Brightcove(BCOV) - 2024 Q1 - Quarterly Report

Special Note Regarding Forward-Looking Statements This section cautions that forward-looking statements in the report are subject to risks and uncertainties that may cause actual results to differ materially - This section highlights that the Quarterly Report on Form 10-Q contains forward-looking statements subject to risks and uncertainties, which could cause actual results to differ materially from expectations. It lists various factors that could cause such differences, including the company's ability to achieve profitability, competitive position, customer retention, market penetration, successful integration of acquisitions, intellectual property protection, system security, future performance estimates, and strategic goals[14] PART I. Financial Information This part presents the unaudited condensed consolidated financial statements and management's discussion and analysis for the three months ended March 31, 2024 Item 1. Financial Statements (Unaudited) This section presents Brightcove Inc.'s unaudited condensed consolidated financial statements for Q1 2024 and 2023, along with detailed explanatory notes Condensed Consolidated Balance Sheets This section presents the company's financial position, detailing assets, liabilities, and stockholders' equity as of March 31, 2024, and December 31, 2023 Condensed Consolidated Balance Sheets (March 31, 2024 vs. December 31, 2023) | Metric (in thousands) | March 31, 2024 | December 31, 2023 | | :-------------------- | :------------- | :---------------- | | Assets | | | | Cash and cash equivalents | $22,869 | $18,615 | | Accounts receivable, net | $35,222 | $33,451 | | Total current assets | $78,355 | $70,399 | | Total assets | $220,457 | $216,107 | | Liabilities | | | | Accounts payable | $11,386 | $14,422 | | Deferred revenue | $71,843 | $68,155 | | Total current liabilities | $106,294 | $104,629 | | Total liabilities | $123,193 | $122,194 | | Stockholders' Equity | | | | Total stockholders' equity | $97,264 | $93,913 | Condensed Consolidated Statements of Operations This section outlines the company's financial performance, including revenue, gross profit, operating income, and net income (loss) for Q1 2024 and 2023 Condensed Consolidated Statements of Operations (Three Months Ended March 31, 2024 vs. 2023) | Metric (in thousands, except per share) | 2024 | 2023 | | :------------------------------------ | :---------- | :----------- | | Total revenue | $50,481 | $49,063 | | Gross profit | $30,859 | $28,796 | | Income (loss) from operations | $2,012 | $(10,744) | | Net income (loss) | $1,574 | $(11,714) | | Net income (loss) per share—basic and diluted | | | | Basic | $0.04 | $(0.28) | | Diluted | $0.04 | $(0.28) | Condensed Consolidated Statements of Comprehensive Income (Loss) This section details the company's comprehensive income (loss), including net income (loss) and other comprehensive income items, for Q1 2024 and 2023 Condensed Consolidated Statements of Comprehensive Income (Loss) (Three Months Ended March 31, 2024 vs. 2023) | Metric (in thousands) | 2024 | 2023 | | :------------------------------ | :-------- | :---------- | | Net income (loss) | $1,574 | $(11,714) | | Foreign currency translation adjustments | $(307) | $188 | | Comprehensive income (loss) | $1,267 | $(11,526) | Condensed Consolidated Statements of Stockholders' Equity This section presents changes in stockholders' equity, including common stock, additional paid-in capital, and accumulated deficit, for Q1 2024 and 2023 Condensed Consolidated Statements of Stockholders' Equity (Three Months Ended March 31, 2024 vs. 2023) | Metric (in thousands, except share data) | 2024 | 2023 | | :--------------------------------------- | :---------- | :---------- | | Shares of common stock issued (end of period) | 44,698,991 | 42,992,371 | | Additional paid-in capital (end of period) | $331,001 | $318,293 | | Accumulated deficit (end of period) | $(231,368) | $(221,770) | | Total stockholders' equity (end of period) | $97,264 | $94,290 | Condensed Consolidated Statements of Cash Flows This section details the company's cash inflows and outflows from operating, investing, and financing activities for Q1 2024 and 2023 Condensed Consolidated Statements of Cash Flows (Three Months Ended March 31, 2024 vs. 2023) | Metric (in thousands) | 2024 | 2023 | | :---------------------------------------- | :-------- | :---------- | | Net cash provided by (used in) operating activities | $2,027 | $(12,632) | | Net cash provided by (used in) investing activities | $3,001 | $(4,882) | | Net cash used in financing activities | $(239) | $(1,925) | | Net increase (decrease) in cash and cash equivalents | $4,254 | $(19,416) | | Cash and cash equivalents at end of period | $22,869 | $12,478 | Notes to Condensed Consolidated Financial Statements This section provides detailed explanations of significant accounting policies and specific financial items presented in the condensed consolidated financial statements 1. Business Description and Basis of Presentation This note describes Brightcove Inc.'s business as a global cloud video services provider and the basis for preparing its unaudited interim financial statements - Brightcove Inc. is a leading global provider of cloud services for video, enabling customers to publish, deliver, and distribute video to Internet-connected devices efficiently and with high quality[32] - The interim condensed consolidated financial statements are unaudited and prepared in accordance with SEC rules, condensing or omitting certain GAAP disclosures[33] They are prepared on the same basis as the audited consolidated financial statements for the year ended December 31, 2023, and include normal recurring adjustments[34] 2. Quarterly Update to Significant Accounting Policies This note provides updates on significant accounting policies, including the allowance for credit losses and the impact of new accounting pronouncements Allowance for Credit Losses (in thousands) | Metric | Amount | | :-------------------------- | :----- | | Balance as of December 31, 2023 | $210 | | Current provision for credit losses | $(81) | | Write-offs against allowance | $82 | | Balance as of March 31, 2024 | $211 | - The FASB issued ASU No. 2023-09 in December 2023, effective January 1, 2025, to improve income tax disclosures[37] The Company does not expect this guidance to materially impact its consolidated financial statements[37] 3. Revenue from Contracts with Customers This note details the company's revenue recognition policies, including sources of revenue, contract balances, and unsatisfied performance obligations - Revenue is primarily derived from subscription to its online video platform and related support, hosting/bandwidth/encoding services, and professional services (initiation, set-up, customization)[38] Contract Balances (in thousands) | Metric | December 31, 2023 | March 31, 2024 | | :------------------------- | :---------------- | :------------- | | Accounts Receivable, net | $33,451 | $35,222 | | Contract Assets (current) | $1,785 | $1,784 | | Deferred Revenue (current) | $68,155 | $71,843 | | Total Deferred Revenue | $68,340 | $71,976 | - Revenue recognized from deferred revenue at the beginning of the period was approximately $32.5 million for Q1 2024, up from $30.5 million for Q1 2023[39] - Total aggregate transaction price allocated to unsatisfied performance obligations for subscription and support contracts was approximately $185.4 million as of March 31, 2024, with $127.3 million expected to be recognized over the next 12 months[41] 4. Cash and Cash Equivalents This note provides a breakdown of cash and cash equivalents, including cash and money market funds, as of March 31, 2024 Cash and Cash Equivalents (in thousands) | Description | March 31, 2024 (Cost) | March 31, 2024 (Fair Market Value) | | :----------------- | :-------------------- | :--------------------------------- | | Cash | $22,825 | $22,825 | | Money market funds | $44 | $44 | | Total | $22,869 | $22,869 | 5. Net Income (Loss) per Share This note presents the calculation of basic and diluted net income (loss) per share, including weighted average shares and anti-dilutive shares excluded Net Income (Loss) per Share (Three Months Ended March 31, 2024 vs. 2023) | Metric (in thousands) | 2024 | 2023 | | :------------------------------------------------------ | :-------- | :---------- | | Net income (loss) | $1,574 | $(11,714) | | Weighted average shares used in computing basic earnings per share | 43,983 | 42,528 | | Weighted average shares used in computing diluted earnings per share | 44,098 | 42,528 | | Net income (loss) per share—basic | $0.04 | $(0.28) | | Net income (loss) per share—diluted | $0.04 | $(0.28) | Anti-Dilutive Shares Excluded (shares in thousands) | Metric | 2024 | 2023 | | :--------------------------- | :---- | :---- | | Options outstanding | 2,234 | 2,979 | | Restricted stock units outstanding | 4,533 | 6,036 | 6. Stock-based Compensation This note details stock-based compensation plans, grants, valuation methods, and the allocation of stock-based compensation expense - The Company adopted the 2022 Inducement Plan, granting 800,000 restricted stock units (300,000 service-based, 500,000 market-based) to the CEO[49] Market-based PSUs are valued using a Monte-Carlo simulation model[49] - On March 20, 2023, 1,563,688 premium-priced options with a strike price of $7.00 were granted under the 2021 Stock Incentive Plan, valued using a binomial lattice model[49] Stock-based Compensation Expense (in thousands) | Category | 2024 | 2023 | | :-------------------------------------- | :----- | :----- | | Cost of subscription and support revenue | $106 | $138 | | Cost of professional services and other revenue | $40 | $100 | | Research and development | $315 | $688 | | Sales and marketing | $354 | $1,169 | | General and administrative | $1,398 | $1,448 | | Total | $2,213 | $3,543 | - As of March 31, 2024, $20.6 million of unrecognized stock-based compensation expense remains, expected to be recognized over a weighted-average period of 2.18 years[50] 7. Income Taxes This note explains the company's income tax expense, primarily related to foreign operations, and the valuation allowance against U.S. net deferred tax assets - Income tax expense primarily relates to the Company's foreign operations[56] - A valuation allowance has been provided against the remaining U.S. net deferred tax assets as of March 31, 2024, and December 31, 2023, due to historical U.S. losses and future projections indicating that realization of these benefits is not more likely than not[57] 8. Commitments and Contingencies This note discusses the company's involvement in litigation and indemnification agreements, noting no material adverse effects are anticipated - The Company is party to litigation in the ordinary course of business, but management does not believe the outcome will have a material adverse effect on financial position, results of operations, or cash flows[58] - The Company typically enters into indemnification agreements for intellectual property infringement claims, with potential unlimited future payments in some older agreements, though newer contracts often limit this[59] No significant costs have been incurred historically[59] 9. Debt This note details the company's loan modification agreement for its asset-backed line of credit, confirming compliance and no outstanding borrowings - On November 1, 2023, the Company entered into a loan modification agreement for an existing $30.0 million asset-backed line of credit, expiring November 1, 2026[61] Borrowings accrue interest at prime rate plus 225 basis points or SOFR plus 225 basis points (minimum 4%)[61] - As of March 31, 2024, the Company was in compliance with all covenants under the Line of Credit, and there were no outstanding borrowings[61] 10. Segment Information This note provides a breakdown of revenue by geographic area, highlighting contributions from North America, Europe, Japan, and Asia Pacific Revenue by Geographic Area (in thousands) | Geographic Area | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :---------------- | :-------------------------------- | :-------------------------------- | | North America | $30,963 | $29,101 | | Europe | $7,916 | $8,187 | | Japan | $4,832 | $5,196 | | Asia Pacific | $6,569 | $6,494 | | Other | $201 | $85 | | Total revenue | $50,481 | $49,063 | - Revenue from customers in the United States was $28.6 million in Q1 2024 and $26.9 million in Q1 2023[63] 11. Goodwill and intangible assets This note discusses the company's goodwill impairment test performed in Q1 2024 and potential future impairment triggers - Indicators of potential impairment were identified in Q1 2024, including a decline in stock price and market capitalization[65] - The Company performed a goodwill impairment test as of March 31, 2024, using a discounted cash flow model, and concluded that the reporting unit was not at risk of impairment as its estimated fair value exceeded its carrying value[66] - Future impairment triggers could include significant adverse changes in agreements, underperformance, economic downturns, increased competition, or a sustained reduction in stock price/market capitalization[67] 12. Restructuring and Other This note details restructuring charges incurred in Q1 2024 due to headcount reductions and their allocation across cost and expense categories - In Q1 2024, the Company incurred approximately $1.6 million in restructuring charges due to headcount reductions aimed at aligning skills with strategy and facilitating cost efficiencies[70] These charges are primarily for post-employment benefits and are expected to be paid by June 30, 2024[70] - Restructuring charges in Q1 2024 were allocated across Cost of Revenue ($0.2 million), General and Administrative ($0.3 million), Research and Development ($0.4 million), and Sales and Marketing ($0.7 million)[70] - In Q1 2023, the Company incurred $0.4 million in restructuring charges, which were fully paid by March 31, 2023[69] 13. Gain on Sale of Assets This note reports a $6.0 million gain from the sale of certain patents in Q1 2024, with the company retaining perpetual usage rights - During Q1 2024, the Company sold certain patents to a third party for $6.0 million, recognizing a gain on sale[72] The Company retains perpetual rights to use these patents for current and prospective customers (with time-limited exceptions) and has no obligation to maintain or develop them[72] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on Brightcove's financial condition and operational results for Q1 2024, highlighting the shift to profitability and strategic investments Company Overview This section introduces Brightcove as a global leader in cloud-based streaming technology, outlining its strategy for long-term revenue growth and recent financial performance - Brightcove is a global leader in cloud-based streaming technology and services, providing a software platform and solutions for media and enterprise customers to optimize streaming strategies, monetize content, engage audiences, and reduce costs[76] - The Company's strategy for the next few years involves continued investment in product strategy, development, sales, and go-to-market activities to support long-term revenue growth, address technological changes, and enhance customer retention and acquisition[78] - Revenue increased from $49.1 million in Q1 2023 to $50.5 million in Q1 2024, driven by an increase in subscription and support revenue[79] The company recorded net income in Q1 2024 compared to a net loss in Q1 2023[79] Key Metrics This section presents key operational metrics, including customer counts, revenue retention rates, and average annual subscription revenue, for Q1 2024 and 2023 Key Metrics (Three Months Ended March 31, 2024 vs. 2023) | Metric | 2024 | 2023 | | :------------------------------------------------------------------ | :------ | :------ | | Premium Customers (at period end) | 1,992 | 2,180 | | Volume Customers (at period end) | 510 | 559 | | Total Customers (at period end) | 2,502 | 2,739 | | Net Revenue Retention Rate | 92.3% | 93.7% | | Recurring Dollar Retention Rate | 84.6% | 88.4% | | Average Annual Subscription Revenue per Premium Customer (excl. Starter) | $98.0 | $89.4 | | Average Annual Subscription Revenue per Premium Customer (Starter only) | $4.3 | $3.9 | | Total Backlog (excl. professional services, in millions) | $185.4 | $181.3 | | Total Backlog to be recognized over next 12 months (in millions) | $127.3 | $129.3 | - Premium customers decreased due to some customers switching to in-house or other third-party solutions[83] Volume customers decreased due to the discontinuation of the promotional Video Cloud Express offering, with continued decreases expected as the focus shifts to premium solutions[83] - Net Revenue Retention Rate and Recurring Dollar Retention Rate both decreased year-over-year, indicating challenges in retaining and expanding revenue from existing customers[83] Components of Consolidated Statements of Operations This section details the various components of the consolidated statements of operations, including revenue, cost of revenue, operating expenses, and other financial items Revenue This subsection describes the sources of revenue, primarily from subscription-based SaaS and professional services, and their pricing models - Subscription and support revenue is generated from the sale of products via a subscription-based SaaS model, with pricing based on software value, support level, and usage entitlements[87][88] Premium customers include all offerings except Video Cloud Express and Zencoder month-to-month/pay-as-you-go contracts[88] - Professional services and other revenue includes implementation, software customizations, and project management for premium customers, priced on a fixed fee or time and materials basis[89] Cost of Revenue This subsection outlines the components of cost of revenue, including personnel, third-party services, and depreciation, and discusses expected future trends - Cost of revenue includes salaries, benefits, incentive compensation, stock-based compensation for data center management, customer support, and professional services staff, along with third-party service provider costs (data center, CDN), allocated overhead, depreciation, and amortization of capitalized internal-use software and acquired intangible assets[90] - Cost of revenue decreased in Q1 2024 compared to Q1 2023, but is expected to increase in absolute dollars in future periods as revenue grows[90] Professional services costs are significantly higher as a percentage of revenue due to labor intensity[91] Operating Expenses This subsection details research and development, sales and marketing, general and administrative, merger-related expenses, and the gain on asset sale - Research and development expenses are expected to increase in absolute dollars long-term due to new features, product expansion, localization, and technology upgrades, but decrease as a percentage of revenue[93] - Sales and marketing expenses are expected to remain the most significant operating expense, increasing in absolute dollars due to investments in customer base expansion, brand awareness, and marketing events, but decreasing as a percentage of revenue long-term[94] - General and administrative expenses are expected to decrease as a percentage of revenue long-term[95] - Merger-related costs are expenses tied to M&A, integration, and corporate development activities[95] - A $6.0 million gain on sale of patents was recognized in Q1 2024, with the Company retaining perpetual usage rights[96] Other Expense, net This subsection explains other net expenses, primarily comprising interest income and foreign exchange gains and losses - Other expense, net primarily includes interest income from cash and cash equivalents, and foreign exchange gains and losses[97] Income Taxes This subsection describes the accounting for income taxes, including deferred tax assets and liabilities, and the valuation allowance against U.S. deferred tax assets - Income taxes are accounted for using the asset and liability method, recognizing deferred tax assets and liabilities based on temporary differences[98] A valuation allowance is maintained against U.S. net deferred tax assets due to historical losses and future projections[98] Stock-Based Compensation Expense This subsection provides an overview of stock-based compensation expense for Q1 2024 and 2023, and its expected future trend - Stock-based compensation expense was $2.2 million in Q1 2024, down from $3.5 million in Q1 2023, and is expected to decrease in absolute dollars in future periods[99] Foreign Currency Translation This subsection discusses the impact of foreign currency exchange rate fluctuations on the company's revenue, expenses, and cash flows - The Company's revenue, expenses, and cash flows are subject to fluctuations from foreign currency exchange rates, particularly the euro, British pound, Australian dollar, and Japanese yen[100] A stronger U.S. dollar could lead to a decrease or unchanged percentage of total net revenue from outside North America[100] Critical Accounting Policies and Estimates This subsection identifies critical accounting policies and estimates, such as revenue recognition and goodwill, which involve significant management judgment - Critical accounting policies and estimates include revenue recognition, income taxes, business combinations, intangible assets, and goodwill, which involve significant management judgment and assumptions[102] Results of Operations This section provides a detailed analysis of the company's financial performance for Q1 2024 and 2023, including revenue, cost of revenue, gross profit, and operating expenses Overview of Results of Operations for the Three Months Ended March 31, 2024 and 2023 This subsection summarizes the key financial outcomes for Q1 2024 and 2023, including total revenue, gross profit, operating income, and net income (loss) Consolidated Statements of Operations Summary (in thousands, except per share data) | Metric | 2024 | 2023 | | :------------------------------------ | :---------- | :----------- | | Total revenue | $50,481 | $49,063 | | Gross profit | $30,859 | $28,796 | | Income (loss) from operations | $2,012 | $(10,744) | | Net income (loss) | $1,574 | $(11,714) | | Basic EPS | $0.04 | $(0.28) | | Diluted EPS | $0.04 | $(0.28) | - Total revenue increased by 3% ($1.4 million) in Q1 2024, primarily due to a 2% increase in subscription and support revenue and a 28% increase in professional services and other revenue[107] Premium offerings revenue increased by 3% ($1.5 million)[107] - In constant currency, total revenue for Q1 2024 would have been approximately $51.0 million, with the majority of the foreign currency effect attributed to the Japanese Yen ($0.6 million) and British Pound ($0.1 million)[107] - Gross profit increased by 7% ($2.1 million) in Q1 2024, driven by higher subscription and support revenue and a decrease in cost of revenue[108] - Income from operations improved significantly to $2.0 million in Q1 2024 from a loss of $10.7 million in Q1 2023, mainly due to a $10.7 million decrease in operating expenses (including a $6.0 million gain on asset sale) and increased gross profit[109][111] Revenue by Product Line (in thousands, except percentages) | Product Line | 2024 Amount | 2024 % of Revenue | 2023 Amount | 2023 % of Revenue | Change Amount | Change % | | :------------- | :---------- | :---------------- | :---------- | :---------------- | :------------ | :------- | | Premium | $50,190 | 99% | $48,736 | 99% | $1,454 | 3% | | Volume | $291 | 1% | $327 | 1% | $(36) | (11)% | | Total | $50,481 | 100% | $49,063 | 100% | $1,418 | 3% | Revenue by Type (in thousands, except percentages) | Revenue Type | 2024 Amount | 2024 % of Revenue | 2023 Amount | 2023 % of Revenue | Change Amount | Change % | | :---------------------------- | :---------- | :---------------- | :---------- | :---------------- | :------------ | :------- | | Subscription and support | $47,969 | 95% | $47,102 | 97% | $867 | 2% | | Professional services and other | $2,512 | 5% | $1,961 | 3% | $551 | 28% | | Total | $50,481 | 100% | $49,063 | 100% | $1,418 | 3% | Revenue by Geography (in thousands, except percentages) | Geographic Region | 2024 Amount | 2024 % of Revenue | 2023 Amount | 2023 % of Revenue | Change Amount | Change % | | :------------------ | :---------- | :---------------- | :---------- | :---------------- | :------------ | :------- | | North America | $30,964 | 61% | $29,101 | 59% | $1,863 | 6% | | Europe | $7,916 | 16% | $8,187 | 17% | $(271) | (3)% | | Japan | $4,832 | 10% | $5,196 | 11% | $(364) | (7)% | | Asia Pacific | $6,569 | 13% | $6,494 | 13% | $75 | 1% | | Other | $200 | —% | $85 | —% | $115 | 135% | | International subtotal | $19,517 | 39% | $19,962 | 41% | $(445) | (2)% | | Total | $50,481 | 100% | $49,063 | 100% | $1,418 | 3% | - North America revenue increased by 6% ($1.9 million), while international revenue decreased by 2% ($0.4 million), primarily due to the strengthening U.S. dollar against the Japanese Yen and a decrease in European customers and usage-based fees[115][116] Cost of Revenue Analysis This subsection analyzes the changes in cost of revenue for subscription and support, and professional services, highlighting contributing factors Cost of Revenue (in thousands, except percentages) | Cost of Revenue | 2024 Amount | 2024 % of Related Revenue | 2023 Amount | 2023 % of Related Revenue | Change Amount | Change % | | :---------------------------- | :---------- | :------------------------ | :---------- | :------------------------ | :------------ | :------- | | Subscription and support | $16,807 | 35% | $18,265 | 39% | $(1,458) | (8)% | | Professional services and other | $2,815 | 112% | $2,002 | 102% | $813 | 41% | | Total | $19,622 | 39% | $20,267 | 41% | $(645) | (3)% | - Cost of subscription and support revenue decreased by 8% ($1.5 million) in Q1 2024, mainly due to a $1.1 million decrease in network hosting services and a $962 thousand decrease in content delivery network expenses, partially offset by an $804 thousand increase in amortization expenses[118] - Cost of professional services and other revenue increased by 41% ($813 thousand) in Q1 2024, reflecting variations based on the number of ongoing implementation and other projects[119] Gross Profit Analysis This subsection examines the changes in gross profit and gross profit percentage for subscription and support, and professional services Gross Profit (in thousands, except percentages) | Gross Profit | 2024 Amount | 2024 % of Related Revenue | 2023 Amount | 2023 % of Related Revenue | Change Amount | Change % | | :---------------------------- | :---------- | :------------------------ | :---------- | :------------------------ | :------------ | :------- | | Subscription and support | $31,162 | 65% | $28,837 | 61% | $2,325 | 8% | | Professional services and other | $(303) | (12)% | $(41) | (2)% | $(262) | 639% | | Total | $30,859 | 61% | $28,796 | 59% | $2,063 | 7% | - Overall gross profit percentage increased to 61% in Q1 2024 from 59% in Q1 2023, primarily due to the increase in subscription and support revenue[120] Subscription and support gross profit increased by 8% ($2.3 million)[120] - Professional services and other gross profit decreased by $0.3 million (639%) in Q1 2024, and overall gross profit percentage is expected to fluctuate quarterly based on revenue mix and service delivery costs[120] Operating Expenses Analysis This subsection provides a detailed analysis of changes in research and development, sales and marketing, general and administrative, and merger-related expenses Operating Expenses (in thousands, except percentages) | Operating Expenses | 2024 Amount | 2024 % of Revenue | 2023 Amount | 2023 % of Revenue | Change Amount | Change % | | :---------------------------- | :---------- | :---------------- | :---------- | :---------------- | :------------ | :------- | | Research and development | $8,849 | 18% | $9,866 | 20% | $(1,017) | (10)% | | Sales and marketing | $16,454 | 33% | $19,465 | 40% | $(3,011) | (15)% | | General and administrative | $9,544 | 19% | $10,064 | 21% | $(520) | (5)% | | Merger-related | — | —% | $145 | —% | $(145) | (100)% | | Gain on sale of assets | $(6,000) | (12)% | — | —% | $(6,000) | nm% | | Total | $28,847 | 57% | $39,540 | 81% | $(10,693) | (27)% | - Research and development expense decreased by 10% ($1.0 million) in Q1 2024, primarily due to lower employee-related expenses, stock-based compensation, and contractor expenses[121][122] These costs are expected to remain relatively steady in 2024[123] - Sales and marketing expense decreased by 15% ($3.0 million) in Q1 2024, driven by reductions in employee-related expenses (including restructuring), stock-based compensation, marketing programs, travel, and contractor expenses[123] These expenses are expected to decrease further in 2024[123] - General and administrative expense decreased by 5% ($520 thousand) in Q1 2024, mainly due to lower consultant expenses[124] However, these expenses are expected to increase during the remainder of 2024, primarily due to the restructuring of a portion of the Boston, MA office[124] - Merger-related expenses decreased by $145 thousand in Q1 2024 as costs incurred in Q1 2023 did not recur[124] Liquidity and Capital Resources This section discusses the company's sources and uses of cash, including cash and cash equivalents, accounts receivable, and cash flows from operating, investing, and financing activities Cash and Cash Equivalents This subsection details the company's cash and cash equivalents balance and its primary uses, including cash from patent sales - Cash and cash equivalents totaled $22.9 million at March 31, 2024, primarily held for working capital[125] $9.0 million was held by international subsidiaries, which can be repatriated tax-free but may be subject to foreign withholding taxes[125] - The Company received $6.0 million in cash from the sale of patents during Q1 2024[125] Accounts Receivable, net This subsection explains the fluctuations in accounts receivable balances due to billing timing, cash collections, and deferred revenue - Accounts receivable balances fluctuate due to billing timing, cash collections, and changes in the allowance for doubtful accounts[126] Deferred revenue, from payments received before revenue recognition, positively impacts accounts receivable balances[126] Cash Flows Provided by Operating Activities This subsection analyzes the significant improvement in cash provided by operating activities in Q1 2024, driven by net income and non-cash charges Cash Flows Provided by (Used in) Operating Activities (in thousands) | Metric | 2024 | 2023 | | :------------------------------------ | :----- | :-------- | | Cash flows provided by (used in) operating activities | $2,027 | $(12,632) | - Cash provided by operating activities was $2.0 million in Q1 2024, a significant improvement from cash used of $12.6 million in Q1 2023[127][129] This was driven by net income and non-cash charges, offset by changes in operating assets and liabilities[127][129] - Key non-cash items included a $6.0 million gain on patent sale, $4.9 million in depreciation and amortization, and $2.2 million in stock-based compensation[127] Operating asset/liability changes included increases in accounts receivable and prepaid expenses, and decreases in accounts payable, offset by decreases in other assets, accrued expenses, and deferred revenue[127] Cash Flows Provided by Investing Activities This subsection details cash provided by investing activities, primarily from patent sale proceeds, offset by capitalized software and capital expenditures Cash Flows Provided by (Used in) Investing Activities (in thousands) | Metric | 2024 | 2023 | | :------------------------------------ | :----- | :-------- | | Cash flows provided by (used in) investing activities | $3,001 | $(4,882) | - Cash provided by investing activities was $3.0 million in Q1 2024, primarily from $6.0 million in patent sale proceeds, partially offset by $2.2 million for capitalized internal-use software and $970 thousand in capital expenditures[130] Cash Flows Used in Financing Activities This subsection outlines cash used in financing activities, primarily from other financing activities in Q1 2024 Cash Flows Used in Financing Activities (in thousands) | Metric | 2024 | 2023 | | :------------------------------------ | :----- | :-------- | | Cash flows used in financing activities | $(239) | $(1,925) | - Cash used in financing activities was $239 thousand in Q1 2024, solely from other financing activities[131] Credit facility This subsection describes the company's $30.0 million asset-based line of credit, its terms, and compliance status - The Company has a $30.0 million asset-based line of credit, secured by most assets excluding intellectual property, expiring November 1, 2026[132] No amounts were outstanding as of March 31, 2024, and the Company was in compliance with all covenants[132] Net operating loss carryforwards This subsection details federal and state net operating losses and R&D tax credits, along with the valuation allowance against U.S. deferred tax assets - As of December 31, 2023, the Company had federal net operating losses of $154.0 million ($108.3 million expiring through 2037, $45.7 million indefinite) and state net operating losses of $76.5 million ($73.4 million expiring through 2041, $3.1 million indefinite)[133] - Federal and state R&D tax credits were $10.7 million and $6.3 million, respectively, expiring through 2043[133] A valuation allowance is maintained against U.S. deferred tax assets due to the unlikelihood of realizing benefits from these deductible differences[134] Contractual Obligations and Commitments This subsection outlines principal commitments, including office leases and agreements with content delivery network and hosting service providers - Principal commitments include office leases and agreements with primary content delivery network and hosting service providers, with minimum commitments of $93.2 million over three years and $6.6 million over two years, respectively[135] Recent Accounting Pronouncements This subsection refers to Note 2 for detailed information on recent accounting pronouncements - Information on recent accounting pronouncements is detailed in Note 2 to the condensed consolidated financial statements[136] Anticipated Cash Flows This subsection discusses expected operating costs, capital expenditures, and the sufficiency of existing cash and credit facilities for future needs - The Company expects significant operating costs related to service delivery, sales and marketing, and R&D, along with planned capital expenditures, which will be a material use of cash[137] Net cash flows will depend on future sales, deferred revenue changes, and infrastructure cost management[137] - Existing cash, cash equivalents, and the credit facility are believed to be sufficient for working capital and capital expenditures for at least the next 12 months[138] However, additional funding may be required for future activities or acquisitions, which may be difficult to obtain on acceptable terms, especially with rising interest rates and foreign exchange fluctuations[138] Item 3. Quantitative and Qualitative Disclosures About Market Risk This section details Brightcove's exposure to market risks, including foreign exchange, interest rate, and inflation risks, and their potential financial impact Financial instruments This subsection states that the fair values of financial instruments like cash equivalents, accounts receivable, and accounts payable approximate their carrying amounts - Financial instruments subject to fair value disclosure requirements, such as cash equivalents, accounts receivable, and accounts payable, have fair values that approximate their carrying amounts[141] Foreign currency exchange risk This subsection discusses the company's exposure to foreign currency fluctuations, particularly the British pound and Japanese yen, and their impact on financial results - The Company's operations are exposed to foreign currency exchange rate fluctuations, particularly in the British pound and Japanese yen, affecting revenues, expenses, and cash flows[142][146] Foreign Currency Exposure (Three Months Ended March 31) | Metric | 2024 | 2023 | | :---------------------------------------------- | :------ | :------ | | Revenues generated outside the United States | 43% | 45% | | Revenues in currencies other than the U.S. dollar | 24% | 27% | | Expenses in currencies other than the U.S. dollar | 17% | 17% | Foreign Currency Denominated Revenues and Expenses (Three Months Ended March 31) | Currency | 2024 Revenues | 2024 Expenses | 2023 Revenues | 2023 Expenses | | :-------------- | :------------ | :------------ | :------------ | :------------ | | Euro | 6% | 1% | 7% | 0% | | British pound | 6% | 6% | 6% | 6% | | Japanese Yen | 10% | 2% | 11% | 2% | | Other | 2% | 8% | 3% | 9% | | Total | 24% | 17% | 27% | 17% | - A hypothetical 20% unfavorable movement in foreign currency exchange rates as of March 31, 2024, would have decreased revenues by $2.4 million, expenses by $1.9 million, and operating income by $0.5 million[146] Interest rate risk This subsection addresses the impact of interest rate changes on the company's interest income from cash and cash equivalents and potential interest expense - The Company held $22.9 million in cash and cash equivalents at March 31, 2024, primarily in cash for working capital[147] Declines in interest rates would reduce future interest income[147] - No interest expense was incurred in Q1 2024[147] A 10% unfavorable movement in the interest rate on the Line of Credit would not have a material effect on interest expense[147] Inflation Risk This subsection assesses the impact of inflation on the business, noting it has not been material but could become so if cost pressures are not offset - Inflation has not had a material effect on the business[147] However, significant inflationary pressures on costs (personnel, sales and marketing, hosting) could harm the business if not offset by price increases[147] Item 4. Controls and Procedures This section confirms the effectiveness of Brightcove's disclosure controls and procedures and reports no material changes in internal control over financial reporting Evaluation of Disclosure Controls and Procedures This subsection states that management, with CEO and CFO participation, concluded the company's disclosure controls and procedures were effective as of March 31, 2024 - As of March 31, 2024, management, with CEO and CFO participation, concluded that the Company's disclosure controls and procedures were effective in ensuring material information is recorded, processed, summarized, and reported timely[148] Changes in Internal Control over Financial Reporting This subsection reports no material changes in internal control over financial reporting during the period covered by the report - No changes in internal control over financial reporting occurred during the period covered by the report that materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting[149] PART II. Other Information This part includes information on legal proceedings, risk factors, other disclosures, and exhibits filed with the quarterly report Item 1. Legal Proceedings This section states that the company is involved in ordinary course litigation but management does not anticipate a material adverse effect on its financial position or operations - The Company is occasionally involved in litigation arising in the ordinary course of business, but management does not believe these claims will have a material adverse effect on its consolidated financial position, results of operations, or cash flows[150] Item 1A. Risk Factors This section highlights the importance of considering risks from the Annual Report on Form 10-K, plus an additional risk regarding dependence on key personnel and the recent CFO transition - The Company's success depends on its executive officers, senior management, and key technical employees[153] The loss of any key employee, such as the recent CFO transition, could adversely affect the business, financial condition, and results of operations[154] - Leadership transitions, like the CFO change from Robert Noreck to John Wagner, can be difficult to manage and potentially disrupt business relationships with customers, vendors, and employees[154] Item 5. Other Information This section confirms no directors or officers adopted, terminated, or modified Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading agreements during Q1 2024 - During the three months ended March 31, 2024, none of the Company's directors or officers adopted, terminated, or modified a Rule 10b5-1 trading arrangement or any 'non-Rule 10b5-1 trading agreement'[155] Item 6. Exhibits This section lists all exhibits filed with the Form 10-Q, including corporate governance documents, employment agreements, certifications, and XBRL-related files - Exhibits include the Eleventh Amended and Restated Certificate of Incorporation, Amended and Restated By-Laws, Form of Common Stock certificate, Amended and Restated Form of Director and Officer Indemnification Agreement, and the Employment Agreement for John Wagner[157][158][159][160] - Certifications from the Chief Executive Officer and Chief Financial Officer pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 are also included[161][162][163] - Inline XBRL documents (Instance, Schema, Calculation, Definition, Label, Presentation Linkbase Documents) are provided for interactive data filing[164][165][166][167] Signatures This section contains the official signatures of Brightcove Inc.'s Chief Executive Officer and Chief Financial Officer, certifying the filing of the report - The report is signed by Marc DeBevoise, Chief Executive Officer, and John Wagner, Chief Financial Officer, on May 8, 2024, pursuant to the requirements of the Securities Exchange Act of 1934[169]