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): March 10, 2015
RIGHTSCORP,
INC.
(Exact
name of registrant as specified in its charter)
Nevada |
|
000-55097 |
|
33-1219445 |
(State or
Other Jurisdiction |
|
(Commission |
|
(I.R.S. Employer |
of Incorporation) |
|
File Number) |
|
Identification Number) |
3100
Donald Douglas Loop North
Santa
Monica, CA 90405
(Address
of principal executive offices) (zip code)
310-751-7510
(Registrant’s
telephone number, including area code)
Copies
to:
Gregory
Sichenzia, Esq.
Jeff
Cahlon, Esq.
Sichenzia
Ross Friedman Ference LLP
61
Broadway
New
York, New York 10006
Phone:
(212) 930-9700
Fax:
(212) 930-9725
(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))
Item
2.02 Results of Operations and Financial Condition.
On March
10, 2015, Rightscorp, Inc. issued a press release announcing its financial results for the year ended December 31, 2014. The press
release is attached hereto as Exhibit 99.1.
In accordance
with General Instruction B.2 of Form 8-K, the information in 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
9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1
Press Release
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.
|
RIGHTSCORP,
INC. |
|
|
|
Dated: March 11,
2015 |
By: |
/s/
Christopher Sabec |
|
Name: |
Christopher
Sabec |
|
Title: |
Chief Executive
Officer |
Rightscorp
Announces Fourth Quarter and Full Year 2014 Financial Results
Company
Delivers 187% Growth in Year-Over-Year Revenues Based on Increases in Copyrights, ISP Participation, and Settlements Closed
Santa Monica,
Calif. – March 10, 2015 – Rightscorp (OTCQB: RIHT), the leading provider of monetization services for artists and
holders of copyrighted Intellectual Property (IP), today announced its financial results for the fourth quarter and full year
2014 ended December 31, 2014.
Financial
Highlights:
● Company
increased revenues due to growth in copyrights, ISP participation, and settlements closed;
●187%
increase in revenues to $930,729 for the year ended December 31, 2014, from $324,016 for the full year ended December 31, 2013;
● 56%
increase in revenues to $241,928 for the fourth quarter period ended December 31, 2014, from $155,381 for the fourth quarter period
ended December 31, 2013;
● Balance
sheet improvements include a material increase in cash and cash equivalents of $1,666,914 on December 31, 2014.
Operational
Highlights:
● Company
recently reported an increase in Internet Service Providers (ISPs) participation to over 233, up 466% from last 12 months, representing
an estimated 15% of homes in the U.S.;
● On
March 4, 2014, Rightscorp reported 180,000 copyright infringement cases closed including more than 1,000 cases closed on Comcast
and Google Fiber;
● Signed
two new contracts to represent an additional 250,000 additional copyrights;
● Appointed
industry veteran Gregory Noveck, Senior Vice President, Production for SYFY Films to Rightscorp’s Board of Advisors;
● Selected
as a Top Company in EContent’s 14th Annual EContent 100, a list of Top 100 Companies in the Digital Content Industry. Rightscorp
was selected in the “Content Creation” category. Other notable companies chosen in the EContent 100 include Adobe,
Amazon, Apple, Facebook, Google, and Netflix.
Robert Steele,
Rightscorp President and COO commented, “We recorded our strongest year yet with an astounding 187% year-over-year growth.
This was driven by an increase in the number of copyrights ingested into our system from approximately 30,000 on December 31,
2013 to approximately 230,000 on December 31, 2014. Moving into 2015, we have already announced some great progress on all of
our operating metrics. We are confident that by focusing on these growth metrics, we will be able to capture significant growth
ahead.”
Rightscorp
CEO Christopher Sabec, added, “Our commitment to provide our customers with effective technology to identify, monitor, and
monetize peer-to-peer copyright infringements has delivered excellent results for 2014. We recently reported on seven major feature
films that suffered from piracy while still in their theatrical window, demonstrating the detrimental effect it has on the movie
industry. During the second and third quarter of the year, our management efforts were centered on securing financing. As a result,
our last quarter was focused on technological upgrades and process implementations to support growth that will allow us to fully
capitalize on the sustainable growth trend ahead. We have grown our reputation for having the most effective solution in combating
illegal file sharing which addresses the multi-billion dollar piracy dilemma.”
Fourth
Quarter Financial Summary
Revenues
for the fourth quarter ended December 31, 2014 were $241,928, up 56% from $155,381 in the same period last year. The growth in
revenues were driven by the Company’s ability to increase the amount of active copyrights ingested in the Rightscorp’s
automated system. This directly correlates to the Company’s ability to collect payment for copyright infringement.
Full
Year 2014 ended December 31, 2014
For the
twelve months ended December 31, 2014, Rightscorp reported $930,729 in revenues, an increase of 187% over revenues from $324,016
for the full year 2013. This increase in revenue was driven by an increase in the number of copyrights ingested into the system
for which the Company has contracts to monitor for infringements, from approximately 30,000 on December 31, 2013 to approximately
230,000 on December 31, 2014.
Rightscorp
incurred operating expenses of $4,329,602 during the twelve months ended December 31, 2014, as compared to $2,134,843 for the
twelve months ended December 31, 2013. This increase was due to increased payroll expenses and fees paid to copyright holders
in the period. General and administrative expenses were $3,661,575 for the year ended December 31, 2014, compared to $1,663,921
for the year ended December 31, 2013, an increase of $1,997,654 due to increased wages expenses, professional and investment banking
fees, and travel and other expenses related to securing financing.
Sales and
marketing costs were $139,175 for the year ended December 31, 2014 compared to $275,616 for the year ended December 31, 2013,
a decrease of $136,441.
Depreciation
and amortization expenses were $63,488 during the year ended December 31, 2014, an increase of $30,050, as compared to $33,438
for the year ended December 31, 2013.
Net loss
attributable to common shareholders was $2,852,705, or $(0.04) compared to $2,042,779 or $(0.05) for the twelve months ended December
31, 2013.
At December
31, 2014, the Company had cash and cash equivalents of $1,666,914.
Conference
call information:
Date: Tuesday,
March 10, 2015
Time: 4:15
P.M. Eastern Time (ET)
Dial in
Number for U.S. & Canadian Callers: 1-877-407-9129
Dial in
Number for International Callers (Outside of the U.S. & Canada): 1-201-493-6753
Participating
on the call will be Rightscorp Chief Executive Officer Christopher Sabec and Chief Operating Officer Robert Steele, who
will discuss operational and financial highlights for the fourth quarter and full year of 2014.
To
join the live conference call, please dial into the above referenced telephone numbers five to ten minutes prior to the
scheduled conference call time. A live webcast and archive of the call will also be available on Rightscorp’s website
at http://rightscorp.equisolvewebcast.com/q4-2014.
A replay
will be available for 14 days starting on March 10, 2015 at approximately 8:00 P.M. (ET). To access the replay, please dial 1-877-660-6853
in the U.S. and 1-201-612-7415 for international callers. The conference ID# is 418309.
About
Rightscorp, Inc.
Rightscorp
(RIHT) is a leading provider of monetization services for artists and holders of copyrighted Intellectual Property (IP).
The Company’s patent pending digital loss prevention technology focuses on the infringement of digital content such as music,
movies, software, books and games and ensures that owners and creators are rightfully paid for their IP. Rightscorp implements
existing laws to solve copyright infringements by collecting payments from illegal file sharing activities via notifications sent
through Internet Service Providers (ISPs). The Company’s technology identifies copyright infringers, who are offered
a reasonable settlement option when compared to the legal liability defined in the Digital Millennium Copyrights Act (DMCA). Based
on the fact that 22% of all Internet traffic is used to distribute copyrighted content without permission or compensation to the
creators, Rightscorp is pursuing an estimated $2.3 billion opportunity and has monetized major media titles through relationships
with industry leaders. http://www.rightscorp.com/
Safe
Harbor Statement
This press
release may include forward-looking statements. All statements other than statements of historical fact included in this press
release, including, without limitation, statements regarding the Company’s anticipated financial position, business strategy
and plans and objectives of management of the Company for future operations, are forward-looking statements. When used in this
press release, words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,”
and similar expressions, as they relate to the Company or its management, identify forward-looking statements. Such forward-looking
statements are based on the beliefs of the Company’s management as well as assumptions made by and information currently
available to the Company’s management. Actual results could differ materially from those contemplated by the forward-looking
statements as a result of certain factors not limited to, general economic and business conditions, competitive factors, changes
in business strategy or development plans, the ability to attract and retain qualified personnel, and changes in legal and regulatory
requirements. Such forward-looking statements reflect the current views of the Company with respect to future events and are subject
to these and other risks, uncertainties and assumptions relating to the operations, results of operations, growth strategy and
liquidity of the Company. All subsequent written and oral forward-looking statements attributable to the Company or persons acting
on its behalf are expressly qualified in their entirety by this paragraph.
For further
investor and media information contact:
Andrew Haag
Managing
Partner
IRTH Communications
riht@irthcommunications.com
1-866-976-4784
Rightscorp,
Inc.
Consolidated Statements of Operations
(Unaudited)
| |
Year Ended | | |
Year Ended | |
| |
December 31, 2014 | | |
December 31, 2013 | |
Revenue | |
$ | 930,729 | | |
$ | 324,016 | |
| |
| | | |
| | |
Operating expenses: | |
| | | |
| | |
Copyright holder fees | |
| 465,364 | | |
| 161,868 | |
General and administrative | |
| 3,661,575 | | |
| 1,663,921 | |
Sales and marketing | |
| 139,175 | | |
| 275,616 | |
Depreciation and amortization | |
| 63,488 | | |
| 33,438 | |
Total operating expenses | |
| 4,329,602 | | |
| 2,134,843 | |
| |
| | | |
| | |
Loss from operations | |
| (3,398,873 | ) | |
| (1,810,827 | ) |
| |
| | | |
| | |
Other Income (expenses): | |
| | | |
| | |
Interest expense | |
| (26,600 | ) | |
| (298,077 | ) |
Other expense | |
| - | | |
| (185 | ) |
Gain on valuation of derivative | |
| 550,985 | | |
| - | |
Gain on extinguishment of debt | |
| 21,783 | | |
| 66,310 | |
Total other income (expenses) | |
| 546,168 | | |
| (231,952 | ) |
| |
| | | |
| | |
Loss from operations before income taxes | |
| (2,852,705 | ) | |
| (2,042,779 | ) |
| |
| | | |
| | |
Provision for income taxes | |
| - | | |
| - | |
| |
| | | |
| | |
Net loss | |
$ | (2,852,705 | ) | |
$ | (2,042,779 | ) |
| |
| | | |
| | |
Net loss per share – basic and diluted | |
| (0.04 | ) | |
| (0.05 | ) |
| |
| | | |
| | |
Weighted average common shares – basic and diluted | |
| 71,002,182 | | |
| 38,191,898 | |
Rightscorp, Inc.
Consolidated Balance Sheets
(Unaudited)
| |
December 31, 2014 | | |
December 31, 2013 | |
Assets | |
| | | |
| | |
Cash | |
$ | 1,666,914 | | |
$ | 36,331 | |
Prepaid expenses | |
| 190,345 | | |
| 19,639 | |
Total Current Assets | |
| 1,857,259 | | |
| 55,970 | |
Other Assets | |
| | | |
| | |
Fixed assets, net | |
| 240,272 | | |
| 56,453 | |
Intangible assets, net | |
| 16,900 | | |
| 33,800 | |
Total Assets | |
$ | 2,114,431 | | |
$ | 146,223 | |
| |
| | | |
| | |
Liabilities and Stockholders’ Deficit | |
| | | |
| | |
Current Liabilities: | |
| | | |
| | |
Accounts payable and accrued liabilities | |
$ | 564,579 | | |
$ | 928,304 | |
Convertible notes payable, net of discount of $0 and $10,891 | |
| 10,000 | | |
| 202,609 | |
Notes payable | |
| 43,988 | | |
| - | |
Derivative liabilities | |
| 2,419,087 | | |
| - | |
Total Current Liabilities | |
| 3,037,654 | | |
| 1,130,913 | |
Total Liabilities | |
| 3,037,654 | | |
| 1,130,913 | |
| |
| | | |
| | |
Stockholders’ Deficit: | |
| | | |
| | |
Preferred stock, $.001 par value; 10,000,000 shares authorized; null shares issued and outstanding | |
| - | | |
| - | |
Common stock, $.001 par value; 250,000,000 shares authorized; 89,896,421 and 68,797,102 shares issued and outstanding, respectively | |
| 89,896 | | |
| 68,797 | |
Common stock to be issued | |
| 50,000 | | |
| 380,000 | |
Additional paid in capital | |
| 6,030,259 | | |
| 2,807,185 | |
Accumulated deficit | |
| (7,093,377 | ) | |
| (4,240,672 | ) |
Total stockholders’ deficit | |
| (923,222 | ) | |
| (984,690 | ) |
Total Liabilities and Stockholders’ Deficit | |
$ | 2,114,431 | | |
$ | 146,223 | |
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