revenue | | Amount | | Percentage of revenue |
| | | | | | | | |
Subscription | | $ | 29,771 | | | 96.1 | % | | $ | 11,243 | | | 86.0 | % |
Professional services | | 1,194 | | | 3.9 | % | | 1,824 | | | 14.0 | % |
| | | | | | | | |
| | $ | 30,965 | | | 100 | % | | $ | 13,067 | | | 100 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, 2023 |
| | Enterprise, Education and Technology | | Media and Telecom |
| | Amount | | Percentage of revenue | | Amount | | Percentage of revenue |
| | | | | | | | |
Subscription | | $ | 30,258 | | | 97.1 | % | | $ | 10,466 | | | 82.3 | % |
Professional services | | 900 | | | 2.9 | % | | 2,256 | | | 17.7 | % |
| | | | | | | | |
| | $ | 31,158 | | | 100 | % | | $ | 12,722 | | | 100 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended June 30, 2024 |
| | Enterprise, Education and Technology | | Media and Telecom |
| | Amount | | Percentage of revenue | | Amount | | Percentage of revenue |
| | | | | | | | |
Subscription | | $ | 60,426 | | | 95.3 | % | | $ | 21,758 | | | 85.6 | % |
Professional services | | 2,979 | | | 4.7 | % | | 3,650 | | | 14.4 | % |
| | | | | | | | |
| | $ | 63,405 | | | 100 | % | | $ | 25,408 | | | 100 | % |
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KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended June 30, 2023 |
| | Enterprise, Education and Technology | | Media and Telecom |
| | Amount | | Percentage of revenue | | Amount | | Percentage of revenue |
| | | | | | | | |
Subscription | | $ | 60,132 | | | 96.2 | % | | $ | 20,984 | | | 85.1 | % |
Professional services | | 2,356 | | | 3.8 | % | | 3,681 | | | 14.9 | % |
| | | | | | | | |
| | $ | 62,488 | | | 100 | % | | $ | 24,665 | | | 100 | % |
The following tables summarize revenue by region based on the billing address of customers:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, |
| | 2024 | | 2023 |
| | Amount | | Percentage of revenue | | Amount | | Percentage of revenue |
| | | | | | | | |
United States (“US”) | | $ | 23,547 | | | 53.5 | % | | $ | 22,902 | | | 52.2 | % |
Europe, the Middle East and Africa ("EMEA") | | 16,884 | | | 38.3 | % | | 16,599 | | | 37.8 | % |
Other | | 3,601 | | | 8.2 | % | | 4,379 | | | 10.0 | % |
| | | | | | | | |
| | $ | 44,032 | | | 100 | % | | $ | 43,880 | | | 100 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended June 30, |
| | 2024 | | 2023 |
| | Amount | | Percentage of revenue | | Amount | | Percentage of revenue |
| | | | | | | | |
US | | $ | 46,737 | | | 52.6 | % | | $ | 45,973 | | | 52.7 | % |
EMEA | | 34,404 | | | 38.7 | % | | 32,523 | | | 37.3 | % |
Other | | 7,672 | | | 8.7 | % | | 8,657 | | | 10.0 | % |
| | | | | | | | |
| | $ | 88,813 | | | 100 | % | | $ | 87,153 | | | 100 | % |
Remaining Performance Obligations
Remaining performance obligations represent the amount of contracted future revenue that has not yet been recognized, including both deferred revenue and contracted amounts that will be invoiced and recognized as revenue in future periods. As of June 30, 2024, the aggregate amount of the transaction price allocated to remaining performance obligations was $177,751, which consists of both billed consideration in the amount of $55,538 and unbilled consideration in the amount of $122,213 that the Company expects to recognize as revenue but that was not yet recognized on the balance sheet. The Company expects to recognize 60% of its remaining performance obligations as revenue over the next 12 months and the remainder thereafter.
Table of Contents | | |
KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
Costs to Obtain a Contract
The following table represents a roll forward of costs to obtain a contract:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, | | Six Months Ended June 30, |
| | 2024 | | 2023 | | 2024 | | 2023 |
| | | | | | | | |
Beginning balance | | $ | 22,860 | | | $ | 26,146 | | | $ | 24,210 | | | $ | 26,928 | |
Additions to deferred contract acquisition costs during the period | | 1,634 | | | 1,807 | | | 2,804 | | | 3,547 | |
Amortization of deferred contract acquisition costs | | (2,492) | | | (2,468) | | | (5,012) | | | (4,990) | |
| | | | | | | | |
Ending balance | | $ | 22,002 | | | $ | 25,485 | | | $ | 22,002 | | | $ | 25,485 | |
| | | | | | | | |
Deferred contract acquisition costs, current | | $ | 9,146 | | | $ | 9,042 | | | $ | 9,146 | | | $ | 9,042 | |
Deferred contract acquisition costs, noncurrent | | 12,856 | | | 16,443 | | | 12,856 | | | 16,443 | |
| | | | | | | | |
Total deferred costs to obtain a contract | | $ | 22,002 | | | $ | 25,485 | | | $ | 22,002 | | | $ | 25,485 | |
Costs to Fulfill a Contract
The following table represents a roll forward of costs to fulfill a contract:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, | | Six Months Ended June 30, |
| | 2024 | | 2023 | | 2024 | | 2023 |
| | | | | | | | |
Beginning balance | | $ | 3,323 | | | $ | 5,075 | | | $ | 3,740 | | | $ | 5,522 | |
Additions to deferred costs to fulfill a contract during the period | | — | | | — | | | — | | | — | |
Amortization of deferred costs to fulfill a contract | | (415) | | | (448) | | | (832) | | | (895) | |
| | | | | | | | |
Ending balance | | $ | 2,908 | | | $ | 4,627 | | | $ | 2,908 | | | $ | 4,627 | |
| | | | | | | | |
Deferred fulfillment costs, current | | 1,238 | | | 1,719 | | | 1,238 | | | 1,719 | |
Deferred fulfillment costs, noncurrent | | 1,670 | | | 2,908 | | | 1,670 | | | 2,908 | |
| | | | | | | | |
Total deferred costs to fulfill a contract | | $ | 2,908 | | | $ | 4,627 | | | $ | 2,908 | | | $ | 4,627 | |
NOTE 4: MARKETABLE SECURITIES
The following is a summary of available-for-sale marketable securities as of June 30, 2024 and December 31, 2023:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | June 30, 2024 |
| | Amortized Cost | | Gross Unrealized Gains | | Gross Unrealized Losses | | Fair Value |
Available-for-sale – matures within one year: | | | | | | | | |
Corporate bonds | | $ | 8,961 | | | $ | 1 | | | $ | (5) | | | $ | 8,957 | |
U.S. Treasury | | 17,815 | | | — | | | (26) | | | 17,789 | |
Commercial paper | | 2,986 | | | — | | | (2) | | | 2,984 | |
Agency bonds | | 4,312 | | | — | | | (7) | | | 4,305 | |
| | 34,074 | | | 1 | | | (40) | | | 34,035 | |
| | | | | | | | |
Available-for-sale – matures after one year: | | | | | | | | |
Corporate bonds | | 1,964 | | | 1 | | | (4) | | | 1,961 | |
U.S. Treasury | | 995 | | | — | | | (3) | | | 992 | |
| | 2,959 | | | 1 | | | (7) | | | 2,953 | |
| | | | | | | | |
Total | | $ | 37,033 | | | $ | 2 | | | $ | (47) | | | $ | 36,988 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2023 |
| | Amortized Cost | | Gross Unrealized Gains | | Gross Unrealized Losses | | Fair Value |
Available-for-sale – matures within one year: | | | | | | | | |
Corporate bonds | | $ | 6,985 | | | $ | 4 | | | $ | — | | | $ | 6,989 | |
U.S. Treasury | | 8,795 | | | 17 | | | — | | | 8,812 | |
Commercial paper | | 8,855 | | | — | | | (5) | | | 8,850 | |
Agency bonds | | 8,037 | | | 9 | | | (5) | | | 8,041 | |
| | 32,672 | | | 30 | | | (10) | | | 32,692 | |
| | | | | | | | |
Available-for-sale – matures after one year: | | | | | | | | |
Corporate bonds | | 2,944 | | | 14 | | | — | | | 2,958 | |
U.S. Treasury | | 2,869 | | | 17 | | | — | | | 2,886 | |
| | 5,813 | | | 31 | | | — | | | 5,844 | |
| | | | | | | | |
Total | | $ | 38,485 | | | $ | 61 | | | $ | (10) | | | $ | 38,536 | |
As of June 30, 2024 and December 31, 2023, the Company did not record an allowance for credit losses for its available-for-sale marketable debt securities and the vast majority of the gross unrealized losses of the Company's marketable securities have been in a continuous loss position for less than 12 months. There were no gains or losses from available-for-sale marketable securities that were reclassified out of accumulated other comprehensive loss during the periods presented.
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KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
NOTE 5: FAIR VALUE MEASUREMENTS
In accordance with ASC 820, the Company measures its cash equivalents and marketable securities at fair value using the market approach valuation technique. Cash equivalents and marketable securities are classified within Level 1 or Level 2 because these assets are valued using quoted market prices or alternative pricing sources and models utilizing market observable inputs. Foreign currency derivative contracts are classified within the Level 2 value hierarchy, as the valuation inputs are based on quoted prices and market observable data of similar instruments.
The following table sets forth the Company’s assets and liabilities that were measured at fair value as of June 30, 2024 and December 31, 2023 by level within the fair value hierarchy:
| | | | | | | | | | | | | | | | | | | | |
| | | | Fair Value Measurements As Of |
Description | | Fair Value Hierarchy | | June 30, 2024 | | December 31, 2023 |
| | | | | | |
Measured at fair value on a recurring basis: | | | | | | |
| | | | | | |
Assets: | | | | | | |
Cash equivalents: | | | | | | |
Money market funds | | Level 1 | | $ | 18,295 | | | $ | 18,745 | |
| | | | | | |
Short-term marketable securities: | | | | | | |
Corporate bonds | | Level 2 | | $ | 8,957 | | | $ | 6,989 | |
U.S. Treasury | | Level 2 | | $ | 17,789 | | | $ | 8,812 | |
Commercial paper | | Level 2 | | $ | 2,984 | | | $ | 8,850 | |
Agency bonds | | Level 2 | | $ | 4,305 | | | $ | 8,041 | |
| | | | | | |
Long-term marketable securities: | | | | | | |
Corporate bonds | | Level 2 | | $ | 1,961 | | | $ | 2,958 | |
U.S. Treasury | | Level 2 | | $ | 992 | | | $ | 2,886 | |
| | | | | | |
Prepaid expenses and other current assets: | | | | | | |
Restricted bank deposits | | Level 2 | | $ | 3,397 | | | $ | 3,397 | |
Options and forward contracts designated as hedging instruments | | Level 2 | | $ | — | | | $ | 998 | |
| | | | | | |
Other assets, noncurrent: | | | | | | |
Restricted bank deposit | | Level 2 | | $ | 989 | | | $ | 1,025 | |
| | | | | | |
Liabilities: | | | | | | |
Derivative instruments liability included in accrued expenses and other current liabilities: | | | | | | |
Options and forward contracts designated as hedging instruments | | Level 2 | | $ | 337 | | | $ | — | |
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KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
NOTE 6: DERIVATIVES AND HEDGING
The Company entered into forward, put and call option contracts to hedge certain forecasted payroll costs denominated in NIS against exchange rate fluctuations of the U.S. dollar for a period of up to twelve months. The Company recorded the cash flows associated with these derivatives under operating activities. The Company does not use derivative instruments for trading or speculative purposes.
Notional Amount of Foreign Currency Contracts
The Company had outstanding contracts designated as hedging instruments in the aggregate notional amount of $23,001 and $15,093 as of June 30, 2024 and December 31, 2023, respectively. The fair value of the Company’s outstanding contracts amounted to a liability of $337 as of June 30, 2024 and asset of $998 as of December 31, 2023. These liabilities and assets were recorded under accrued expenses and other current liabilities and prepaid expenses and other current assets, respectively. Gain of $145, $811 and losses of $693, $1,198 were reclassified from accumulated other comprehensive losses during the three and six months ended June 30, 2024 and 2023, respectively. Such gains and losses were reclassified from accumulated other comprehensive losses when the related expenses were incurred.
Effect of Foreign Currency Contracts on the Condensed Consolidated Statements of Operations
The effect of foreign currency contracts on the condensed consolidated statements of operations during the three and six months ended June 30, 2024 and 2023 were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Condensed Statement of Operations Location: | | Three Months Ended June 30, 2024 | | Three Months Ended June 30, 2023 | | Six Months Ended June 30, 2024 | | Six Months Ended June 30, 2023 |
| | | | | | | | |
Cost of revenue | | $ | (21) | | | $ | 93 | | | $ | (122) | | | $ | 162 | |
Research and development | | (75) | | | 358 | | | (418) | | | 610 | |
Sales and marketing | | (21) | | | 94 | | | (108) | | | 152 | |
General and administrative | | (28) | | | 124 | | | (163) | | | 220 | |
Restructuring | | — | | | — | | | — | | | 28 | |
| | | | | | | | |
Total | | $ | (145) | | | $ | 669 | | | $ | (811) | | | $ | 1,172 | |
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KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
NOTE 7: LEASES
The Company leases its office facilities under non-cancelable agreements that expire at various dates through November 2027. The Company has a lease agreement for offices in Israel which includes two extension options for five years each. The Company estimates that it is reasonably certain that it will exercise the option for the first extension period. Therefore, for the purposes of determining the amount of the expense and the value of the right of use asset and lease liability according to ASC 842, the Company determined that the lease term would end in November 2032.
Components of operating lease expense were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, 2024 | | Three Months Ended June 30, 2023 | | Six Months Ended June 30, 2024 | | Six Months Ended June 30, 2023 |
| | | | | | | | |
Operating lease cost | | $ | 685 | | | $ | 726 | | | $ | 1,369 | | | $ | 1,488 | |
Short-term lease cost | | — | | | — | | | — | | | 154 | |
Variable lease cost | | 36 | | | 20 | | | 70 | | | 29 | |
| | | | | | | | |
Total | | $ | 721 | | | $ | 746 | | | $ | 1,439 | | | $ | 1,671 | |
Supplementary cash flow information related to operating leases was as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, 2024 | | Three Months Ended June 30, 2023 | | Six Months Ended June 30, 2024 | | Six Months Ended June 30, 2023 |
| | | | | | | | |
Cash paid for operating leases | | $ | 877 | | | $ | 875 | | | $ | 1,264 | | | $ | 1,477 | |
As of June 30, 2024, the weighted-average discount rate is 4.58% and the weighted-average remaining term is 7.70 years. Maturities of the Company’s operating lease liabilities as of June 30, 2024 were as follows:
| | | | | | | | |
Year Ending December 31, | | |
| | |
2024 (Remainder) | | 1,528 | |
2025 | | 3,040 | |
2026 | | 3,102 | |
2027 | | 2,669 | |
2028 | | 2,287 | |
2029 | | 2,287 | |
2030 and thereafter | | 5,938 | |
Total operating lease payments | | $ | 20,851 | |
Less: imputed interest | | 2,368 | |
Total operating lease liabilities | | $ | 18,483 | |
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KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
NOTE 8: COMMITMENTS AND CONTINGENCIES
Purchase Commitments
The Company has entered into various non-cancelable agreements with third-party providers for use of mainly cloud and other services, under which it committed to minimum and fixed purchases through the year ending December 31, 2026. The following table presents details of the aggregate future non-cancelable purchase commitments under such agreements as of June 30, 2024:
| | | | | | | | |
Year Ending December 31, | | |
| | |
2024 (Remainder) | | 17,759 | |
2025 | | 27,799 | |
2026 | | 28,557 | |
| | |
Total purchase commitment | | $ | 74,115 | |
During the six months ended June 30, 2024, the Company has accelerated expenses in the amount of $1,312 related to its minimum commitment with one of its cloud hosting service due to the Company's decision not to utilize the provider's cloud service. Such expenses were recorded under general and administrative expenses in the consolidated statement of operations.
Litigation
The Company is occasionally a party to claims or litigation in the normal course of the business. The Company does not believe that it is a party to any pending legal proceeding that is likely to have a material adverse effect on its business, financial condition, or results of operations.
NOTE 9: CONDENSED CONSOLIDATED BALANCE SHEET COMPONENTS
Prepaid expenses and other current assets
Prepaid expenses and other current assets consisted of the following:
| | | | | | | | | | | | | | |
| | June 30, 2024 | | December 31, 2023 |
| | | | |
Prepaid expenses | | $ | 3,178 | | | $ | 2,656 | |
Government institutions | | 60 | | | — | |
Derivative instrument | | — | | | 998 | |
Restricted bank deposits | | 3,397 | | | 3,397 | |
Other current assets | | 887 | | | 1,359 | |
| | | | |
| | $ | 7,522 | | | $ | 8,410 | |
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KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
Property and Equipment, net
Composition of property and equipment is as follows:
| | | | | | | | | | | | | | |
| | June 30, 2024 | | December 31, 2023 |
Cost: | | | | |
Computers and peripheral equipment | | $ | 4,026 | | | $ | 3,802 | |
Office furniture and equipment | | 2,237 | | | 2,183 | |
Leasehold improvements | | 7,286 | | | 7,267 | |
Finance leases of computers and peripheral equipment | | 254 | | | 253 | |
Internal use software | | 13,755 | | | 13,755 | |
| | | | |
| | 27,558 | | | 27,260 | |
| | | | |
Accumulated depreciation | | (9,490) | | | (7,147) | |
| | | | |
Depreciated cost | | $ | 18,068 | | | $ | 20,113 | |
Depreciation expenses for the three months ended June 30, 2024 and 2023, and for the six months ended June 30, 2024 and 2023 were $1,161, $998, $2,343 and $1,840, respectively.
Other assets, noncurrent
| | | | | | | | | | | | | | |
| | June 30, 2024 | | December 31, 2023 |
| | | | |
Restricted cash | | $ | 100 | | | $ | 100 | |
Severance pay fund | | 1,485 | | | 1,685 | |
Restricted deposit | | 989 | | | 1,025 | |
Other | | 269 | | | 290 | |
| | | | |
| | $ | 2,843 | | | $ | 3,100 | |
Accrued expenses and other current liabilities
| | | | | | | | | | | | | | |
| | June 30, 2024 | | December 31, 2023 |
| | | | |
Accrued expenses | | $ | 4,404 | | | $ | 4,353 | |
Accrued taxes | | 13,745 | | | 11,755 | |
Derivative instruments | | 337 | | | — | |
Other current liabilities | | 1,066 | | | 1,171 | |
| | | | |
| | $ | 19,552 | | | $ | 17,279 | |
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KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
NOTE 10: GOODWILL AND INTANGIBLE ASSETS
There was no goodwill activity during the periods presented.
The carrying amounts and accumulated amortization expenses of the intangible assets, as of June 30, 2024 and December 31, 2023, were as follows:
| | | | | | | | | | | | | | | | | | | | |
| | June 30, 2024 | | December 31, 2023 |
| | Weighted average remaining useful life (in years) | | Balance | | Balance |
Gross carrying amount: | | | | | | |
Technology | | 0.75 | | $ | 4,700 | | | $ | 4,700 | |
Customer relationship | | 2.75 | | 2,419 | | | 2,419 | |
| | | | | | |
| | | | 7,119 | | | 7,119 | |
Accumulated amortization and impairments: | | | | | | |
Technology | | | | (4,389) | | | (4,177) | |
Customer relationship | | | | (2,278) | | | (2,253) | |
| | | | | | |
| | | | (6,667) | | | (6,430) | |
| | | | | | |
Intangible assets, net | | | | $ | 452 | | | $ | 689 | |
During the three months ended June 30, 2024 and 2023, and the six months ended June 30, 2024 and 2023, the Company recorded amortization expenses in the amount of $118, $148, $237 and $315, respectively, included in cost of revenue and sales and marketing expenses in the consolidated statements of operations.
The estimated future amortization expense of intangible assets as of June 30, 2024, is as follows:
| | | | | | | | |
| | Year Ending December 31, |
| | |
2024 (Remainder) | | 240 | |
2025 | | $ | 148 | |
2026 | | 50 | |
2027 | | 14 | |
| | |
| | $ | 452 | |
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KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
NOTE 11: INCOME TAXES
The Company recognized an income tax expense of $2,464, $2,383, $4,772 and $5,003 for the three and six months ended June 30, 2024, and 2023, respectively. The tax expense for these periods was primarily attributable to pre-tax foreign earnings. The Company’s effective tax rates of (33)%, (28)%, (29)% and (27)% for the three and six months ended June 30, 2024 and 2023, respectively, differ from the U.S. statutory tax rate primarily due to U.S. losses for which there is no benefit and the tax rate differences between the U.S. and foreign countries.
The Company has a full valuation allowance on its deferred tax assets. Deferred tax liability is from indefinite life goodwill intangibles. Management currently believes that it is more likely than not that the deferred tax regarding the tax loss carry forwards and other temporary differences will not be realized in the foreseeable future in the U.S.
NOTE 12: NET LOSS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS
The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, | | Six Months Ended June 30, |
| | 2024 | | 2023 | | 2024 | | 2023 |
| | | | | | | | |
Numerator: | | | | | | | | |
Net loss | | $ | 10,004 | | | $ | 10,778 | | | $ | 21,100 | | | $ | 23,573 | |
Denominator: | | | | | | | | |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted | | 147,607,504 | | 136,782,051 | | 145,939,847 | | 135,939,680 |
| | | | | | | | |
Net loss per share attributable to common stockholders, basic and diluted | | $ | 0.07 | | | $ | 0.08 | | | $ | 0.14 | | | $ | 0.17 | |
Instruments potentially exercisable for common stock that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive are as follows:
| | | | | | | | | | | | | | |
| | As of June 30, |
| | 2024 | | 2023 |
| | | | |
Outstanding stock options and RSUs | | 35,790,142 | | | 39,020,539 | |
| | | | |
Total | | 35,790,142 | | 39,020,539 |
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KALTURA, INC. AND SUBSIDIARIES |
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS |
U.S. dollars in thousands (except share and per share data) |
(unaudited) |
NOTE 13: REPORTABLE SEGMENTS AND GEOGRAPHICAL INFORMATION
Reportable segments
ASC 280, Segment Reporting, establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company's chief operating decision maker ("CODM") is its Chief Executive Officer. The Company's CODM does not regularly review asset information by segments and, therefore, the Company does not report asset information by segment.
The Company organizes its operations in two segments: Enterprise, Education and Technology and Media and Telecom. The Enterprise, Education and Technology segment represents products related to industry solutions for education customers, and media services (except for Media and Telecom customers). The Media and Telecom segment primarily represents TV solutions that are sold to media and telecom operators.
The measurement of the reportable operating segments is based on the same accounting principles applied in these financial statements, which includes certain corporate overhead allocations.
| | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended June 30, 2024 |
| | Enterprise, Education and Technology | |