UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Month of November, 2015
Commission File Number 001-33085
RR Media Ltd.
(Translation of registrant’s name into English)
RR Media Building
Hanegev Street
POB 1056
Airport City 70100
Israel (Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F T Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-_
|
RR Media Ltd.
On November 24, 2015 the registrant issued a press release "RR Media Reports Record Revenues for the Third Quarter 2015". A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
Exhibit
Exhibit 99.1. Press release of the registrant, dated November 24, 2015 "RR Media Reports Record Revenues for the Third Quarter 2015".
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, thereunto duly authorized.
Title: General Counsel and Company Secretary
Date: November 24, 2015
Exhibit 99.1. Press release of the registrant, dated November 24, 2015 "RR Media Reports Record Revenues for the Third Quarter 2015".
4
Exhibit 99.1
For immediate release
RR Media Reports Record Revenues
for the Third Quarter 2015
Record Revenues of $37.7 million; Adjusted EBITDA of $5.1 million for the quarter
Airport City Business Park, Israel (November 24, 2015) - RR Media (NASDAQ: RRM), a leading provider of global digital media services to the broadcast and media industries, today announced financial results for the third quarter ended September 30, 2015.
Avi Cohen, CEO of RR Media, commented, “Since refocusing and a year ago rebranding our company, RR Media has been recognized by the market as a leading provider of advanced, innovative and scalable media services. As a result, we have delivered consistent growth and reported record revenues of $37.7 million for the third quarter of 2015. The next stage in our evolution is represented by the introduction of solaRR and solaRR-Active, our open services platform we’ve built to virtualize our services. solaRR, which received broadbased customer interest at IBC 2015, is an on premises and cloud-based hybrid platform that connects to all our infrastructure and technology and offers comprehensive, flexible, state-of-the-art, digital media services.”
Operational Highlights for the Third Quarter 2015
|
·
|
Closed a significant delivery contract with the Ethiopian Broadcast Corporation for the next 3 years. RR Media will facilitate and provide direct access to one of the most reliable satellites on its smart global network covering the African continent
|
|
·
|
Renewed and upgraded the contract with Fashion One Television for content delivery to North America, South America, Europe, Middle East and Asia-Pacific of multiple channels. Services were upgraded to include linear streaming which gets delivered to major online video platforms such as Daily Motion and YouTube
|
|
·
|
Renewed NFL worldwide delivery contract of preseason, season, playoffs an the Superbowl for three more years
|
|
·
|
Showcased solaRR, RR Media’s new open media service platform, at IBC2015
|
|
·
|
Expanded RR Media’s VOD platform population services adding seven new multi-country & multi-regional VOD platform delivery options to the over 100 platforms currently served. These include: Google Play, BT Vision, Talk Talk’s Blink Box TV, Amazon Prime Video, British Airways’ on demand entertainment system and others
|
|
·
|
Secured a major new contract with a global shipping company for deployment and provision of Inmarsat’s high-throughput connectivity services
|
|
o
|
Contract to generate approximately $25 million in revenue over the next 5 years
|
Financial Highlights for the Third Quarter 2015
|
·
|
Record revenues of $37.7 million, a 13.9% increase year-over-year
|
|
·
|
Gross margin of 22%, in line with Q3 2014
|
|
·
|
Gross margin of Content Management & Distribution reached 22.9%
|
|
o
|
Satlink and ESS expected to be accretive to margins in 2016, following completion of integration plans
|
|
·
|
GAAP net income of $0.18 and $0.17 per basic and diluted share respectively
|
|
·
|
Non-GAAP net income of $0.11 per basic and diluted share
|
|
·
|
Strong positive cash flows from operations of $5.0 million
|
|
·
|
Total cash and cash equivalents of $14.3 million as of September 30, 2015
|
|
·
|
Board declared a cash dividend of $0.07 per share, an aggregate amount of approximately $1.2 million, representing an annual dividend yield of 4.0%.
|
(In Thousands)
|
|
Q3 2015 |
|
|
Q3 2014 |
|
|
|
Content Mgmt. & Distribution Services
|
|
|
MSS
|
|
|
Total
|
|
|
Content Mgmt. & Distribution Services
|
|
|
MSS
|
|
|
Total
|
|
Revenues
|
|
$ |
34,435 |
|
|
$ |
3,244 |
|
|
$ |
37,679 |
|
|
$ |
30,193 |
|
|
$ |
2,877 |
|
|
$ |
33,070 |
|
Gross profit
|
|
$ |
7,874 |
|
|
$ |
418 |
|
|
$ |
8,292 |
|
|
$ |
6,845 |
|
|
$ |
412 |
|
|
$ |
7,257 |
|
Gross margin
|
|
|
22.9 |
% |
|
|
12.9 |
% |
|
|
22.0 |
% |
|
|
22.7 |
% |
|
|
14.3 |
% |
|
|
21.9 |
% |
“We are constantly increasing the scale of our business and expanding our service capabilities organically and through acquisitions, including the acquisitions of ESS and Satlink earlier this year. The integration of ESS and Satlink is on track to be completed by the end of 2015, at which point we expect to see improved margins. We also achieved notable success in our non-core MSS segment, which won a major new contract to deploy high-throughput connectivity services to one of the world’s largest shipping companies, through which we expect to generate approximately $25 million in revenue over the next five years,” continued Mr. Cohen.
“As our company has evolved, our addressable market has expanded dramatically. We are currently working with a number of upper-tier customers, managing higher-volume orders and the broad distribution of their media content. One of our higher profile successes is our ongoing worldwide relationship with the NFL, which was recently extended for an additional three years. The success of these customer engagements opens up broader opportunities within their businesses and with other upper-tier companies that recognize the benefits our platform offers in terms of access to technology, increased distribution and cost savings,” concluded Mr. Cohen.
Third Quarter 2015 Financial Results
Revenues for the third quarter of 2015 were $37.7 million, an increase of 13.9% compared with $33.1 million in the third quarter of 2014. Revenues for the third quarter of 2015 benefited from the recently acquired businesses, ESS and Satlink Communications, and from a major new contract with a global shipping company.
The Company reported $34.4 million of Content Management and Distribution Services revenue, excluding non-core revenue from MSS, an increase of 14% from $30.2 million in the third quarter last year. The Company reported $3.2 million of Mobile Satellite Services (“MSS”) revenue, an increase of 12.8% from $2.9 million in the third quarter last year. This increase was mainly attributable to a new contract with a major shipping company estimated to contribute approximately $25 million over the next 5 years. The contract is for the deployment and provision of Inmarsat’s high-throughput connectivity services across the customer’s fleet of shipping vessels.
Gross profit for the third quarter of 2015 was $8.3 million compared to $7.3 million for the third quarter of 2014. Gross margin for the third quarter of 2015 remained relatively flat at 22% compared to the third quarter of 2014. Gross margin for Content Management and Distribution Services increased slightly to 22.9% compared to 22.7% for the same period last year, despite the contributions of Satlink and ESS, which historically have lower gross margins.
Net income for the third quarter of 2015 was $3.0 million, or $0.17 per fully diluted share, compared to $1.1 million, or $0.07 per fully diluted share, for the same period of 2014.
Adjusted EBITDA for the third quarter of 2015 was $5.1 million compared to $4.2 million in the third quarter of 2014. Adjusted EBITDA for the third quarter of 2015 and 2014 exclude non-cash equity-based compensation charge, amortization of acquired intangible assets, cost of sales related changes in fair value of currency conversion derivatives, acquisition related expenses and amortization of acquisition related prepaid compensation expenses, contingent consideration in respect of acquisition; and include the impact of fluctuations in foreign currency exchange rates.
Backlog to be delivered in the next 12 months as of September 30, 2015 increased to $104 million compared with $93 million in June 30, 2015. Total back log increased to $262 million mainly due to the major contract signed in the MSS segment.
Cash, cash equivalents and marketable securities as of September 30, 2015 was $14.3 million,compared with$22 million as of December 31, 2014. This reduction in cash reflects the acquisitions of Satlink Communications and ESS earlier in the year.
Full Year 2015 Guidance
|
|
2015 Previous Guidance
(in millions)
|
|
|
2015 Updated Guidance
(in millions)
|
|
|
2016 (in millions)
|
|
Total Revenues
|
|
|
$140 - $148 |
|
|
|
$140 - $143 |
|
|
|
$161 - $171 |
|
Adjusted EBITDA
|
|
|
$17.6 - $20.4 |
|
|
|
$17.6 - $20.4 |
|
|
$25-30% Growth
|
|
The Company is revising its full year 2015 guidance and now expects total revenues to be in the range of $140 million to $143 million and Adjusted EBITDA of $17.6 million to $20.4 million for 2015. The Company reiterated its 2016 guidance of $161 million to $171 million for 2016, and a year-over-year increase of 25% to 30% in Adjusted EBITDA for 2016. It is important to note that the results for the 2015 will benefit from the inclusion of the full seven month financial results for Satlink Communications and eight months of ESS, which were acquired earlier in the year.
Management continues to expect some level of variation in mix from quarter to quarter leading to some fluctuations in revenues and gross margin between quarters.
Quarterly Dividend
In accordance with the Company’s dividend policy, the Board of Directors declared a cash dividend in the amount of $0.07 per ordinary share and in the aggregate amount of approximately $1.2 million, representing an annual dividend yield of 4.0%. The dividend is payable on December 23, 2015 to all of the Company's shareholders of record at the end of the trading day on NASDAQ on December 7, 2015.
Conference Call Information
Management will host a conference call to discuss the financial results at 9 a.m. ET and 4 p.m. IL today.
Details are as follows:
|
·
|
Dial-in number from within the United States: 1-888-510-1786
|
|
·
|
Dial-in number from Israel: 1 80 924 5906
|
|
·
|
Dial-in number from the UK: 0 800 404 7655
|
|
·
|
Dial-in number (other international): 1-719-325-2308
|
An archive of the call will be available from November 24, 2015 to December 1, 2015 by calling 1-877-870-5176 (United States) or 1-858-384-5517 (international). Please use pin number 678864 for the replay.
A live webcast will also be accessible at http://www.rrmedia.com/pages/financial-reports or http://public.viavid.com/player/index.php?id=117258.
About RR Media
RR Media (NASDAQ: RRM) works in partnership with the world’s leading media providers to transform content into valuable media assets. RR Media’s complete ecosystem of digital media services maximize the potential of media and entertainment content, covering four main areas: smart global content distribution network with an optimized combination of satellite, fiber and the Internet; content management and channel origination; sports, news & live events; and online video services. RR Media provides scalable, converged digital media services to more than hundreds of broadcasters, content owners, sports leagues and right holders. The company manages and delivers more than 24,000 hours of broadcast content, more than 4,000 hours of online video and VOD content daily and more than 350 hours of premium sports and live events every day. The company delivers content to 95% of the world’s population reaching viewers of multiplatform operators, VOD platforms, online video and direct-to-home services. Visit the company's website www.rrmedia.com
Safe Harbor Statement
This press release contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about the companies and the industry as of the date of this press release. We undertake no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or to changes in our expectations, except as may be required by law. Forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those contemplated by the forward-looking statements, including the risks indicated in our filings with the Securities and Exchange Commission (SEC). For more details, please refer to our SEC filings including our Annual Report on Form 20-F for the year ended December 31, 2014 and our Current Reports on Form 6-K.
Company Contact:
Shmulik Koren, CFO
Tel: +972 3 928 0777
Email: investors@rrmedia.com
Investor Contact:
KCSA Strategic Communications
Garth Russell / Elizabeth Barker
Tel: 212-896-1250 / 212-896-1203
Email: rrmedia@kcsa.com
RR Media Ltd
Interim Condensed Consolidated Statements of Income
In thousands, except share data
|
|
Three months ended
|
|
|
Nine months ended
|
|
|
|
September 30
|
|
|
September 30
|
|
|
September 30
|
|
|
September 30
|
|
|
|
2015
|
|
|
2014
|
|
|
2015
|
|
|
2014
|
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Content Mgmt. & distribution services
|
|
|
34,435 |
|
|
|
30,193 |
|
|
|
92,103 |
|
|
|
89,837 |
|
Mobile satellite services
|
|
|
3,244 |
|
|
|
2,877 |
|
|
|
9,213 |
|
|
|
8,587 |
|
Total revenues
|
|
$ |
37,679 |
|
|
$ |
33,070 |
|
|
$ |
101,316 |
|
|
$ |
98,424 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Content Mgmt. & distribution services
|
|
|
26,561 |
|
|
|
23,348 |
|
|
|
70,566 |
|
|
|
68,800 |
|
Mobile satellite services
|
|
|
2,826 |
|
|
|
2,465 |
|
|
|
8,081 |
|
|
|
7,437 |
|
Total cost of revenues
|
|
$ |
29,387 |
|
|
$ |
25,813 |
|
|
$ |
78,647 |
|
|
$ |
76,237 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
$ |
8,292 |
|
|
$ |
7,257 |
|
|
$ |
22,669 |
|
|
$ |
22,187 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales and marketing
|
|
|
3,875 |
|
|
|
3,384 |
|
|
|
11,269 |
|
|
|
9,658 |
|
General and administrative
|
|
|
2,445 |
|
|
|
2,325 |
|
|
|
7,064 |
|
|
|
7,462 |
|
Other expenses (income)
|
|
|
(2,050 |
) |
|
|
- |
|
|
|
(1,150 |
) |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses
|
|
$ |
4,270 |
|
|
$ |
5,709 |
|
|
$ |
17,183 |
|
|
$ |
17,120 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
$ |
4,022 |
|
|
$ |
1,548 |
|
|
$ |
5,486 |
|
|
$ |
5,067 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(expenses), net
|
|
|
(641 |
) |
|
|
9 |
|
|
|
(673 |
) |
|
|
(361 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before taxes on
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income
|
|
$ |
3,381 |
|
|
$ |
1,557 |
|
|
$ |
4,813 |
|
|
$ |
4,706 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes
|
|
|
355 |
|
|
|
413 |
|
|
|
654 |
|
|
|
1,208 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$ |
3,026 |
|
|
$ |
1,144 |
|
|
$ |
4,159 |
|
|
$ |
3,498 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to non- controlling interest
|
|
|
(20 |
) |
|
|
(24 |
) |
|
|
(38 |
) |
|
|
(141 |
) |
Net income attributable to shareholders
|
|
$ |
3,046 |
|
|
$ |
1,168 |
|
|
$ |
4,197 |
|
|
$ |
3,639 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per ordinary share attributable to shareholders |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share
|
|
$ |
0.18 |
|
|
$ |
0.07 |
|
|
$ |
0.24 |
|
|
$ |
0.21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share
|
|
$ |
0.17 |
|
|
$ |
0.07 |
|
|
$ |
0.24 |
|
|
$ |
0.21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares used to compute
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share
|
|
|
17,395,670 |
|
|
|
17,381,517 |
|
|
|
17,393,134 |
|
|
|
17,358,213 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share
|
|
|
17,697,688 |
|
|
|
17,603,603 |
|
|
|
17,675,932 |
|
|
|
17,627,655 |
|
RR Media Ltd
Reconciliation of GAAP to Non-GAAP Financial Information
In thousands
|
|
Three months ended September 30
|
|
|
Nine months ended September 30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP Net Income to Non-GAAP Net Income:
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net income attributable to shareholders
|
|
$ |
3,046 |
|
|
$ |
1,168 |
|
|
$ |
4,197 |
|
|
$ |
3,639 |
|
Adjustments to reconcile GAAP net income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
to non-GAAP net income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash equity-based compensation charge
|
|
|
181 |
|
|
|
178 |
|
|
|
538 |
|
|
|
521 |
|
Amortization of acquired intangible assets
|
|
|
334 |
|
|
|
152 |
|
|
|
684 |
|
|
|
516 |
|
Changes in fair value of currency conversion derivatives
|
|
|
- |
|
|
|
(265 |
) |
|
|
- |
|
|
|
(215 |
) |
Acquisition related expenses
|
|
|
- |
|
|
|
- |
|
|
|
900 |
|
|
|
- |
|
Amortization of acquisition related prepaid
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
compensation expenses
|
|
|
42 |
|
|
|
42 |
|
|
|
126 |
|
|
|
126 |
|
Contingent consideration in respect of acquisition
|
|
|
(2,050 |
) |
|
|
- |
|
|
|
(2,050 |
) |
|
|
- |
|
Income tax effect of non-GAAP adjustments
|
|
|
438 |
|
|
|
13 |
|
|
|
68 |
|
|
|
(135 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net income attributable to shareholders
|
|
$ |
1,991 |
|
|
$ |
1,288 |
|
|
$ |
4,463 |
|
|
$ |
4,452 |
|
|
|
Three months ended September 30
|
|
|
Nine months ended September 30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP Operating Income
|
|
|
|
|
|
|
|
|
|
|
|
|
to Non-GAAP operating income:
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
$ |
4,022 |
|
|
$ |
1,548 |
|
|
$ |
5,486 |
|
|
$ |
5,067 |
|
Adjustments to reconcile GAAP operating
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
income to Non-GAAP operating income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash equity-based compensation charge
|
|
|
181 |
|
|
|
178 |
|
|
|
538 |
|
|
|
521 |
|
Amortization of acquired intangible assets
|
|
|
334 |
|
|
|
152 |
|
|
|
684 |
|
|
|
516 |
|
Cost of sales related changes in fair value of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
currency conversion derivatives
|
|
|
- |
|
|
|
(35 |
) |
|
|
- |
|
|
|
(234 |
) |
Acquisition related expenses
|
|
|
- |
|
|
|
- |
|
|
|
900 |
|
|
|
- |
|
Contingent consideration in respect of acquisition
|
|
|
(2,050 |
) |
|
|
- |
|
|
|
(2,050 |
) |
|
|
|
|
Amortization of acquisition related prepaid
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
compensation expenses
|
|
|
42 |
|
|
|
42 |
|
|
|
126 |
|
|
|
126 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Operating income
|
|
$ |
2,529 |
|
|
$ |
1,885 |
|
|
$ |
5,684 |
|
|
$ |
5,996 |
|
RR Media Ltd
Reconciliation of GAAP to Non-GAAP Financial Information
In thousands
|
|
Three months ended September 30
|
|
|
Nine months ended September 30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of GAAP Operating Income to EBITDA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
$ |
4,022 |
|
|
$ |
1,548 |
|
|
$ |
5,486 |
|
|
$ |
5,067 |
|
Adjustments to reconcile GAAP Operating
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income to EBITDA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash equity-based compensation charge
|
|
|
181 |
|
|
|
178 |
|
|
|
538 |
|
|
|
521 |
|
Depreciation and amortization
|
|
|
2,869 |
|
|
|
2,492 |
|
|
|
7,408 |
|
|
|
7,381 |
|
Cost of sales related changes in fair value of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
currency conversion derivatives
|
|
|
- |
|
|
|
(35 |
) |
|
|
- |
|
|
|
(234 |
) |
Acquisition related expenses
|
|
|
- |
|
|
|
- |
|
|
|
900 |
|
|
|
- |
|
Amortization of acquisition related prepaid compensation expenses
|
|
|
42 |
|
|
|
42 |
|
|
|
126 |
|
|
|
126 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA
|
|
$ |
7,114 |
|
|
$ |
4,225 |
|
|
$ |
14,458 |
|
|
$ |
12,861 |
|
|
|
Three months ended September 30
|
|
|
Nine months ended September 30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Non-GAAP Operating Income to adjusted EBITDA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Operating income
|
|
$ |
2,529 |
|
|
$ |
1,885 |
|
|
$ |
5,684 |
|
|
$ |
5,996 |
|
Adjustments to reconcile Non-GAAP operating
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
income to Adjusted EBITDA:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
2,535 |
|
|
|
2,340 |
|
|
|
6,724 |
|
|
|
6,865 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
$ |
5,064 |
|
|
$ |
4,225 |
|
|
$ |
12,408 |
|
|
$ |
12,861 |
|
RR Media Ltd
Interim Condensed Consolidated Statements of Income (Non-GAAP results)
In thousands, except share data
|
|
|
|
|
|
|
|
|
September 30
|
|
|
September 30
|
|
|
September 30
|
|
|
September 30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Content Mgmt. & distribution services
|
|
|
34,435 |
|
|
|
30,193 |
|
|
|
92,103 |
|
|
|
89,837 |
|
Mobile satellite services
|
|
|
3,244 |
|
|
|
2,877 |
|
|
|
9,213 |
|
|
|
8,587 |
|
Total revenues
|
|
$ |
37,679 |
|
|
$ |
33,070 |
|
|
$ |
101,316 |
|
|
$ |
98,424 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Content Mgmt. & distribution services
|
|
|
26,543 |
|
|
|
23,365 |
|
|
|
70,517 |
|
|
|
68,991 |
|
Mobile satellite services
|
|
|
2,826 |
|
|
|
2,466 |
|
|
|
8,081 |
|
|
|
7,437 |
|
Cost of revenues
|
|
$ |
29,369 |
|
|
$ |
25,831 |
|
|
$ |
78,598 |
|
|
$ |
76,428 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
|
|
$ |
8,310 |
|
|
$ |
7,239 |
|
|
$ |
22,718 |
|
|
$ |
21,996 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales and marketing
|
|
|
3,473 |
|
|
|
3,177 |
|
|
|
10,368 |
|
|
|
8,962 |
|
General and administrative
|
|
|
2,308 |
|
|
|
2,177 |
|
|
|
6,666 |
|
|
|
7,038 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses
|
|
$ |
5,781 |
|
|
$ |
5,354 |
|
|
$ |
17,034 |
|
|
$ |
16,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
$ |
2,529 |
|
|
$ |
1,885 |
|
|
$ |
5,684 |
|
|
$ |
5,996 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(expenses), net
|
|
|
(641 |
) |
|
|
(219 |
) |
|
|
(673 |
) |
|
|
(342 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before taxes on
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
income
|
|
$ |
1,888 |
|
|
$ |
1,666 |
|
|
$ |
5,011 |
|
|
$ |
5,654 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income taxes
|
|
|
(83 |
) |
|
|
402 |
|
|
|
586 |
|
|
|
1,343 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$ |
1,971 |
|
|
$ |
1,264 |
|
|
$ |
4,425 |
|
|
$ |
4,311 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to non- controlling interest
|
|
|
(20 |
) |
|
|
(24 |
) |
|
|
(38 |
) |
|
|
(141 |
) |
Net income attributable to shareholders
|
|
$ |
1,991 |
|
|
$ |
1,288 |
|
|
$ |
4,463 |
|
|
$ |
4,452 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per ordinary share attributable to shareholders |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share
|
|
$ |
0.11 |
|
|
$ |
0.07 |
|
|
$ |
0.26 |
|
|
$ |
0.26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share
|
|
$ |
0.11 |
|
|
$ |
0.07 |
|
|
$ |
0.25 |
|
|
$ |
0.25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares used to compute
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share
|
|
|
17,395,670 |
|
|
|
17,381,517 |
|
|
|
17,393,134 |
|
|
|
17,358,213 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share
|
|
|
17,697,688 |
|
|
|
17,603,603 |
|
|
|
17,675,932 |
|
|
|
17,627,655 |
|
RR Media Ltd
Interim Condensed Consolidated Balance Sheets
In thousands, except share data
|
|
September 30
|
|
|
September 30
|
|
|
December 31
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$ |
14,272 |
|
|
$ |
14,333 |
|
|
$ |
13,001 |
|
Marketable securities and short term investments
|
|
|
- |
|
|
|
9,190 |
|
|
|
8,970 |
|
Accounts receivable (net of provision for doubtful accounts of $3,794, $6,938 and $5,323 as of
September 30, 2015, 2014 and December 31, 2014, respectively)
|
|
|
33,429 |
|
|
|
23,611 |
|
|
|
23,457 |
|
Other receivable
|
|
|
3,533 |
|
|
|
1,624 |
|
|
|
2,343 |
|
Deferred taxes
|
|
|
2,335 |
|
|
|
2,580 |
|
|
|
2,038 |
|
Prepaid expenses
|
|
|
3,558 |
|
|
|
2,913 |
|
|
|
2,839 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
57,127 |
|
|
|
54,251 |
|
|
|
52,648 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term prepaid expenses
|
|
|
2,506 |
|
|
|
2,938 |
|
|
|
3,156 |
|
Long-term land lease prepaid expenses
|
|
|
7,323 |
|
|
|
7,416 |
|
|
|
7,380 |
|
Assets held for employee severance payments
|
|
|
1,967 |
|
|
|
2,070 |
|
|
|
1,892 |
|
Fixed assets, net
|
|
|
55,118 |
|
|
|
45,531 |
|
|
|
45,669 |
|
Goodwill
|
|
|
30,772 |
|
|
|
11,526 |
|
|
|
11,286 |
|
Intangible assets, net
|
|
|
8,963 |
|
|
|
5,891 |
|
|
|
5,528 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total long term assets
|
|
|
106,649 |
|
|
|
75,327 |
|
|
|
74,911 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$ |
163,776 |
|
|
$ |
129,623 |
|
|
$ |
127,559 |
|
RR Media Ltd
Interim Condensed Consolidated Balance Sheets (cont’d)
|
|
September 30
|
|
|
September 30
|
|
|
December 31
|
|
|
|
2015
|
|
|
|
|
|
|
|
|
|
(unaudited)
|
|
|
|
|
|
|
|
Liabilities and shareholders’ equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
|
|
|
Account payable:
|
|
|
|
|
|
|
|
|
|
Trade
|
|
$ |
31,472 |
|
|
$ |
18,371 |
|
|
$ |
18,414 |
|
Other
|
|
|
7,964 |
|
|
|
5,209 |
|
|
|
5,482 |
|
Current maturities of long term loan and short term credit
|
|
|
3,480 |
|
|
|
- |
|
|
|
- |
|
Deferred income
|
|
|
8,228 |
|
|
|
4,848 |
|
|
|
4,867 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
|
51,144 |
|
|
|
28,428 |
|
|
|
28,763 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income
|
|
|
7,813 |
|
|
|
9,075 |
|
|
|
7,714 |
|
Long term loans
|
|
|
11,250 |
|
|
|
- |
|
|
|
- |
|
Liabilities in respect of employee severance payments and others
|
|
|
3,445 |
|
|
|
2,807 |
|
|
|
2,993 |
|
Contingent consideration in respect of acquisition
|
|
|
1,959 |
|
|
|
4,030 |
|
|
|
3,550 |
|
Deferred taxes
|
|
|
4,884 |
|
|
|
4,288 |
|
|
|
3,702 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total long-term liabilities
|
|
|
29,351 |
|
|
|
20,200 |
|
|
|
17,959 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
80,495 |
|
|
|
48,628 |
|
|
|
46,722 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders’ equity
|
|
|
|
|
|
|
|
|
|
|
|
|
Share capital
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary share NIS 0.01 par value each (27,000,000 authorized as of September 30, 2015, 2014 and December
31, 2014. 17,399,939 shares issued and fully paid as of September 30, 2015, 17,396,735 shares issued and
fully paid as of September 30, 2014, 17,392,072 shares issued and fully paid as of December 31, 2014)
|
|
|
41 |
|
|
|
41 |
|
|
|
40 |
|
Additional paid in capital
|
|
|
55,880 |
|
|
|
54,399 |
|
|
|
54,572 |
|
Retained earnings
|
|
|
27,945 |
|
|
|
27,107 |
|
|
|
27,400 |
|
Treasury stock
|
|
|
(146 |
) |
|
|
- |
|
|
|
(146 |
) |
Accumulated other comprehensive income (loss)
|
|
|
(306 |
) |
|
|
(411 |
) |
|
|
(934 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shareholders’ equity
|
|
|
83,414 |
|
|
|
81,136 |
|
|
|
80,932 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non – controlling interest
|
|
|
(133 |
) |
|
|
(141 |
) |
|
|
(95 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity
|
|
|
83,281 |
|
|
|
80,995 |
|
|
|
80,837 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity
|
|
$ |
163,776 |
|
|
$ |
129,623 |
|
|
$ |
127,559 |
|
RR Media Ltd
Interim Condensed Consolidated Statements of Cash Flows
In thousands
|
|
Three months ended September 30
|
|
|
Nine months ended September 30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$ |
3,026 |
|
|
$ |
1,144 |
|
|
$ |
4,159 |
|
|
$ |
3,498 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments required to reconcile net income to net cash provided by operating activities
|
|
|
1,424 |
|
|
|
3,550 |
|
|
|
7,564 |
|
|
|
8,922 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in assets and liabilities
|
|
|
593 |
|
|
|
(1,136 |
) |
|
|
(1,380 |
) |
|
|
(4,635 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
5,043 |
|
|
|
3,558 |
|
|
|
10,343 |
|
|
|
7,785 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of fixed assets and intangible assets
|
|
|
(1,809 |
) |
|
|
(1,969 |
) |
|
|
(7,607 |
) |
|
|
(6,206 |
) |
Acquisitions of subsidiaries, net of cash acquired
|
|
|
- |
|
|
|
- |
|
|
|
(20,726 |
) |
|
|
- |
|
Other investing activities
|
|
|
- |
|
|
|
548 |
|
|
|
9,100 |
|
|
|
972 |
|
Net cash used in investing activities
|
|
|
(1,809 |
) |
|
|
(1,421 |
) |
|
|
(19,233 |
) |
|
|
(5,234 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividend paid
|
|
|
(1,217 |
) |
|
|
(347 |
) |
|
|
(3,652 |
) |
|
|
(2,255 |
) |
Proceeds for long term loan
|
|
|
- |
|
|
|
- |
|
|
|
15,000 |
|
|
|
- |
|
Loan payment
|
|
|
(750 |
) |
|
|
- |
|
|
|
(750 |
) |
|
|
- |
|
Bank net credit
|
|
|
(124 |
) |
|
|
- |
|
|
|
(124 |
) |
|
|
- |
|
Net cash used in financing activities
|
|
|
(2,091 |
) |
|
|
(347 |
) |
|
|
10,474 |
|
|
|
(2,255 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Translation adjustment on cash and cash equivalents
|
|
|
(95 |
) |
|
|
(155 |
) |
|
|
(313 |
) |
|
|
(128 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (decrease) in cash and cash
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equivalents
|
|
|
1,048 |
|
|
|
1,635 |
|
|
|
1,271 |
|
|
|
168 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance of cash and cash equivalents at beginning of period
|
|
|
13,224 |
|
|
|
12,698 |
|
|
|
13,001 |
|
|
|
14,165 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance of cash and cash equivalents at end of period
|
|
$ |
14,272 |
|
|
$ |
14,333 |
|
|
$ |
14,272 |
|
|
$ |
14,333 |
|
RR Media Ltd. - Ordinary Shares (NASDAQ:RRM)
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