false
0001940177
0001940177
2024-08-13
2024-08-13
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
August 13, 2024
PODCASTONE, INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-41795 |
|
35-2503373 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
269
South Beverly Drive, Suite 1450
Beverly
Hills, CA
90212
(Address of principal executive offices) (Zip Code)
(310) 858-0888
(Registrant’s telephone number, including
area code)
n/a
(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 (see General
Instruction A.2. below):
☐ |
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)) |
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, $0.00001 par value per share |
|
PODC |
|
The NASDAQ Capital Market |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
Item 2.02 Results of Operations and Financial Condition.
On August 13, 2024, PodcastOne,
Inc. (the “Company”) issued a press release announcing its operating and financial highlights and results for the first quarter
ended June 30, 2024. 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, as amended
(the “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, as amended (the “Securities Act”), or the Exchange Act, except as expressly
set forth by specific reference in such a filing.
Item 7.01 Regulation FD Disclosure.
On August 7, 2024, the Company
issued a press release announcing that it plans to hold a conference call and audio webcast to provide a business update and discuss its
operating and financial results for the first quarter ended June 30, 2024 on August 13, 2024. A copy of the press release is attached
hereto as Exhibit 99.2.
The information included herein
and in Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of the 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 or the Exchange Act,
except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
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.
|
PODCASTONE, INC. |
|
|
Dated: August 13, 2024 |
By: |
/s/ Aaron Sullivan |
|
Name: |
Aaron Sullivan |
|
Title: |
Chief Financial Officer |
2
Exhibit 99.1
PodcastOne (Nasdaq:
PODC) Reports Q1 FY 2025 Record Revenue of $13.2M (+25% YoY)
| ● | Adjusted
EBITDA* of $(0.3M) |
| ● | Signed
$24M revenue B2B partnership with Fortune 250 company |
| ● | Expanded
pipeline of podcasts ready to be adapted in TV and film projects |
| ● | Added
9 New Podcasts, Total Now at 187 |
| ● | Sold
Another Successful Show to a Top 5 Streaming Platform |
| ● | FY
2025 Revenue Guidance of $51-56M |
| ● | Senior Management to Host a Live Conference Call and Audio Webcast at
11:30 A.M. ET on Tuesday, August 13, 2024 |
LOS ANGELES, CA, August
13, 2024 -- PodcastOne (Nasdaq: PODC), a leading podcast platform and a subsidiary of LiveOne (Nasdaq:
LVO), announced today its operating results for the first fiscal quarter ended June 30, 2024
(“Q1 FY 2025”).
PodcastOne’s President
and Co-Founder, Kit Gray, commented, “Once again, I am extremely proud of our team's accomplishments. We’ve seen record-breaking
revenue figures backed by our incredible team. By implementing strategic acquisitions, effective marketing efforts, and leveraging long-term
relationships with advertisers and brands, it allows us to maintain profitability and worth for both our company and valued shareholders.
We look forward to continued growth and success as we prioritize revenue and commit to the future of our business.”
Recent and Q1 FY
2025 Highlights
| ● | LiveOne currently owns approximately 72% of PodcastOne and it will continue to consolidate PodcastOne’s
financial results. |
| ● | PodcastOne
was ranked 11th in Podtrac’s Podcast Industry Top Publishers Rankings for July 2024 with a U.S. Unique Monthly Audience
of ~5.5 million and Global Downloads and Streams of ~17.8 million. |
| ● | PodcastOne
has increased its slate of exclusive shows to 187 original titles. |
Q1 FY 2025 vs Q1 FY 2024 Results Summary
(in $000’s, except per share; unaudited)
| |
Three Months Ended | |
| |
June 30, | |
| |
2024 | | |
2023 | |
| |
| | |
| |
Revenue | |
$ | 13,159 | | |
$ | 10,637 | |
Operating income (loss) | |
$ | (1,366 | ) | |
$ | 193 | |
Total other income (expense) | |
$ | - | | |
$ | (403 | ) |
Net income (loss) | |
$ | (1,366 | ) | |
$ | (210 | ) |
Adjusted EBITDA* | |
$ | (316 | ) | |
$ | 363 | |
Net income (loss) per share basic and diluted | |
$ | (0.06 | ) | |
$ | (0.01 | ) |
Q1 FY 2025 Results
Summary Discussion
For Q1 FY 2025, PodcastOne
posted revenue of $13.2 million, a 24% increase as compared to $10.6 million in the same period in the prior year.
Q1 FY 2025 Operating
Loss was ($1.4) million compared to Operating Income of $0.2 million in the first fiscal quarter ended June 20, 2023 (“Q1 FY 2024”).
The $1.6 million decrease in Operating Income was largely a result of an increase in content cost and legal and accounting cost due to
PodcastOne becoming a public company.
Q1 FY 2025 Adjusted EBITDA*
was $(0.3) million, as compared to Q1 FY 2024 Adjusted EBITDA* of $0.4 million.
PodcastOne is maintaining
its revenue guidance for its fiscal year ending March 31, 2025 (“FY 2025”) of $51 million - $56 million.
PodcastOne's senior management will host a live
conference call at 11:30 A.M. ET on Tuesday, August 13, 2024.
Conference Call and Webcast:
WHEN: Tuesday, August 13th
TIME: 11:30 AM ET / 8:30 AM PT
DIAL-IN (Toll Free): (800) 715-9871
DIAL IN NUMBER (Local): (646) 307-1963
REPLAY NUMBER: (800) 770-2030
WEBCAST – Both the live
webcast and a replay can be accessed on the Investor Relations section of LiveOne's website at Events | LiveOne.
The webcast can also be accessed at: https://events.q4inc.com/attendee/750791651
About PodcastOne
PodcastOne (Nasdaq: PODC)
is a Los Angeles based podcast network founded in 2012 by Kit Gray and Norm Pattiz providing creators and advertisers with a full 360-degree
solution in sales, marketing, public relations, production, and distribution delivering over 2.1 billion downloads per year with a community
of 250 of the top podcasters, including Adam Carolla, Kaitlyn Bristowe, Jordan Harbinger, LadyGang and A&E's Cold Case Files. PodcastOne
has built a distribution network reaching over 1 billion listeners a month across all of its own properties, LiveOne (Nasdaq: LVO),
Spotify, Apple Podcasts, iHeartRadio, Samsung and over 150 shows exclusively available in Tesla vehicles. PodcastOne is also the parent
company of LaunchpadOne, an innovative self-serve platform developed to launch, host, distribute and monetize independent user-generated
podcasts. For more information, visit podcastone.com and follow us on Facebook, Instagram, YouTube and Twitter
at @podcastone. For more investor information, please visit ir.podcastone.com.
Forward-Looking Statements
All statements other than statements of historical
facts contained in this press release are “forward-looking statements,” which may often, but not always, be identified by
the use of such words as “may,” “might,” “will,” “will likely result,” “would,”
“should,” “estimate,” “plan,” “project,” “forecast,” “intend,”
“expect,” “anticipate,” “believe,” “seek,” “continue,” “target”
or the negative of such terms or other similar expressions. These statements involve known and unknown risks, uncertainties and other
factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements,
including: LiveOne’s reliance on one key customer for a substantial percentage of its revenue; LiveOne’s and PodcastOne’s
ability to consummate any proposed financing, acquisition, special dividend, merger, distribution or transaction, including the spin-out
of LiveOne’s pay-per-view business, the timing of the consummation of any such proposed event, including the risks that a condition
to the consummation of any such event would not be satisfied within the expected timeframe or at all, or that the consummation of any
proposed financing, acquisition, merger, special dividend, distribution or transaction will not occur or whether any such event will enhance
shareholder value; PodcastOne’s ability to continue as a going concern; PodcastOne’s ability to attract, maintain and increase
the number of its listeners; PodcastOne identifying, acquiring, securing and developing content; LiveOne’s intent to repurchase
shares of its and/or PodcastOne’s common stock from time to time under LiveOne’s announced stock repurchase program and the
timing, price, and quantity of repurchases, if any, under the program; LiveOne’s ability to maintain compliance with certain financial
and other covenants; PodcastOne successfully implementing its growth strategy, including relating to its technology platforms and applications;
management’s relationships with industry stakeholders; uncertain and unfavorable outcomes in legal proceedings; changes in economic
conditions; competition; risks and uncertainties applicable to the businesses of PodcastOne, LiveOne and/or LiveOne’s other subsidiaries;
and other risks, uncertainties and factors including, but not limited to, those described in PodcastOne’s Annual Report on Form
10-K for the fiscal year ended March 31, 2024, filed with the U.S. Securities and Exchange Commission (the “SEC”) on July
1, 2024, and in PodcastOne’s other filings and submissions with the SEC. These forward-looking statements speak only as of the date
hereof, and PodcastOne disclaims any obligation to update these statements, except as may be required by law. PodcastOne intends that
all forward-looking statements be subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.
* About Non-GAAP Financial Measures
To supplement our consolidated
financial statements, which are prepared and presented in accordance with the accounting principles generally accepted in the United States
of America ("GAAP"), we present Contribution Margin (Loss) and Adjusted Earnings Before Interest Tax Depreciation and Amortization
("Adjusted EBITDA"), which are non-GAAP financial measures, as measures of our performance. The presentation of these non-GAAP
financial measures is not intended to be considered in isolation from, or as a substitute for, or superior to, operating loss and or net
income (loss) or any other performance measures derived in accordance with GAAP or as an alternative to net cash provided by operating
activities or any other measures of our cash flows or liquidity.
We use Contribution Margin
(Loss) and Adjusted EBITDA to evaluate the performance of our operating segment. We believe that information about these non-GAAP financial
measures assists investors by allowing them to evaluate changes in the operating results of our business separate from non-operational
factors that affect operating income (loss) and net income (loss), thus providing insights into both operations and the other factors
that affect reported results. Adjusted EBITDA is not calculated or presented in accordance with GAAP. A limitation of the use of Adjusted
EBITDA as a performance measure is that it does not reflect the periodic costs of certain amortizing assets used in generating revenue
in our business. Accordingly, Adjusted EBITDA should be considered in addition to, and not as a substitute for operating income (loss),
net income (loss), and other measures of financial performance reported in accordance with GAAP. Furthermore, this measure may vary among
other companies; thus, Adjusted EBITDA as presented herein may not be comparable to similarly titled measures of other companies.
Contribution Margin
(Loss) is defined as Revenue less Cost of Sales. Adjusted EBITDA is defined as earnings before interest, other (income) expense, income
tax expense, depreciation and amortization and before (a) non-cash GAAP purchase accounting adjustments for certain deferred revenue
and costs, (b) legal, accounting and other professional fees directly attributable to acquisition activity, (c) employee severance payments
and third party professional fees directly attributable to acquisition or corporate realignment activities, (d) certain non-recurring
expenses associated with legal settlements or reserves for legal settlements in the period that pertain to historical matters that existed
at acquired companies prior to their purchase date and a one-time minimum guarantee to effectively terminate a live events distribution
agreement post COVID-19, (e) depreciation and amortization (including goodwill impairment, if any), and (f) certain stock-based compensation
expense. Management does not consider these costs to be indicative of our core operating results.
With respect to projected
full fiscal year 2025 Adjusted EBITDA, a quantitative reconciliation is not available without unreasonable efforts due to the high variability,
complexity and low visibility with respect to purchase accounting adjustments, acquisition-related charges and legal settlement reserves
excluded from Adjusted EBITDA. We expect that the variability of these items to have a potentially unpredictable, and potentially significant,
impact on our future GAAP financial results.
For more information
on these non-GAAP financial measures, please see the tables entitled “Reconciliation of Non-GAAP Measure to GAAP Measure”
included at the end of this release.
PodcastOne IR Contact:
Jason Assad
(678) 570-6791
jwassad@podcastone.com
PodcastOne Press Contact:
(310) 246-4600
Susan@Guttmanpr.com
Financial Information
The tables below present
financial results for the three months ended June 30, 2024 and 2023.
PodcastOne, Inc.
Consolidated Statements of Operations (Unaudited)
(In thousands, except share and per share amounts)
| |
Three Months Ended | |
| |
June 30, | |
| |
2024 | | |
2023 | |
| |
| | |
| |
Revenue: | |
$ | 13,159 | | |
$ | 10,637 | |
| |
| | | |
| | |
Operating expenses: | |
| | | |
| | |
Cost of sales | |
| 11,709 | | |
| 8,222 | |
Sales and marketing | |
| 847 | | |
| 1,250 | |
Product development | |
| 18 | | |
| 27 | |
General and administrative | |
| 1,398 | | |
| 920 | |
Amortization of intangible assets | |
| 377 | | |
| 25 | |
Impairment of intangible assets | |
| 176 | | |
| - | |
Total operating expenses | |
| 14,525 | | |
| 10,444 | |
Loss from operations | |
| (1,366 | ) | |
| 193 | |
| |
| | | |
| | |
Other income (expense): | |
| | | |
| | |
Interest expense, net | |
| - | | |
| (1,593 | ) |
Change in fair value of derivatives | |
| - | | |
| 1,190 | |
Total other expense, net | |
| - | | |
| (403 | ) |
| |
| | | |
| | |
Loss before provision for income taxes | |
| (1,366 | ) | |
| (210 | ) |
| |
| | | |
| | |
Provision for income taxes | |
| - | | |
| - | |
Net loss | |
$ | (1,366 | ) | |
$ | (210 | ) |
| |
| | | |
| | |
Net loss per share – basic and diluted | |
$ | (0.06 | ) | |
$ | (0.01 | ) |
Weighted average common shares – basic and diluted | |
| 23,712,530 | | |
| 20,000,000 | |
PodcastOne, Inc.
Consolidated Balance Sheets (Unaudited)
(In thousands)
| |
June 30 | | |
March 31, | |
| |
2024 | | |
2024 | |
| |
(Unaudited) | | |
(Audited) | |
Assets | |
| | |
| |
Current Assets | |
| | |
| |
Cash and cash equivalents | |
$ | 891 | | |
$ | 1,445 | |
Accounts receivable, net | |
| 7,100 | | |
| 6,023 | |
Prepaid expense and other current assets | |
| 1,183 | | |
| 1,105 | |
Total Current Assets | |
| 9,174 | | |
| 8,573 | |
Property and equipment, net | |
| 316 | | |
| 309 | |
Goodwill | |
| 12,041 | | |
| 12,041 | |
Intangible assets, net | |
| 2,474 | | |
| 3,145 | |
Related party receivable | |
| - | | |
| 57 | |
Total Assets | |
$ | 24,005 | | |
$ | 24,125 | |
| |
| | | |
| | |
Liabilities and Stockholders’ Equity | |
| | | |
| | |
Current Liabilities | |
| | | |
| | |
Accounts payable and accrued liabilities | |
$ | 8,065 | | |
$ | 7,383 | |
Related party payable | |
| 220 | | |
| 315 | |
Total Current Liabilities | |
| 8,285 | | |
| 7,698 | |
Other long term liabilities | |
| 46 | | |
| 86 | |
Total Liabilities | |
| 8,331 | | |
| 7,784 | |
| |
| | | |
| | |
Commitments and Contingencies | |
| | | |
| | |
| |
| | | |
| | |
Stockholders’ Equity | |
| | | |
| | |
Common stock, $0.00001 par value; 100,000,000 shares authorized; 23,791,767 and 23,608,049 shares issued and outstanding as of June 30, 2024 and March 31, 2024, respectively | |
| - | | |
| - | |
Additional paid in capital | |
| 46,651 | | |
| 45,952 | |
Accumulated deficit | |
| (30,977 | ) | |
| (29,611 | ) |
Total stockholders’ equity | |
| 15,674 | | |
| 16,341 | |
Total Liabilities and Stockholders’ Equity | |
$ | 24,005 | | |
$ | 24,125 | |
PodcastOne, Inc.
Reconciliation of Non-GAAP Measure to GAAP Measure
Adjusted EBITDA* Reconciliation (Unaudited)
(In thousands)
| |
| | |
| | |
| | |
Non- | | |
| | |
| | |
| |
| |
| | |
| | |
| | |
Recurring | | |
| | |
| | |
| |
| |
Net | | |
Depreciation | | |
| | |
Acquisition and | | |
Other | | |
(Benefit) | | |
| |
| |
Income | | |
and | | |
Stock-Based | | |
Realignment | | |
(Income) | | |
Provision | | |
Adjusted | |
| |
(Loss) | | |
Amortization | | |
Compensation | | |
Costs (1) | | |
Expense (2) | | |
for Taxes | | |
EBITDA*- | |
Three Months Ended June 30, 2024 | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Total | |
$ | (1,366 | ) | |
$ | 619 | | |
$ | 394 | | |
$ | 37 | | |
$ | - | | |
$ | - | | |
$ | (316 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Three Months Ended June 30, 2023 | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Total | |
$ | (210 | ) | |
$ | 86 | | |
$ | 84 | | |
$ | - | | |
$ | 403 | | |
$ | - | | |
$ | 363 | |
(1) |
Non-Recurring Recurring Acquisition and Realignment Costs include outside legal, accounting and other professional fees directly attributable to acquisition activity in the period, in addition to certain non-recurring expenses associated with legal settlements or reserves for legal settlements in the period that pertain to historical matters that existed at certain acquired companies prior to their purchase date and non-recurring employee severance payments. |
(2) |
Other (Income) Expense above primarily includes interest expense, net and change in fair value of derivative liabilities. These are included in the statement of operations in other income (expense) and are an add back to net loss above in the reconciliation of Adjusted EBITDA* to loss. |
* |
See the definition of Adjusted EBITDA under “About Non-GAAP Financial Measures” within this release. |
PodcastOne, Inc.
Reconciliation of Non-GAAP Measure to GAAP Measure
Contribution Margin*
Reconciliation (Unaudited)
(In thousands)
| |
Three Months Ended | |
| |
June 30 | |
| |
2024 | | |
2023 | |
| |
| | |
| |
Revenue: | |
$ | 13,159 | | |
$ | 10,637 | |
Less: | |
| | | |
| | |
Cost of sales | |
| (11,709 | ) | |
| (8,221 | ) |
Amortization of developed technology | |
| (60 | ) | |
| (58 | ) |
Gross Profit | |
| 1,390 | | |
| 2,358 | |
| |
| | | |
| | |
Add back amortization of developed technology: | |
| 60 | | |
| 58 | |
Contribution Margin* | |
$ | 1,450 | | |
$ | 2,416 | |
* |
See the definition of Contribution Margin under “About Non-GAAP Financial Measures” within this release. |
Exhibit 99.2
PodcastOne to Announce
First Quarter Fiscal Year 2025 Financial Results and Host Investor Webcast on
Tuesday August 13, 2024
- Investor Webcast
on Tuesday, August 13, 2024 at 11:30am ET / 8:30am PT
LOS ANGELES, Aug. 07, 2024 (GLOBE NEWSWIRE)
-- PodcastOne (Nasdaq: PODC), a leading podcast platform and a subsidiary of LiveOne (Nasdaq:
LVO), plans to announce its operating and financial results for its first quarter fiscal year 2025 ended June 30, 2024 on Tuesday,
August 13, 2024.
PodcastOne’s senior management will host a
live conference call and audio webcast to provide a business update and discuss its operating and financial results beginning at 11:30
am ET / 8:30 am PT on Tuesday, August 13, 2024.
***PARTICIPANT DIAL INS***
Participants call one of the allocated dial-in
numbers (below) and advise the Operator of either the Conference ID 5495888 or Conference Name. If the client has selected Approved Participant
List, these Participants will be prioritised &/or authorised to participate in Q&A.
USA / International Toll +1 (646) 307-1963
USA - Toll-Free (800) 715-9871Canada - Toronto
(647) 932-3411
Canada - Toll-Free (800) 715-9871
Conference ID: 5495888
***WEBCAST DETAILS***
Event Title: PodcastOne Inc. (PODC)
Q1 Fiscal 2025 Financial Results & Business Update
Event Date: August 13, 2024 11:30 AM
(GMT-04:00) Eastern Time (US and Canada)
Attendee URL: https://events.q4inc.com/attendee/750791651
Conference Call Replay
An audio recording of the Event will be available
via the Echo Replay platform.
To access the platform by phone, please dial-in
using one of the numbers listed below and input Playback ID: 5495888 followed by # key:
Australia Toll-Free:+61 1800 021 202
Australia Toll:+61 2 8078 2917
US & Canada Toll-Free:+1(800) 770-2030
US Toll:+1(609) 800-9909
Canada Toll:+1(647) 362-9199
France:+33 1 73 02 81 84
Germany:+49 69 589964211
Hong Kong:+852 3018 3027
India:+91 22 5032 3279
Japan:+81 3 4588 1481
New Zealand:+64 9 886 9995
Singapore:+65 3159 5801
United Kingdom:+44 20 3433 3849
United States:+1 800 770 2030
Echo Replay will expire on Monday, 26th August
2024 11:59 PM EDT
About PodcastOne
PodcastOne (Nasdaq: PODC) is
a Los Angeles based podcast network founded in 2012 by Kit Gray and Norm Pattiz providing creators and advertisers with a full 360-degree
solution in sales, marketing, public relations, production, and distribution delivering over 2.1 billion downloads per year with a community
of 250 of the top podcasters, including Adam Carolla, Kaitlyn Bristowe, Jordan Harbinger, LadyGang, A&E’s Cold Case Files and
Varnamtown. PodcastOne has built a distribution network reaching over 1 billion listeners a month across all of its own properties, LiveOne
(Nasdaq: LVO), Spotify, Apple Podcasts, iHeartRadio, Samsung and over 150 shows exclusively available in Tesla vehicles.
PodcastOne is also the parent company of LaunchpadOne, an innovative self-serve platform developed to launch, host, distribute
and monetize independent user-generated podcasts. For more information, visit PodcastOne.com and follow us on Facebook, Instagram, YouTube and
Twitter at @podcastone. For more investor information, please visit ir.podcastone.com/overview/default.aspx.
About LiveOne
Headquartered in Los Angeles, CA, LiveOne
(Nasdaq: LVO) is an award-winning, creator-first, music, entertainment, and technology platform focused on delivering premium
experiences and content worldwide through memberships and live and virtual events. LiveOne’s wholly-owned subsidiaries include Slacker
Radio, PodcastOne (Nasdaq: PODC), PPVOne, CPS, LiveXLive, DayOne Music Publishing, Drumify and Splitmind. LiveOne is available
on iOS, Android, Roku, Apple TV, Spotify, Samsung, Amazon Fire, Android TV, and through STIRR’s OTT applications. For more information,
visit liveone.com and follow us on Facebook, Instagram, TikTok, YouTube and
Twitter at @liveone. For more investor information, please visit ir.liveone.com.
Forward-Looking Statements
All statements other than statements of historical
facts contained in this press release are “forward-looking statements,” which may often, but not always, be identified by
the use of such words as “may,” “might,” “will,” “will likely result,” “would,”
“should,” “estimate,” “plan,” “project,” “forecast,” “intend,”
“expect,” “anticipate,” “believe,” “seek,” “continue,” “target”
or the negative of such terms or other similar expressions. These statements involve known and unknown risks, uncertainties and other
factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements,
including: LiveOne’s reliance on one key customer for a substantial percentage of its revenue; LiveOne’s and PodcastOne’s
ability to consummate any proposed financing, acquisition, spin-out, special dividend, merger, distribution or transaction, including
the spin-out of LiveOne’s pay-per-view business, the timing of the consummation of any such proposed event, including the risks
that a condition to the consummation of any such event would not be satisfied within the expected timeframe or at all, or that the consummation
of any proposed financing, acquisition, spin-out, merger, special dividend, distribution or transaction will not occur or whether any
such event will enhance shareholder value; PodcastOne’s ability to continue as a going concern; PodcastOne’s ability to attract,
maintain and increase the number of its listeners; PodcastOne identifying, acquiring, securing and developing content; LiveOne’s
intent to repurchase shares of its and/or PodcastOne’s common stock from time to time under LiveOne’s announced stock repurchase
program and the timing, price, and quantity of repurchases, if any, under the program; LiveOne’s ability to maintain compliance
with certain financial and other covenants; PodcastOne successfully implementing its growth strategy, including relating to its technology
platforms and applications; management’s relationships with industry stakeholders; uncertain and unfavorable outcomes in legal proceedings;
changes in economic conditions; competition; risks and uncertainties applicable to the businesses of LiveOne and/or its other subsidiaries;
and other risks, uncertainties and factors including, but not limited to, those described in PodcastOne’s Annual Report on Form
10-K for the fiscal year ended March 31, 2024, filed with the U.S. Securities and Exchange Commission (the “SEC”) on July
1, 2024, and in PodcastOne’s other filings and submissions with the SEC. These forward-looking statements speak only as of the date
hereof, and PodcastOne disclaims any obligation to update these statements, except as may be required by law. PodcastOne intends that
all forward-looking statements be subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.
Press Contacts:
310.246.4600
Susan@Guttmanpr.com
Investor Relations:
Jason Assad
678-570-6791
jwassad@podcastone.com
v3.24.2.u1
Cover
|
Aug. 13, 2024 |
Cover [Abstract] |
|
Document Type |
8-K
|
Amendment Flag |
false
|
Document Period End Date |
Aug. 13, 2024
|
Entity File Number |
001-41795
|
Entity Registrant Name |
PODCASTONE, INC.
|
Entity Central Index Key |
0001940177
|
Entity Tax Identification Number |
35-2503373
|
Entity Incorporation, State or Country Code |
DE
|
Entity Address, Address Line One |
269
South Beverly Drive
|
Entity Address, Address Line Two |
Suite 1450
|
Entity Address, City or Town |
Beverly
Hills
|
Entity Address, State or Province |
CA
|
Entity Address, Postal Zip Code |
90212
|
City Area Code |
310)
|
Local Phone Number |
858-0888
|
Written Communications |
false
|
Soliciting Material |
false
|
Pre-commencement Tender Offer |
false
|
Pre-commencement Issuer Tender Offer |
false
|
Title of 12(b) Security |
Common stock, $0.00001 par value per share
|
Trading Symbol |
PODC
|
Security Exchange Name |
NASDAQ
|
Entity Emerging Growth Company |
true
|
Elected Not To Use the Extended Transition Period |
false
|
X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
+ Details
Name: |
dei_AmendmentFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
+ Details
Name: |
dei_DocumentPeriodEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
+ Details
Name: |
dei_DocumentType |
Namespace Prefix: |
dei_ |
Data Type: |
dei:submissionTypeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
+ References
+ Details
Name: |
dei_EntityAddressAddressLine1 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 2 such as Street or Suite number
+ References
+ Details
Name: |
dei_EntityAddressAddressLine2 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Definition
+ References
+ Details
Name: |
dei_EntityAddressCityOrTown |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCode for the postal or zip code
+ References
+ Details
Name: |
dei_EntityAddressPostalZipCode |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the state or province.
+ References
+ Details
Name: |
dei_EntityAddressStateOrProvince |
Namespace Prefix: |
dei_ |
Data Type: |
dei:stateOrProvinceItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityCentralIndexKey |
Namespace Prefix: |
dei_ |
Data Type: |
dei:centralIndexKeyItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate if registrant meets the emerging growth company criteria.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityEmergingGrowthCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
+ Details
Name: |
dei_EntityFileNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fileNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
+ References
+ Details
Name: |
dei_EntityIncorporationStateCountryCode |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarStateCountryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityRegistrantName |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityTaxIdentificationNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:employerIdItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLocal phone number for entity.
+ References
+ Details
Name: |
dei_LocalPhoneNumber |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 13e -Subsection 4c
+ Details
Name: |
dei_PreCommencementIssuerTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 14d -Subsection 2b
+ Details
Name: |
dei_PreCommencementTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTitle of a 12(b) registered security.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b
+ Details
Name: |
dei_Security12bTitle |
Namespace Prefix: |
dei_ |
Data Type: |
dei:securityTitleItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the Exchange on which a security is registered.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection d1-1
+ Details
Name: |
dei_SecurityExchangeName |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarExchangeCodeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 14a -Subsection 12
+ Details
Name: |
dei_SolicitingMaterial |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
+ References
+ Details
Name: |
dei_TradingSymbol |
Namespace Prefix: |
dei_ |
Data Type: |
dei:tradingSymbolItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Securities Act -Number 230 -Section 425
+ Details
Name: |
dei_WrittenCommunications |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
PodcastOne (NASDAQ:PODC)
過去 株価チャート
から 8 2024 まで 9 2024
PodcastOne (NASDAQ:PODC)
過去 株価チャート
から 9 2023 まで 9 2024