Gaia, Inc. (NASDAQ:GAIA) Q1 2023 Earnings Call Transcript May 1, 2023 4:30 PM ET Company Participants Jirka Rysavy - Founder and Chairman Paul Tarell - Office of President and Chief Financial Officer Conference Call Participants Mark Argento - Lake Street Capital Thierry Wuilloud - Water Tower Research Operator Good afternoon, everyone. And thank you for participating in today's conference call to discuss Gaia Inc.’s Financial Results for the First Quarter Ended March 31, 2023. Joining us today are Gaia's C ...

For the transition period from to United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 000-27517 GAIA, INC. (Exact name of registrant as specified in its charter) COLORADO 84-1113527 (State or other jurisdiction of incorporation ...

Gaia, Inc. (NASDAQ:GAIA) Q4 2022 Results Conference Call March 6, 2023 4:30 PM ET Company Participants Jirka Rysavy - CEO Paul Tarell - CFO Conference Call Participants Mark Argento - Lake Street Capital Thierry Wuilloud - Water Tower Research Operator Good afternoon, everyone. And thank you for participating in today's conference call to discuss Gaia Inc.’s Financial Results for the Fourth Quarter and Full Year Ended December 31, 2022. Joining us today are Gaia's CEO, Jirka Rysavy; and CFO, Paul Tarell. Fo ...

Gaia, Inc. (NASDAQ:GAIA) Q3 2022 Earnings Conference Call November 7, 2022 4:30 PM ET Company Participants Jirka Rysavy - CEO Paul Tarell - CFO Conference Call Participants Mark Argento - Lake Street Thierry Wuilloud - Water Tower Research Abba Horwitz - Old School Operator Good afternoon, everyone and thank you for participating in today’s conference call to discuss Gaia Incorporated’s Financial Results for the Third Quarter Ended September 30th, 2022. Joining us today are Gaia’s CEO, Jirka Rysavy; and CFO ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) (Address of principal executive offices, including zip code) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 000-27517 Gaia GAIA, INC. (Exact name of Registrant as specified in its Char ...

PART I—FINANCIAL INFORMATION [Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) The unaudited interim condensed consolidated financial statements for the period ended September 30, 2022, show a slight increase in **total assets to $136.9 million**, a **net loss of $2.4 million** for Q3 and **$2.2 million for the first nine months of 2022**, primarily due to a **$2.0 million accrual** for an anticipated SEC settlement [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of September 30, 2022, **total assets were $136.9 million**, a slight increase from **$133.7 million at year-end 2021**, with **total liabilities rising to $47.5 million** from **$43.5 million** due to a **new short-term debt of $7.5 million**, while **total shareholders' equity decreased slightly to $89.4 million** Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Sep 30, 2022 (unaudited) | Dec 31, 2021 | | :--- | :--- | :--- | | **Total Assets** | **$136,859** | **$133,676** | | Total current assets | $16,700 | $14,983 | | Media library, software and equipment, net | $53,160 | $50,558 | | **Total Liabilities** | **$47,507** | **$43,461** | | Total current liabilities | $34,524 | $29,809 | | Short-term debt and lease liability | $7,647 | $140 | | **Total Shareholders' Equity** | **$89,352** | **$90,215** | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For Q3 2022, Gaia reported a **net loss of $2.4 million on revenues of $19.9 million**, compared to a **net income of $0.6 million on revenues of $20.4 million** in Q3 2021, with the **net loss for the nine months at $2.2 million on revenues of $62.5 million**, primarily due to a **$2.0 million charge** for an anticipated SEC settlement Q3 2022 vs Q3 2021 Performance (in thousands, except per share data) | Metric | Q3 2022 (unaudited) | Q3 2021 | | :--- | :--- | :--- | | Revenues, net | $19,907 | $20,405 | | Gross Profit | $17,259 | $17,779 | | Income (loss) from operations | $(303) | $726 | | Anticipated SEC settlement | $(2,000) | — | | Net income (loss) | $(2,375) | $647 | | Diluted EPS | $(0.11) | $0.03 | Nine Months 2022 vs 2021 Performance (in thousands, except per share data) | Metric | Nine Months 2022 (unaudited) | Nine Months 2021 | | :--- | :--- | :--- | | Revenues, net | $62,458 | $58,744 | | Gross Profit | $54,146 | $51,171 | | Income (loss) from operations | $302 | $1,845 | | Anticipated SEC settlement | $(2,000) | — | | Net income (loss) | $(2,173) | $1,648 | | Diluted EPS | $(0.10) | $0.08 | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended September 30, 2022, **net cash provided by operating activities was $8.1 million**, a **decrease from $14.6 million** in 2021, while **net cash used in investing activities increased to $14.9 million**, and **net cash provided by financing activities was $7.4 million**, mainly from a **$7.5 million draw** on a new short-term credit facility Cash Flow Summary for Nine Months Ended Sep 30 (in thousands) | Activity | 2022 (unaudited) | 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $8,073 | $14,586 | | Net cash used in investing activities | $(14,903) | $(13,355) | | Net cash provided by financing activities | $7,402 | $592 | | **Net change in cash** | **$572** | **$1,823** | | **Cash at end of period** | **$10,841** | **$14,428** | [Notes to Financial Statements](index=9&type=section&id=Notes%20to%20interim%20condensed%20consolidated%20financial%20statements) Key notes detail Gaia's global digital video subscription service, the acquisition of Yoga International, the **discontinuation of its one-time course sales business**, a **new $10 million revolving credit facility** with **$7.5 million drawn**, and a **significant contingency** of a **$2.0 million accrual** for an **anticipated settlement with the SEC** regarding a **2019 subscriber count misstatement** and **whistleblower protection issues** - Gaia operates a global digital video subscription service with **over 10,000 titles**, focusing on Yoga, Transformation, Alternative Healing, and Seeking Truth, with **Approximately 75% of viewership** from its in-house produced content[19](index=19&type=chunk)[20](index=20&type=chunk) - In August 2022, the company entered into a **$10 million revolving credit facility** with KeyBank and had **$7.5 million drawn** as of September 30, 2022[30](index=30&type=chunk) - The company reached an **agreement in principle with the SEC** to settle an investigation for **$2.0 million**, relating to a **misstatement of paying subscribers** in Q1 2019 and issues with **whistleblower protection requirements**, with a liability of **$2.0 million** accrued[43](index=43&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=13&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the **6.5% revenue growth** for the first nine months of 2022 to increased members and ARPU, despite **Q3 revenue declining 2.5% YoY** due to lower member count, with the net loss primarily caused by a **one-time $2.0 million charge** for an anticipated SEC settlement, and believes current cash, expected cash from operations, and a **new $10 million credit facility** are sufficient for funding [Results of Operations](index=14&type=section&id=Results%20of%20Operations) For Q3 2022, **revenues decreased 2.5% to $19.9 million** due to lower member count, while nine-month revenues **increased 6.5% to $62.5 million** driven by higher member count and ARPU, with operating expenses rising partly due to the Yoga International acquisition, and the **$2.0 million SEC settlement accrual** significantly impacting profitability by turning an **operating profit into a pre-tax loss** - Q3 2022 revenue **decreased by $0.5 million (2.5%) YoY**, primarily due to a decrease in the overall member count[57](index=57&type=chunk) - Nine-month 2022 revenue **increased by $3.8 million (6.5%) YoY**, attributed to an increase in both members and average monthly revenue per member[62](index=62&type=chunk) - A **one-time charge of $2.0 million** was recorded in Q3 2022 related to an **agreement in principle with the SEC Staff** to resolve a pending investigation[61](index=61&type=chunk)[66](index=66&type=chunk) - Corporate, general and administration expenses increased **33.3% in Q3** and **24.4% in the nine-month period**, due to increased legal fees, personnel costs, and expenses from the Yoga International acquisition[60](index=60&type=chunk)[65](index=65&type=chunk) [Liquidity and Capital Resources](index=16&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity is supported by a **$10.8 million cash balance** as of September 30, 2022, and positive cash flows from operations, supplemented by a **new $10.0 million revolving credit facility** established in August 2022 with **$7.5 million drawn**, which management believes, along with expected cash from operations, is sufficient to fund remaining 2022 capital expenditures of **$2-$4 million** and the anticipated **$2.0 million legal settlement** - As of September 30, 2022, the company had a **$10.8 million cash balance** and **generated $8.4 million in cash from continuing operations** during the first nine months of the year[69](index=69&type=chunk) - A **new $10.0 million revolving credit facility** was secured in August 2022, with **$7.5 million drawn** by September 30, 2022, to be used for working capital and general corporate purposes[70](index=70&type=chunk) - Management believes cash on hand, expected cash from operations, and the credit facility will be sufficient to fund operations, planned capital expenditures (**$2-$4 million** for the rest of 2022), and the anticipated **$2.0 million legal settlement**[69](index=69&type=chunk)[72](index=72&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=17&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a **smaller reporting company**, Gaia, Inc. is not required to provide information for this item - The company is a **smaller reporting company** as defined in Rule 12b-2 of the Securities Exchange Act of 1934 and is not required to provide the information under this item[76](index=76&type=chunk) [Controls and Procedures](index=17&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the company's **disclosure controls and procedures were effective** as of September 30, 2022, with **no material changes** to internal control over financial reporting during the quarter - Management concluded that the company's **disclosure controls and procedures were effective** as of September 30, 2022[77](index=77&type=chunk) - **No changes occurred** during the quarter ended September 30, 2022, that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[78](index=78&type=chunk) PART II—OTHER INFORMATION [Legal Proceedings](index=18&type=section&id=Item%201.%20Legal%20Proceedings) The company has reached an **agreement in principle with the SEC Staff** to **resolve an investigation** that began in June 2020, involving a **$2.0 million civil penalty for Gaia** with **no admission of guilt**, for **misstating paying subscriber numbers** for Q1 2019 and **failing to comply with SEC whistleblower protection rules**, with the **$2.0 million liability accrued** - In September 2022, Gaia and its CFO reached an **agreement in principle with the SEC Staff** to **resolve an investigation**[81](index=81&type=chunk) - The settlement contemplates that Gaia will pay a **$2.0 million civil monetary penalty** for **misstating subscriber numbers** in its April 29, 2019 earnings release and for **failing to comply with SEC whistleblower protection requirements**[81](index=81&type=chunk) - The company has **accrued a liability of $2,000,000** based on the agreement in principle, although the settlement is not yet finalized or approved[81](index=81&type=chunk) [Risk Factors](index=18&type=section&id=Item%201A.%20Risk%20Factors) As a **smaller reporting company**, Gaia, Inc. is not required to provide information for this item - The company is a **smaller reporting company** as defined in Rule 12b-2 of the Securities and Exchange Act of 1934 and is not required to provide the information under this item[82](index=82&type=chunk) [Exhibits](index=19&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including **CEO and CFO certifications** (Rule 13a-14(a) and Section 906 of Sarbanes-Oxley) and **Inline XBRL data files** - Filed exhibits include **certifications from the Principal Executive Officer and Principal Financial Officer**, as well as **Inline XBRL documents**[88](index=88&type=chunk)

Gaia, Inc. (NASDAQ:GAIA) Q2 2022 Earnings Conference Call August 1, 2022 4:30 PM ET Company Participants Jirka Rysavy - Chief Executive Officer Paul Tarell - Chief Financial Officer Conference Call Participants Eric Wold - B. Riley Securities, Inc. Jacob Stephan - Lake Street Capital Markets LLC Thierry Wuilloud - Water Tower Research LLC Operator Good afternoon, everyone. Thank you for participating in today’s conference call to discuss Gaia Incorporated’s Financial Results for the Second Quarter Ended Jun ...

United States Securities and Exchange Commission Washington, D.C. 20549 Form 10-Q GAIA, INC. (Exact name of registrant as specified in its charter) COLORADO 84-1113527 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the trans ...

Gaia Disclosure This presentation includes forward-looking statements that involve numerous assumptions, risks and uncertainties. These include, but are not limited to, general business conditions, historical losses, competition, changing consumer preferences, subscriber costs and retention rates, acquisitions, and other risks and uncertainties. Actual results may differ materially from those expressed in these forward-looking statements due to such risks and uncertainties, including those factors detailed ...

Gaia, Inc. (NASDAQ:GAIA) Q1 2022 Earnings Conference Call May 2, 2022 4:30 PM ET Company Participants Jirka Rysavy - Chief Executive Officer Paul Tarell - Chief Financial Officer Conference Call Participants Eric Wold - B Riley Securities Mark Argento - Lake Street Thierry Wuilloud - Water Tower Research Bob Evans - Pennington Capital Operator Please standby. Good afternoon, everyone. And thank you for participating in today’s Conference Call to discuss Gaia Inc. Financial Results for the First Quarter Ende ...