Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 8, 2023
Innovid Corp.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
of incorporation or organization)
File Number)
(I.R.S. Employer
Identification No.)

30 Irving Place, 12th Floor
New York, NY 10003
(Address of principal executive offices) (Zip Code)
(212) 966-7555
(Registrant’s telephone number, include area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.0001 per share
New York Stock Exchange
Warrants to purchase one share of common stock, each at an exercise price of $11.50 per shareCTVWSNew York Stock Exchange
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 8, 2023, Innovid Corp. issued a press release announcing its financial results for the quarter ended June 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein to this item 2.02.

In accordance with General Instruction B.2 of Form 8-K, the information included under Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 3, 2023, Jonathan Saacks notified the Innovid Corp. of his resignation for personal reasons from the Board of Directors (the “Board”) and Nominating and Corporate Governance Committee of the Board, effective from close of business on August 9, 2023. Mr. Saacks’ retirement does not relate to any disagreement on matters related to the Company’s operations, policies or practices or an other matter.

Item 9.01.     Financial Statements and Exhibits.

(d) Exhibits

Exhibit NoDescription
104Cover Page Interactive Data File (embedded within the Inline XBRL document)


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.

Date: August 8, 2023By:/s/ Tanya Andreev-Kaspin
Name:Tanya Andreev-Kaspin
Title:Chief Financial Officer

Innovid Reports Q2 2023 Financial Results

Q2 revenue increased to $34.5 million, up 4% year-over-year
Q2 measurement revenue contributed $7.8 million, up 10% year-over-year, representing 23% of total Q2 revenue
Innovid raises full year 2023 revenue and Adjusted EBITDA* guidance

NEW YORK, August 8, 2023 /PRNewswire/ -- Innovid Corp. (NYSE:CTV) (the "Company"), an independent advertising platform for delivery, personalization, and measurement of converged TV across linear, connected TV (CTV), and digital, today announced financial results for the second fiscal quarter ended June 30, 2023.
“We exceeded our guidance for the second quarter, and delivered strong results fueled by CTV and measurement growth," said Zvika Netter, Co-Founder and CEO. "Our dedication to driving profitable growth this quarter resulted in double-digit Adjusted EBITDA margins and a raised full year 2023 outlook. As our core products drive robust margins, our execution resulted in a significant flow through of incremental revenue to the bottom line.

“Innovid continues to benefit from the shift from linear TV to CTV. We are having a great deal of success adding new customers and are focused on deepening our relationships with customers to activate more products. We remain confident in our position as a clear leader in building critical technology infrastructure for the future of TV advertising, and specifically CTV.”

Second Quarter 2023 Financial Summary

Revenue increased to $34.5 million, reflecting year-over-year growth of 4%.
US revenue grew to $31.6 million, up 7% year-over-year.
Measurement contributed $7.8 million, up 10% year-over-year, representing 23% of revenue.
CTV revenue, excluding TVSquared, increased to $13.6 million, up 9% year-over-year.
Net loss was $(19) million, compared to a net profit of $4.3 million for the same period in 2022. Q2 net loss was impacted by a one time non-cash goodwill impairment expense of $14.5 million, resulting from a decline in our share price during Q2 2023.
Adjusted EBITDA* increased to $4.5 million, representing 13% Adjusted EBITDA margin.
Cash and cash equivalents as of June 30, 2023 were $43.4 million.

Recent Business Highlights

CTV accounted for 51% of all video impressions served in Q2 2023, up from 50% of all video impressions served in Q2 2022.
Our measurement growth is being fueled by some of our announced wins in Q2, including our partnerships with NBCUniversal and Disney.
We continue to win and expand more accounts including some of the largest auto brands such as Mazda U.S. and American Honda and some of the biggest global advertisers including Microsoft, Otsuka Pharmaceutical U.S. and Pluto TV.

Financial Outlook

Innovid is providing the following financial guidance for Q3 and full year 2023:
Q3 2023 revenue in a range between $33 million and $35 million.
Q3 2023 Adjusted EBITDA* in a range between $3 million and $5 million.
FY 2023 revenue in a range between $132 million and $136 million.
FY 2023 Adjusted EBITDA* positive for the full year, Adjusted EBITDA margin* at least 10% for the full year.

Governance Update

On August 3, 2023, Jonathan Saacks notified the Company of his resignation for personal reasons from the Board of Directors (the “Board”) and Nominating and Corporate Governance Committee of the Board, effective from close of business on August 9, 2023.

*See Use of Non-GAAP Financial Information and Reconciliation of GAAP to Non-GAAP Financial Measures table.

Conference Call

The Company will host a conference call and webcast to discuss second quarter 2023 financial
results today at 8:30 a.m. Eastern Time. Hosting the call will be Zvika Netter, Co-founder
and Chief Executive Officer and Tanya Andreev-Kaspin, Chief Financial Officer. The conference call will be available via webcast at investors.innovid.com. To participate via telephone, please dial 888-645-4404 (toll free) or 862-298-0702 (international). Following the call, a replay of the webcast will be available for 90 days on the Innovid Investor Relations website.
Non-GAAP Measures and Certain Operational Metrics

Innovid prepares unaudited interim condensed consolidated financial statements in accordance with U.S. generally accepted accounting principles ("GAAP"). Innovid also discloses and discusses non-GAAP financial measures such as Adjusted EBITDA and Adjusted EBITDA margin.

We use Adjusted EBITDA and Adjusted EBITDA margin as measures of operational efficiency to understand and evaluate our core business operations. We believe that these non-GAAP financial measures are also useful to investors for period-to-period comparisons of our core business. Additionally, these figures provide an understanding and evaluation of our trends when comparing our operating results, on a consistent basis, by excluding items that we do not believe are indicative of our core operating performance.

These non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as substitutes for an analysis of our results as reported under GAAP. Some of the limitations of these measures are:
they do not reflect changes in, or cash requirements for, our working capital needs;
Adjusted EBITDA does not reflect our capital expenditures or future requirements for capital expenditures or contractual commitments;
they do not reflect costs of acquiring and integrating businesses, which will continue to be a part of our growth strategy;
they do not reflect one-time, non-recurring, bonus costs and third party costs associated with the SPAC merger transaction and regulatory filings;
they do not reflect goodwill impairment;
they do not reflect severance costs;
they do not reflect income tax expense or the cash requirements to pay income taxes;
they do not reflect our interest expense or the cash requirements necessary to service interest or principal payments on our debt; and
although depreciation and amortization are non-cash charges related mainly to intangible assets and amortization of software development costs, certain assets being depreciated and amortized will have to be replaced in the future, and Adjusted EBITDA does not reflect any cash requirements for such replacements.
Other companies in our industry may calculate these non-GAAP financial measures differently than we do, limiting their usefulness as a comparative measure. You should compensate for these limitations by relying primarily on our US GAAP results and using the non-GAAP financial measures only supplementally.

Adjusted EBITDA is defined as net (loss) income attributable to Innovid, excluding (1) depreciation and amortization, (2) goodwill impairment, (3) stock-based compensation, (4) finance income, net, (5) transaction related expenses, (6) acquisition related expenses, (7) retention bonus expenses, (8) legal claims, (9) severance cost, (9) other, and (10) taxes on income. We calculate Adjusted EBITDA margin as Adjusted EBITDA divided by total revenue.


Innovid has provided a reconciliation of Adjusted EBITDA and Adjusted EBITDA margin to net (loss) income, the most directly comparable GAAP measure, for historical period in the appendix hereto but is not able to provide a reconciliation of the projected Adjusted EBITDA or Adjusted EBITDA margin to expected net (loss) income attributable to Innovid for the third quarter of 2023 or the full-year 2023, without unreasonable effort, due to the unknown effect, timing, and potential significance of the effects of taxes on income in multiple jurisdictions, finance (income)/expenses including valuations, among others. These items have in the past, and may in the future, significantly affect GAAP results in a particular period.

Forward Looking Statements

This press release includes "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1996. The Company's actual results may differ from its expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could," "should," "believes," "predicts," "potential," "continue," "aim," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, the Company's expectations regarding its future financial results and expected growth. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results, including Innovid's ability to achieve and, if achieved, maintain profitability, decrease and/or changes in CTV audience viewership behavior, Innovid's failure to make the right investment decisions or to innovate and develop new solutions, inaccurate estimates or projections of future financial performance, Innovid's failure to manage growth effectively, the dependence of Innovid's revenues and business on the overall demand for advertising and a limited number of advertising agencies and advertisers, the rejection of digital advertising by consumers, future restrictions on Innovid's ability to collect, use and disclose data, market pressure resulting in a reduction of Innovid's revenues per impression, Innovid's failure to adequately scale its platform infrastructure, exposure to fines and liability if advertisers, publishers and data providers do not obtain necessary and requisite consents from consumers for Innovid to process their personal data, competition for employee talent, seasonal fluctuations in advertising activity, payment-related risks, interruptions or delays in services from third parties, errors, defects, or unintended performance problems in Innovid's platform, intense market competition, failure to comply with the terms of third party open source components, changes in tax laws or tax rulings, failure to maintain an effective system of internal controls over financial reporting, failure to comply with data privacy and data protection laws, infringement of third-party intellectual property rights, difficulty in enforcing Innovid's own intellectual property rights, system failures, security breaches or cyberattacks, additional financing if required may not be available, the volatility of the price of Innovid's common stock and warrants, and other important factors discussed under the caption "Risk Factors" in Innovid's Annual Report on Form 10-K filed with the SEC on March 3, 2023, as such factors may be updated from time to time in its other filings with the SEC, accessible on the SEC's website at www.sec.gov and the Investors Relations section of Innovid's website at investors.innovid.com. You should carefully consider the risks and uncertainties described in the documents filed by the Company from time to time with the U.S. Securities and Exchange Commission. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Most of these factors are outside the Company's control and are difficult to predict. The Company cautions not to place undue reliance upon any forward-looking statements, including projections, which speak only as of the date made. The Company does not undertake or accept any obligation to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

About Innovid
Innovid (NYSE: CTV) powers advertising delivery, personalization, and measurement across linear, connected TV (CTV) and digital for the world's largest brands. Through a global infrastructure that enables cross-platform ad serving, data-driven creative, and measurement, Innovid offers its clients always-on intelligence to optimize advertising investment across channels, platforms, screens, and devices. Innovid is an independent platform that

leads the market in converged TV innovation, through proprietary technology and exclusive partnerships designed to reimagine TV advertising. Headquartered in New York City, Innovid serves a global client base through offices across the Americas, Europe, and Asia Pacific. To learn more, visit innovid.com or follow us on LinkedIn or Twitter.


Brinlea Johnson

Caroline Yodice


(In thousands, except stock and per stock data)

June 30, 2023

December 31, 2022

Cash and cash equivalents
$43,384 $37,541 
Short-term bank deposits— 10,000 
Trade receivables, net (allowance for credit losses of $330 and $65 at June 30, 2023, and December 31, 2022, respectively)43,238 43,653 
Prepaid expenses and other current assets
4,123 2,640 
Total current assets
90,745 93,834 
Long-term deposit
260 277 
Long-term restricted deposits
396 430 
Property and equipment, net
18,959 14,322 
102,473 116,976 
Intangible assets, net27,659 29,918 
Operating lease right of use asset2,008 2,910 
Other non-current assets834 938 
Total non-current assets
152,589 165,771 
$243,334 $259,605 
Trade payables4,421 3,361 
Employees and payroll accruals10,969 10,165 
Lease liabilities - current portion1,611 2,186 
Accrued expenses and other current liabilities5,194 5,474 
Total current liabilities
22,195 21,186 
Long-term debt20,000 20,000 
Lease liabilities - non-current portion1,081 1,636 
Other non-current liabilities9,461 6,554 
Warrants liability1,022 4,301 
Total non-current liabilities
31,564 32,491 
53,759 53,677 
Common stock: $0.0001 par value - Authorized: 500,000,000 at June 30, 2023, and December 31, 2022; Issued and outstanding: 138,737,104 and 133,882,414 at June 30, 2023, and December 31, 2022, respectively13 13 
Additional paid-in capital367,970 356,801 
Accumulated deficit(178,408)(150,886)
Total stockholders’ equity189,575 205,928 


(In thousands, except stock and per stock data)

Three months ended June 30,Six months ended June 30,

Revenues$34,546 $33,088 $65,031 $58,950 
Cost of revenues (1)8,591 7,351 16,856 13,277 
Research and development (1)6,876 9,710 13,993 16,964 
Sales and marketing (1)11,460 14,320 23,097 24,671 
General and administrative (1)8,924 9,955 18,574 21,410 
Depreciation and amortization2,064 926 4,094 1,599 
Goodwill impairment14,503 — 14,503 — 
Operating loss(17,872)(9,174)(26,086)(18,971)
Finance income, net(248)(13,306)(2,723)(15,617)
Loss before taxes
(17,624)4,132 (23,363)(3,354)
Taxes on income 1,335 (168)4,159 (205)
Net (loss) income(18,959)4,300 (27,522)(3,149)
Net (loss) income attributable to common stockholders$(18,959)$4,300 $(27,522)$(3,149)
Net (loss) income per stock attributable to common stockholders
Basic $(0.14)$0.03 $(0.20)$(0.02)
Diluted $(0.14)$0.03 $(0.20)$(0.02)
Weighted-average number of stock used in computing net (loss) income per stock attributable to common stockholders
Basic137,643,910 132,152,652 134,296,569 128,220,893 
Diluted137,643,910 139,988,123 134,296,569 128,220,893 

(1) Exclusive of depreciation, amortization and goodwill impairment presented separately.


(In thousands, except stock data)

Common stock
Additional paid-in capital
Accumulated deficit
Total stockholders’ equity
Balance as of December 31, 2021119,017,380 $12 $293,719 $(132,476)$161,255 
Common stock and equity awards issued for acquisition of TVS11,549,465 47,151 — 47,152 
Stock-based compensation— — 1,496 — 1,496 
Stock options exercised1,521,927 — 462 — 462 
Net loss— — — (7,449)(7,449)
Balance as of March 31, 2022 (unaudited)132,088,772 $13 $342,828 $(139,925)$202,916 
Stock-based compensation—  4,628 — 4,628 
Stock options exercised322,943 — 174 — 174 
Net income—  — 4,300 4,300 
Balance as of June 30, 2022 (unaudited)132,411,715 $13 $347,630 $(135,625)$212,018 
Common stock
Additional paid-in capital
Accumulated deficit
Total stockholders’ equity
Balance as of December 31, 2022133,882,414 $13 $356,801 $(150,886)$205,928 
Stock-based compensation— — 4,897 — 4,897 
Stock options exercised and RSUs vested2,734,320 — 250 — 250 
Net loss— — — (8,563)(8,563)
Balance as of March 31, 2023 (unaudited)136,616,734 $13 $361,948 $(159,449)$202,512 
Stock-based compensation— — 5,658 — 5,658 
Stock options exercised and RSUs vested2,120,370 — 364 — 364 
Net loss— — — (18,959)(18,959)
Balance as of June 30, 2023 (unaudited)138,737,104 $13 $367,970 $(178,408)$189,575 


(In thousands, except stock and per stock data)
Six Months Ended June 30, 2023

Cash flows from operating activities:(Unaudited)(Unaudited)
Net loss$(27,522)$(3,149)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization4,094 1,599 
Goodwill impairment14,503 — 
Stock-based compensation9,865 5,634 
Change in fair value of warrants(3,279)(15,946)
Changes in operating assets and liabilities
Decrease / (increase) in trade receivables, net415 (4,624)
Increase in prepaid expenses and other current assets(1,390)(747)
Decrease in operating lease right of use assets902 872 
Increase / (decrease) in trade payables1,060 (321)
Increase in employees and payroll accruals804 1,044 
Decrease in operating lease liabilities(1,130)(1,208)
Increase in accrued expenses and other current liabilities2,626 945 
Net cash provided by / (used in) operating activities
948 (15,901)
Cash flows from investing activities:
Acquisition of business, net of cash acquired— (99,568)
Internal use software capitalization(5,591)(3,516)
Purchase of property and equipment(189)(221)
Withdrawal of short-term bank deposits10,000 — 
Increase in deposits27 32 
Net cash provided by / (used in) investing activities
4,247 (103,273)
Cash flows from financing activities:
Proceeds from loans10,000 9,000 
Repayment of loans(10,000)— 
Payment of SPAC merger transaction costs— (3,185)
Proceeds from exercise of options614 636 
Net cash provided by financing activities
614 6,451 
Increase (decrease) in cash, cash equivalents, and restricted cash5,809 (112,723)
Cash, cash equivalents, and restricted cash at the beginning of the period37,971 157,158 
Cash, cash equivalents, and restricted cash at the end of the period $43,780 $44,435 
Supplemental disclosure of cash flows activities:
(1) Cash paid during the period for:
Income taxes paid, net of tax refunds$879 $363 
Interest$782 $137 
(2) Non-cash transactions:
Business combination consideration paid in stock$— $47,152 
Reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets
Cash and cash equivalents43,384 44,024 
Long-term restricted deposits396 411 
Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statements of cash flows$43,780 $44,435 


Key Metrics and Non-GAAP Financial Measures
Adjusted EBITDA
In addition to our results determined in accordance with US GAAP, we believe that certain non-GAAP financial measures, including Adjusted earnings before interest, taxes, depreciation and amortization (“EBITDA”) and Adjusted EBITDA Margin are useful in evaluating our business. The following table presents a reconciliation of Adjusted EBITDA, a non-GAAP financial measure, to the most directly comparable financial measure prepared in accordance with GAAP.
Three months ended June 30,Six months ended June 30,
(in thousands)2023202220232022
Net (loss) income$(18,959)$4,300 $(27,522)$(3,149)
Net (loss) income margin(55)%13 %(42)%(5)%
Depreciation and amortization 2,064 926 4,094 1,599 
Goodwill impairment14,503 — 14,503 — 
Stock-based compensation5,334 4,138 9,958 5,730 
Finance income, net (a) (248)(13,306)(2,723)(15,617)
Transaction related expenses (b)— 164 — 392 
Acquisition related expenses (c)— 768 — 4,971 
Retention bonus expenses (d)148 1,000 445 1,000 
Legal claims 342 435 656 435 
Severance cost (e)— — 845 — 
Other23 83 272 175 
Taxes on income1,335 (168)4,159 (205)
Adjusted EBITDA
$4,542 $(1,660)$4,687 $(4,669)
Adjusted EBITDA margin
13.1 %(5.0)%7.2 %(7.9)%

(a) Finance income, net consists mostly of remeasurement related to revaluation of our warrants, remeasurement of our foreign subsidiary’s monetary
assets, liabilities and operating results, and our interest expense.
(b) Transaction related expenses consist of costs related to the SPAC merger transaction.
(c) Acquisition related expenses consists of professional fees associated with the acquisition of TVS.
(d) Retention bonus expenses consists of retention bonuses for TVS employees.
(e) Severance cost is related to the personnel reductions that occurred during the first quarter of 2023.
Operational Metrics
In addition, Innovid’s management considers the number of core clients, annual core clients retention and annual core clients net revenue retention in evaluating the performance of the business. These metrics are reported annually. Prior to our acquisition of TVS in 2022, our definition of a core client included only advertisers that generated at least $100,000 revenue in a twelfth-months period. Following our acquisition of TVS, we have included publishers as core clients.

Aug. 08, 2023
Document Information [Line Items]  
Document Type 8-K
Document Period End Date Aug. 08, 2023
Entity Registrant Name Innovid Corp.
Entity Incorporation, State or Country Code DE
Entity File Number 001-40048
Entity Tax Identification Number 87-3769599
Entity Address, Address Line One 30 Irving Place
Entity Address, Address Line Two 12th Floor
Entity Address, City or Town New York
Entity Address, State or Province NY
Entity Address, Postal Zip Code 10003
City Area Code 212
Local Phone Number 966-7555
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company true
Entity Ex Transition Period false
Entity Central Index Key 0001835378
Amendment Flag false
Common Stock  
Document Information [Line Items]  
Title of 12(b) Security Common stock, par value $0.0001 per share
Trading Symbol CTV
Security Exchange Name NYSE
Document Information [Line Items]  
Title of 12(b) Security Warrants to purchase one share of common stock, each at an exercise price of $11.50 per share
Trading Symbol CTVWS
Security Exchange Name NYSE

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