PODC PodcastOne Inc

PodcastOne (NASDAQ: PODC), a leading publisher and podcast sales network, has reported its financial results for the fiscal third quarter ended December 31, 2024 (“Q3 Fiscal 2025”).

Key Highlights:

• Revenue increased 22% to $12.7 million
• Ranked as one of the Top 10 U.S. Podcast Publishers with a U.S. unique monthly audience of 5.2 million and 16.2 million U.S. downloads & streams as of January 2025
• Established strategic partnership with Amazon’s ART19 for hosting services, driving growth for shows and delivering results for advertisers
• Expanded programming slate to 196 shows and surpassed 3.9 billion network downloads
• Expanded the A&E relationship with the launch of Ancient Aliens, a podcast adaptation of The History Channel’s hit show
• Reaffirmed guidance for Fiscal 2025 revenues to increase at least 17% to at least a record $51.0 million; driving expected positive Adjusted EBITDA*

Management Commentary

“The recent migration and partnership with Amazon’s ART19 hosting platform marks a major evolution for PodcastOne that enhances operational efficiencies while strengthening our monetization capabilities and audience engagement”, said Kit Gray, President and Co-Founder of PodcastOne. “This strategic move positions us to better serve advertisers and maximize the value of our content across our growing network.”

Mr. Gray continued, "PodcastOne remains committed to delivering premium content while expanding our host and advertiser relationships. To date, we have grown our programming slate to 196 shows and surpassed 3.9 billion network downloads through key expansion deals, including our collaboration with A&E’s The History Channel, and the renewal of flagship podcasts hosted by Adam Carolla, Brendan Schaub, and Kaitlyn Bristowe. Looking ahead, we are focused on leveraging our leadership position in podcasting to drive sustainable growth through organic expansion, acquisitions, and strategic initiatives, creating long term value for our creators, partners, and shareholders.”

Fiscal Third Quarter 2025 Financial Results

Revenue in Q3 Fiscal 2025 increased 22% to $12.7 million, compared to $10.4 million in the same prior year quarter.

Operating Loss in Q3 Fiscal 2025 was $1.6 million, compared to an operating loss of $2.6 million in the prior year quarter.

Net loss in Q3 Fiscal 2025 was $1.6 million, or $(0.06) per basic and diluted share, compared to a net loss of $2.6 million, or $(0.11) per basic and diluted share, in the prior year quarter.

Adjusted EBITDA* in Q3 Fiscal 2025 was $(0.7) million, compared to Adjusted EBIDTA* of $(0.4) million in the prior year quarter.

Fiscal 2025 Guidance

PodcastOne reaffirms its guidance for Fiscal 2025 revenues of at least a record $51.0 million, representing an increase of at least 17% when compared to revenues of $43.3 million in Fiscal 2024. PodcastOne expects positive Adjusted EBIDTA* in Fiscal 2025.

Fiscal Third Quarter 2025 Earnings Conference Call

Management will host an investor conference call at 11:30 a.m. Eastern time / 8:30 a.m. Pacific time, on Wednesday, February 12, 2025, to discuss PodcastOne’s Q3 Fiscal 2025 financial results, provide a corporate update, and conclude with Q&A from telephone participants. To participate, please use the following information:

Date: Wednesday, February 12, 2025Time: 11:30 a.m. EST U.S./International Dial-in: (800) 715-9871 / +1 (646) 307-1963Conference ID: 7454038Webcast: PODC Fiscal Third Quarter 2025 Earnings Call

Please join at least five minutes before the start of the call to ensure timely participation.

A playback of the call will be available through Wednesday, February 19, 2025. To listen, please call (800) 770-2030 within the United States and Canada, using replay pin number 7454038#. A webcast replay will also be available using the webcast link above or by visiting PodcastOne’s investor relations page at www.ir.podcastone.com.

About PodcastOne

PodcastOne (NASDAQ: PODC) is a leading podcast platform that provides creators and advertisers with a comprehensive 360-degree solution in sales, marketing, public relations, production, and distribution. PodcastOne has surpassed 3.9 billion total downloads with a community of 200 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 monthly impressions across all channels, including YouTube, Spotify, Apple Podcasts, and iHeartRadio. PodcastOne is also the parent company of PodcastOne Pro which offers fully customizable production packages for brands, professionals, or hobbyists. For more information, visit www.podcastone.com and follow us on Facebook, Instagram, YouTube, and X at @podcastone.

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 its largest OEM 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 and/or PodcastOne’s or LiveOne’s ability to pay any amounts due in connection with any such legal proceedings; LiveOne’s ability to extend and/or refinance its indebtedness and/or repay its indebtedness when due; 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, Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024, filed with the SEC on November 14, 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.

Use of 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, and (e) 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:Chris DonovanMZ Group(914) 352-5853PODC@mzgroup.us

PodcastOne Press Contact:(310) 246-4600Susan@Guttmanpr.com

Financial Information

The tables below present financial results for the three and nine months ended December 31, 2024 and 2023.

PodcastOne, Inc.Consolidated Statements of Operations (Unaudited)(In thousands, except share and per share amounts)
		Three Months Ended								Nine Months Ended
		December 31,								December 31,
			2024				2023				2024				2023
Revenue:		$	12,710			$	10,442			$	38,022			$	31,595
Operating expenses:
Cost of sales			11,983				9,387				34,834				26,666
Sales and marketing			894				732				2,618				3,433
Product development			9				15				40				70
General and administrative			1,281				2,601				4,130				4,736
Impairment of intangible assets			-				-				176				-
Amortization of intangible assets			125				307				830				523
Total operating expenses			14,292				13,042				42,628				35,428
Loss from operations			(1,582	)			(2,600	)			(4,606	)			(3,833	)
Other income (expense):
Interest expense, net			-				-				-				(2,247	)
Change in fair value of bifurcated embedded derivative			-				-				-				(7,603	)
Total other expense, net			-				-				-				(9,850	)
Loss before provision (benefit) for income taxes			(1,582	)			(2,600	)			(4,606	)			(13,683	)
Provision (benefit) for income taxes			1				-				12				-
Net loss		$	(1,583	)		$	(2,600	)		$	(4,618	)		$	(13,683	)
Net loss per share – basic and diluted		$	(0.06	)		$	(0.11	)		$	(0.19	)		$	(0.64	)
Weighted average common shares – basic and diluted			24,535,258				23,072,179				24,133,630				21,252,375

PodcastOne, Inc.Consolidated Balance Sheets (Unaudited)(In thousands)
		December 31,				March 31,
			2024				2024
Assets
Current Assets
Cash and cash equivalents		$	572			$	1,445
Accounts receivable, net			5,826				6,023
Prepaid expense and other current assets			237				1,105
Total Current Assets			6,635				8,573
Property and equipment, net			269				309
Goodwill			12,041				12,041
Intangible assets, net			1,373				3,145
Related party receivable			315				57
Total Assets		$	20,633			$	24,125
Liabilities and Stockholders’ Equity
Current Liabilities
Accounts payable and accrued liabilities		$	4,826			$	7,383
Related party payable			797				315
Total Current Liabilities			5,623				7,698
Other long term liabilities			-				86
Total Liabilities			5,623				7,784
Commitments and Contingencies
Stockholders’ Equity
Common stock, $0.00001 par value; 100,000,000 shares authorized; 24,846,839 and 23,608,049 shares issued and outstanding as of December 31, 2024 and March 31, 2024, respectively			-				-
Additional paid in capital			49,239				45,952
Accumulated deficit			(34,229	)			(29,611	)
Total stockholders’ equity			15,010				16,341
Total Liabilities and Stockholders’ Equity		$	20,633			$	24,125

PodcastOne, Inc.Reconciliation of Non-GAAP Measure to GAAP MeasureAdjusted 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 December 31, 2024
Total		$	(1,583	)		$	188		$	718		$	6		$	-		$	1		$	(670	)
Three Months Ended December 31, 2023
Total		$	(2,600	)		$	372		$	1,786		$	86		$	-		$	-		$	(356	)
Nine Months Ended December 31, 2024
Total		$	(4,618	)		$	1,201		$	1,972		$	44		$	-		$	12		$	(1,389	)
Nine Months Ended December 31, 2023
Total		$	(13,683	)		$	710		$	2,724		$	804		$	9,850		$	-		$	405

(1) Non-Recurring Acquisition and Realignment Costs include non-cash GAAP purchase accounting adjustments for certain deferred revenue and costs, legal, accounting and other professional fees directly attributable to acquisition activity, employee severance payments and third party professional fees directly attributable to acquisition or corporate realignment activities, and 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.

(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 “Use of Non-GAAP Financial Measures” within this release.

PodcastOne, Inc.Reconciliation of Non-GAAP Measure to GAAP MeasureContribution Margin* Reconciliation (Unaudited)(In thousands)
		Three Months Ended								Nine Months Ended
		December 31,								December 31,
			2024				2023				2024				2023
Revenue:		$	12,710			$	10,442			$	38,022			$	31,595
Less:
Cost of sales			(11,983	)			(9,387	)			(34,834	)			(26,666	)
Amortization of developed technology			(57	)			(58	)			(178	)			(112	)
Gross Profit			670				997				3,010				4,817
Add back amortization of developed technology:			57				58				178				112
Contribution Margin*		$	727			$	1,055			$	3,188			$	4,929

* See the definition of Contribution Margin under “Use of Non-GAAP Financial Measures” within this release.