NEW YORK, April 01, 2024 (GLOBE NEWSWIRE) -- Fluent, Inc. (NASDAQ: FLNT) announced today that it will report its financial results for the fourth quarter and fiscal year ended December 31, 2023, after the close of the U.S. financial markets on April 2, 2024. Fluent will host a conference call at 4:30 pm ET on the same day to discuss the results. The conference call can be accessed by phone after registering online at Fluent Conference Call or via audio at Audio Registration. The call will also be webcast si ...

NEW YORK, March 21, 2024 (GLOBE NEWSWIRE) -- Fluent Inc., a leader in performance marketing, has selected Fyllo | Semasio, the leading provider of next-gen contextual targeting solutions powered by advanced semantic technology, to launch a contextual advertising solution with Semasio's technology built to ensure consumer privacy. The partnership couples Fluent's first-party survey data sourced exclusively from its owned and operated sites with Semasio's advanced semantic targeting. The combination results i ...

Fluent (FLNT) reported break-even quarterly earnings per share versus the Zacks Consensus Estimate of a loss of $0.03. This compares to loss of $0.01 per share a year ago. These figures are adjusted for non-recurring items.This quarterly report represents an earnings surprise of 100%. A quarter ago, it was expected that this data and analytics company would post earnings of $0.01 per share when it actually produced a loss of $0.05, delivering a surprise of -600%.Over the last four quarters, the company has ...

Revenue of $72.8 million for Q4 2023 and $298.4 million for FY 2023Net loss of $1.9 million for Q4 2023 and $63.2 million for FY 2023Gross profit (exclusive of depreciation and amortization) of $20.8 million for Q4 2023 and $78.5 million for FY 2023Media margin of $24.1 million for Q4 2023 and $91.3 million for FY 2023Adjusted EBITDA of $2.5 million for Q4 2023 and $6.8 million for FY 2023Adjusted net loss of $0.4 million for Q4 2023 and $7.2 million for FY 2023 NEW YORK, Feb. 29, 2024 (GLOBE NEWSWIRE) -- F ...

Revenue and Profit Performance - Q4 2023 revenue was $72.8 million, a decrease of 14.1% compared to $84.7 million in Q4 2022[2] - Full-year 2023 revenue was $298.4 million, a decrease of 17.4% compared to $361.1 million in 2022[9] - Q4 2023 gross profit (exclusive of depreciation and amortization) was $20.8 million, an increase of 4.0% over Q4 2022 and representing 29% of revenue[9] - Full-year 2023 gross profit (exclusive of depreciation and amortization) was $78.5 million, a decrease of 16.2% over 2022 and representing 26% of revenue[2] - Q4 2023 media margin was $24.1 million, an increase of 1.7% over Q4 2022 and representing 33.1% of revenue[9] - Full-year 2023 media margin was $91.3 million, a decrease of 17.0% over prior year and representing 30.6% of revenue[2] EBITDA and Net Loss - Q4 2023 adjusted EBITDA was $2.5 million, a decrease of $0.2 million over Q4 2022 and representing 3.4% of revenue[9] - Full-year 2023 adjusted EBITDA was $6.8 million, a decrease of $15.9 million over prior year and representing 2.3% of revenue[2] - Q4 2023 net loss was $1.9 million, or $0.02 per share, compared to net loss of $67.5 million, or $0.83 per share, for Q4 2022[9] - Full-year 2023 net loss was $63.2 million, or $0.77 per share, compared to net loss of $123.3 million, or $1.51 per share, for the prior year[2] - Net loss for the year ended December 31, 2023, was $63.2 million, compared to $123.3 million in 2022, showing a significant improvement[18] - Adjusted EBITDA for the year ended December 31, 2023, was $6.8 million, compared to $22.7 million in 2022[19] - Adjusted net loss for the year ended December 31, 2023, was $7.2 million, compared to an adjusted net income of $5.8 million in 2022[32] Goodwill and Impairment - Goodwill impairment for the year ended December 31, 2023, was $55.4 million, compared to $111.1 million in 2022[18] - Goodwill significantly decreased from $55.111 million in 2022 to $1.261 million in 2023, a decline of 97.7%[36] Cash Flow and Financial Position - Net cash provided by operating activities for the year ended December 31, 2023, was $8.1 million, compared to $2.0 million in 2022[18] - Cash and cash equivalents decreased from $25.547 million in 2022 to $15.804 million in 2023, a decline of 38.1%[36] - Accounts receivable decreased from $63.164 million in 2022 to $56.531 million in 2023, a decline of 10.5%[36] - Total current assets decreased from $92.217 million in 2022 to $78.406 million in 2023, a decline of 15.0%[36] - Current portion of long-term debt increased from $5.000 million in 2022 to $30.488 million in 2023, a rise of 509.8%[36] - Total liabilities decreased from $90.014 million in 2022 to $77.463 million in 2023, a decline of 13.9%[36] Strategic Initiatives and Growth Plans - The company plans to expand its media footprint through influencer and syndicated performance marketplaces[22] - The company will focus on sourcing customer traffic that meets internal quality mandates and leveraging its platform to drive consumer insights[22] - The company will continue to invest in growth initiatives with long-term potential and competitive advantage while expanding margins over time[22] - The company is managing growth through international expansion and integration of acquired business units[35] Credit Agreement and Financial Risks - On January 26, 2024, the company entered into a Third Temporary Waiver and Amendment to Credit Agreement, waiving certain covenant breaches until April 30, 2024[23] - The company faces substantial doubt about its ability to continue as a going concern due to potential non-compliance with credit agreement covenants[35] - The company is dependent on third-party publishers, internet search providers, and social media platforms for a significant portion of website traffic[35] - The company is exposed to credit risk from certain clients and pricing pressure, which may impact revenue allocation[35] Non-GAAP Financial Measures - Media margin is defined as a non-GAAP financial measure reflecting variable costs paid for media and related expenses, excluding non-media cost of revenue[28]

NEW YORK, Feb. 27, 2024 (GLOBE NEWSWIRE) -- Fluent, Inc. (NASDAQ:FLNT), a leader in performance marketing, recently surveyed the AdExchanger audience of marketing professionals to reveal valuable insights about how top brands, agencies, media companies, and retailers are strategizing around commerce media growth in 2024. "Our goal with this survey is to empower industry stakeholders with actionable insights to make informed decisions and drive success in their respective commerce media initiatives," says Ma ...

Not Applicable. Item 5. Other Information. Because this Quarterly Report on Form 10-Q is being filed within four business days after the applicable triggering events, the information below is being disclosed under this Item 5 instead of under Item 1.01 (Entry into a Material Definitive Agreement), Item 2.03 (Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant) and Item 3.03 (Material Modification to Rights of Security Holders) of Form 8-K. Item 4. ...

PART I - FINANCIAL INFORMATION [Item 1. Financial Statements](index=4&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS.) The company's financial statements reflect decreased total assets due to a significant goodwill impairment, with positive Q2 net income and operating cash flow Consolidated Balance Sheet Summary (in thousands) | Account | June 30, 2023 | December 31, 2022 | Change | | :--- | :--- | :--- | :--- | | **Total Current Assets** | $89,044 | $92,217 | ($3,173) | | **Goodwill** | $30,966 | $55,111 | ($24,145) | | **Total Assets** | $155,082 | $183,969 | ($28,887) | | **Total Current Liabilities** | $53,976 | $50,219 | $3,757 | | **Total Liabilities** | $86,947 | $90,014 | ($3,067) | | **Total Shareholders' Equity** | $68,135 | $93,955 | ($25,820) | Consolidated Statements of Operations Summary (in thousands, except per share data) | Metric | Q2 2023 | Q2 2022 | Six Months 2023 | Six Months 2022 | | :--- | :--- | :--- | :--- | :--- | | **Revenue** | $82,145 | $98,361 | $159,399 | $187,424 | | **Income (Loss) from Operations** | $6,739 | ($51,392) | ($24,414) | ($53,021) | | **Goodwill Impairment** | $0 | $55,400 | $25,700 | $55,400 | | **Net Income (Loss)** | $4,251 | ($56,944) | ($27,692) | ($58,957) | | **Diluted EPS** | $0.05 | ($0.70) | ($0.34) | ($0.73) | Consolidated Statements of Cash Flows Summary (Six Months Ended June 30, in thousands) | Cash Flow Activity | 2023 | 2022 | | :--- | :--- | :--- | | **Net cash provided by (used in) operating activities** | $2,051 | ($1,947) | | **Net cash used in investing activities** | ($3,642) | ($3,176) | | **Net cash used in financing activities** | ($2,973) | ($2,948) | | **Net decrease in cash and cash equivalents** | ($4,564) | ($8,071) | - In Q1 2023, the company recorded a non-cash goodwill impairment charge of **$25.7 million**, with the fair value exceeding carrying value by only **5%** as of June 30, 2023, suggesting future risk[59](index=59&type=chunk)[60](index=60&type=chunk) - The company settled with the FTC for a **$2.5 million** civil penalty, with the PAAG for **$0.25 million**, and contributed **$3.1 million** to the Berman class action settlement[96](index=96&type=chunk)[100](index=100&type=chunk)[101](index=101&type=chunk) - Subsequent to the quarter end, the company amended its Credit Agreement to avoid a projected covenant violation, requiring a **$5 million prepayment** of its term loan[109](index=109&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Management discusses a 15% revenue decline due to market challenges, a reduced net loss from lower expenses, and a material weakness in internal controls Financial Summary Comparison (in millions) | Metric | Six Months 2023 | Six Months 2022 | Change | | :--- | :--- | :--- | :--- | | **Revenue** | $159.4 | $187.4 | -15% | | **Media Margin** | $47.9 | $58.3 | -18% | | **Adjusted EBITDA** | $6.0 | $14.2 | -58% | | **Net Loss** | ($27.7) | ($59.0) | +53% | - Revenue for the first six months of 2023 **decreased by $28.0 million (15%)** to $159.4 million, primarily due to declines in the US Rewards and employment opportunities businesses[150](index=150&type=chunk) - General and administrative expenses for Q2 2023 **decreased by 66%** to $3.9 million, mainly due to lower litigation-related costs and an insurance reimbursement[162](index=162&type=chunk) - The company recorded a **$25.7 million goodwill impairment** in H1 2023, with the reporting unit's fair value exceeding its carrying value by only **5%**, indicating continued risk[167](index=167&type=chunk)[201](index=201&type=chunk) - The company was not in compliance with a condition to draw on its Revolving Loans and amended its Credit Agreement to avoid a projected covenant violation[194](index=194&type=chunk)[197](index=197&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=35&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) As a smaller reporting company, Fluent, Inc. is not required to provide the information for this item - The company is a smaller reporting company and is not required to provide the information required by this Item[204](index=204&type=chunk) [Item 4. Controls and Procedures](index=36&type=section&id=Item%204.%20Controls%20and%20Procedures.) Management identified a material weakness in internal controls over financial reporting, rendering disclosure controls ineffective as of June 30, 2023 - A **material weakness** in internal control over financial reporting was identified, relating to the company's ability to timely account for non-routine or complex financial transactions[206](index=206&type=chunk) - Due to the material weakness, the CEO and Interim CFO concluded that the company's disclosure controls and procedures were **not effective** as of June 30, 2023[206](index=206&type=chunk) - A remediation plan is being developed with Audit Committee oversight to enhance processes for identifying and accounting for such complex transactions[207](index=207&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=37&type=section&id=Item%201.%20Legal%20Proceedings.) The company resolved significant legal matters through settlements with the FTC, the PAAG, and in a class action lawsuit - On May 26, 2023, Fluent agreed to a settlement with the FTC, which included a **$2.5 million civil penalty** and required changes to its business practices[217](index=217&type=chunk) - The company settled with the Pennsylvania Office of the Attorney General (PAAG) on May 19, 2023, agreeing to pay **$0.25 million** for investigatory costs[218](index=218&type=chunk) - In the 'Daniel Berman v. Freedom Financial Network' class action, the company agreed to contribute **$3.1 million** to a settlement fund[219](index=219&type=chunk) [Item 1A. Risk Factors](index=38&type=section&id=Item%201A.%20Risk%20Factors.) The company faces material risks from recent legal settlements, potential Nasdaq delisting, restrictive debt covenants, and a material weakness in internal controls - The FTC Consent Order and PAAG settlement will have a **negative short-term impact** on revenues and media margin[223](index=223&type=chunk) - The company faces a potential **delisting risk** from Nasdaq for failing to meet the minimum $1.00 bid price requirement, with a compliance deadline of October 30, 2023[228](index=228&type=chunk) - Covenants in the Credit Agreement impose significant operational restrictions, and a breach could lead to **debt acceleration**[231](index=231&type=chunk)[234](index=234&type=chunk) - Management has identified a **material weakness** in internal controls, which could adversely affect financial reporting and investor confidence[235](index=235&type=chunk)[237](index=237&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=40&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) There were no unregistered sales of equity securities or use of proceeds to report for the period - None[241](index=241&type=chunk) [Item 3. Defaults Upon Senior Securities](index=40&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities.) There were no defaults upon senior securities to report for the period - None[243](index=243&type=chunk) [Item 4. Mine Safety Disclosures](index=40&type=section&id=Item%204.%20Mine%20Safety%20Disclosures.) This item is not applicable to the company - Not Applicable[245](index=245&type=chunk) [Item 5. Other Information](index=40&type=section&id=Item%205.%20Other%20Information.) The company amended its Credit Agreement, adjusting financial covenants, requiring a $5 million loan prepayment, and reducing its revolving loan facility - On August 21, 2023, Fluent, LLC entered into a fourth amendment to its Credit Agreement to adjust financial covenants, modify interest rates, and require a **$5 million prepayment** on its Term Loan[247](index=247&type=chunk) - The amendment also **reduced the Revolving Loans facility by $5 million** to a new total of $10 million[247](index=247&type=chunk) [Item 6. Exhibits](index=41&type=section&id=Item%206.%20Exhibits.) This section lists exhibits filed with the report, including credit agreement amendments, equity award forms, and officer certifications [Signatures](index=43&type=section&id=Signatures) The report was duly signed on August 21, 2023, by the Interim Chief Financial Officer

Financial Data and Key Metrics Changes - Revenue for Q2 2023 was $82.1 million, a 6% sequential increase from Q1 but a 16% decrease year-over-year [4][22] - Adjusted EBITDA for Q2 was $5.6 million, representing 6.8% of revenue, down from the previous year [25][40] - Net income for Q2 was $1.2 million, while year-to-date net loss stood at $30.8 million [27][22] - Media margin for Q2 was $25.9 million, a 20% year-over-year decline but an 18% sequential increase, representing 31.5% of revenue [52][4] Business Line Data and Key Metrics Changes - The core performance marketplace is expected to grow modestly, with significant growth opportunities identified in Influencer, Call Solutions, and AdFlow business units [14][45] - AdFlow is already active on over a dozen e-commerce sites, with a strong pipeline for new partners [16][45] - The company has seen double-digit growth in Influencer and Call Solutions businesses year-over-year [45][51] Market Data and Key Metrics Changes - The digital advertising industry is experiencing unpredictability, with clients prioritizing return on ad spend due to economic uncertainty [4][12] - The company anticipates challenges in the financial services and staffing sectors, while the media and entertainment sector, particularly gaming and streaming, showed sequential growth [51][60] Company Strategy and Development Direction - The company is focused on enhancing the quality of consumer engagement and establishing itself as an industry leader following the FTC settlement [46][41] - A commitment to quality is seen as essential for long-term growth, with investments in new strategic business ventures expected to yield significant revenue growth potential of over $150 million in the next two years [6][75] - The company aims to leverage its compliance leadership to gain market share as competitors adapt to new regulatory standards [47][85] Management's Comments on Operating Environment and Future Outlook - Management acknowledges ongoing economic headwinds and the need for time to return to a growth trajectory, particularly in fiscal year 2024 [21][50] - The company is optimistic about the medium-term advantages stemming from the FTC settlement, which is expected to level the playing field [61][85] - Management emphasizes the importance of maintaining strong consumer engagement and return on ad spend for clients [57][12] Other Important Information - The company will not file its Form 10-Q on time due to ongoing disclosures and will utilize a permitted extension [29] - A non-cash impairment charge of $25.7 million was recognized year-to-date for goodwill associated with a previous acquisition, which does not impact operations or liquidity [53][24] Q&A Session Summary Question: What is the revenue trajectory expected in the second half of the year? - Management noted that while there are positive signs in some verticals, overall spending remains cautious due to economic uncertainties [60][84] Question: How does the FTC settlement impact competitors? - The settlement sets new compliance standards that competitors must follow, which could create a short-term advantage for those not adhering to these standards [68][85] Question: What is the expected growth potential from new business units? - The company believes there is $150 million of incremental revenue potential from new business units over the next two years [75][79] Question: How are operating expenses being managed? - Management indicated that they are pushing on all fronts, balancing investments in growth areas with operational leverage in more mature business units [70][84]

Credit Facility Borrowings under the Credit Agreement bear interest at a rate per annum equal to the benchmark selected by the Borrower, which may be based on the Alternative Base Rate, LIBOR rate (subject to a floor of 0.25%) prior to the election as of December 31, 2022 or Term SOFR (subject to a floor of 0.00%) subsequent to the election, plus a margin applicable to the selected benchmark. The applicable margin is between 0.75% and 2.75% for borrowings based on the Alternative Base Rate and 1.75% and 3.2 ...