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Intelligent Protection Management Corp.: Form 10-Q for the period ended Mar 31, 2023

Filed with the SEC on May 9, 2023 and accepted by EDGAR at May 9, 2023, 16:50 ET.

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Management's discussion and analysis

As filed, 26,528 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

This Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, liquidity and certain other factors that may affect our future results. The following discussion and analysis should be read in conjunction with: (i) the accompanying unaudited condensed consolidated financial statements and notes thereto for the three months ended March 31, 2023 and 2022, (ii) the consolidated financial statements and notes thereto for the year ended December 31, 2022 included in our Annual Report on Form 10-K (the “Form 10-K”) filed with the Securities and Exchange Commission (the “SEC”) on March 23, 2023 and (iii) the discussion under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the Form 10-K. Aside from certain information as of December 31, 2022, all amounts herein are unaudited.

Forward-Looking Statements

In addition to historical financial information, the following discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. See “Forward-Looking Statements.” Our results and the timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those discussed under “Item 1A. Risk Factors” in Part II of this report and “Item 1A. Risk Factors” in the Form 10-K.

Overview

We are a communications software innovator that powers multimedia social applications. We operate a network of consumer applications that we believe create a unique social media enterprise where users can meet, see, chat, broadcast and message in real time in a secure environment with others in our network. Our consumer applications generate revenue principally from subscription fees and advertising arrangements.

Our product portfolio includes Paltalk, Camfrog and Tinychat, which together host a large collection of video-based communities. Our other products include ManyCam and Vumber. ManyCam is a live streaming software and virtual camera that allows users to deliver professional live videos on streaming platforms, video conferencing apps and distance learning tools. Vumber is a telecommunications services provider that enables users to communicate privately by having multiple phone numbers with any area code through which calls can be forwarded to a user’s existing telephone number. We have an over 20-year history of technology innovation and hold 10 patents.

We believe that the scale of our user base presents a competitive advantage in the video social networking industry and provides growth opportunities to advance our existing products with up-sell opportunities and build future brands with cross-sell offers. We also believe that our proprietary consumer app technology platform can scalably support large communities of users in activities such as video, voice and text chat, online card games and board games and provide robust user monetization tools.

Our continued growth depends on attracting new consumer application users through the introduction of new applications, features and partnerships and further penetration of our existing markets. Our principal growth strategy is to invest in the development of proprietary software, expand our sales and marketing efforts with respect to such software, and increase our consumer application user base through potential platform partnerships and new and existing advertising campaigns that we run through internet and mobile advertising networks, all while balancing the capital needs of the business. Our strategy also includes the acquisition of, or investment in, technologies, solutions or businesses that complement our business and cross-selling them to additional synergistic businesses.

Our strategy is to approach these opportunities in a measured way, being mindful of our resources and evaluating factors such as potential revenue, time to market and amount of capital needed to invest in the opportunity.

Recent Developments

Stock Repurchase Plan

On March 23, 2022, we announced that our Board of Directors approved a stock repurchase plan for up to $1,750,000 of our outstanding common stock (the “Stock Repurchase Plan”). The Stock Repurchase Plan was effective as of March 29, 2022 and expired on March 29, 2023, the one-year anniversary of such date. Shares were repurchased from time-to-time in open market transactions at prevailing market prices, in privately negotiated transactions or by other means in accordance with federal securities laws, including Rule 10b5-1 programs. The actual timing, number and value of shares repurchased were determined by a committee of the Board of Directors at its discretion and depended on a number of factors, including the market price of our common stock, general market and economic conditions, alternative investment opportunities and other corporate considerations. As of March 31, 2023 and December 31, 2022, we had 641,963, and 636,771, shares of its common stock, respectively, classified as treasury shares on our consolidated balance sheets. During the three months ended March 31, 2023 5,192 shares of common stock were repurchased pursuant to the Stock Repurchase Plan at an average purchase price of $1.39.

Impact of Macro-Economic Factors

Our results of operations have been and may continue to be negatively impacted by macro-economic factors, including the timing of economic recessions and/or recovery and the overall inflationary environment. Prolonged periods of inflation may affect our ability to target new customers as well as keep existing customers engaged and may ultimately have a correlating effect on our users’ discretionary spending. Additionally, the closures of certain banks and their placement into receivership with the Federal Deposit Insurance Corporation created bank-specific and broader financial institution liquidity challenges and concerns. Future adverse developments with respect to specific financial institutions or the broader financial services industry may create additional market and economic uncertainty, which could affect our industry.

Operational Highlights and Business Objectives

During the three months ended March 31, 2023, we executed key components of our objectives:

  • the reported net loss remained relatively unchanged at $0.7 million for the quarter ended March 31, 2023, compared to the net loss for the quarter ended March 31, 2022 as the reduction in topline revenue was partially offset by reduced operating expenses as a result of operating efficiencies; and
  • reduced cash used in operations by $0.4 million for the three months ended March 31, 2023 compared to March 31, 2022.

For the near term, our business objectives include:

  • promoting expansion of the ManyCam product into business-to-business markets as well as working to integrate ManyCam as an upsell into our Paltalk product;
  • continuing to implement several enhancements to our live video chat applications as well as the integration of card and board games and other features focused on retention and monetization, which collectively are intended to increase user engagement and revenue opportunities;
  • continuing to explore strategic opportunities, including, but not limited to, potential mergers or acquisitions of other assets or entities that are synergistic to our businesses;
  • continuing to develop our consumer application platform strategy by seeking potential partnerships with large third-party communities to whom we could promote a co-branded version of our video chat products and potentially share in the incremental revenues generated by these partner communities; and
  • continuing to defend our intellectual property.

Sources of Revenue

Our main sources of revenue are subscription, advertising and other fees generated from users of our core video chat products, Paltalk and Camfrog, as well as revenue from downloads of our ManyCam software products. We expect that the majority of our revenue in future periods will continue to be generated from our core video chat products. We also have historically generated technology service revenue under licensing and service agreements that we negotiate with third parties which includes development, integration, engineering, licensing or other services that we provide.

Subscription Revenue

Our video chat platforms generate revenue primarily through subscription fees. Our tiers of subscriptions provide users with unlimited video windows and levels of status within the community. Multiple subscription tiers are offered in different durations depending on the product from one-, six-, twelve- and twenty-four month terms, which continue to vary as we continue to test and optimize length and pricing. Longer-term plans (those with durations longer than one month) are generally available at discounted monthly rates. Levels of membership benefits are offered in tiers, with the least membership benefits in the lowest paid tier and the most membership benefits in the highest paid tier. Our membership tiers are “Plus,” “Extreme,” “VIP” and “Prime” for Paltalk and “Pro,” “Extreme” and “Gold” for Camfrog. We also hold occasional promotions that offer discounted subscriptions and virtual gifts. Subscriptions for ManyCam are generally offered in annual and two-year terms, with exceptions made for enterprise sales.

We recognize revenue from monthly premium subscription services beginning in the month in which the subscriptions are originated. Revenues from multi-month (or annual) subscriptions are recognized on a gross and straight-line basis over the length of the subscription period. The unearned portion of subscription revenue is presented as deferred revenue in the accompanying condensed consolidated balance sheets.

We also offer virtual gifts to our users through our Paltalk, Camfrog and TinyChat applications. Users may purchase credits that can be redeemed for a host of virtual gifts such as a rose, a beer, or a car, among other items. Virtual gift revenue is recognized upon the users’ utilization of the virtual gift and included in subscription revenue. The unearned portion of virtual gifts revenue is presented as deferred revenue in the accompanying condensed consolidated balance sheets.

Advertising Revenue

We generate a portion of our revenue through advertisements on our video platforms. Advertising revenue is dependent upon the volume of advertising impressions viewed by active users as well as the advertising inventory we place on our products. We recognize advertising revenue as earned on a click-through, impression, registration or subscription basis. Measurements of impressions include when a user clicks on an advertisement (CPC basis), views an advertisement impression (CPM basis), or registers for an external website via an advertisement by clicking on or through our application (CPA basis).

Costs and Expenses

Cost of revenue

Cost of revenue consists primarily of compensation (including stock-based compensation) and other employee-related costs for personnel engaged in data center and customer care functions, credit card processing fees, hosting fees, and data center rent and bandwidth costs. Cost of revenue also includes compensation and other employee-related costs for technical personnel, consultants and subcontracting costs relating to technology service revenue.

Sales and marketing expense

Sales and marketing expense consist primarily of advertising expenditures and compensation (including stock-based compensation) and other employee-related costs for personnel and consultants engaged in sales and sales support functions. Advertising and promotional spend includes online marketing, including fees paid to search engines, and offline marketing, which primarily consists of partner-related payments to those who direct traffic to our brands.

Product development expense

Product development expense, which relates to the development of technology of our applications, consists primarily of compensation (including stock-based compensation) and other employee-related and consultant-related costs that are not capitalized for personnel engaged in the design, testing and enhancement of service offerings as well as amortization of capitalized website development costs.

General and administrative expense

General and administrative expense consists primarily of compensation (including non-cash stock-based compensation) and other employee-related costs for personnel engaged in executive management, finance, legal, tax and human resources and facilities costs and fees for other professional services and cost of insurance. General and administrative expense also includes depreciation of property and equipment and amortization of intangible assets.

Key Metrics

Our management relies on certain non-GAAP and/or unaudited performance indicators to manage and evaluate our business. The key performance indicators set forth below help us evaluate growth trends, establish budgets, measure the effectiveness of our advertising and marketing efforts and assess operational efficiencies. We also discuss net cash (used in) provided by operating activities under the ‟Results of Operations” and “Liquidity and Capital Resources” sections below. Adjusted EBITDA is discussed below.

Three Months Ended March 31, 2023 2022
Net cash used in operating activities $(802,991) $(1,232,954)
Net loss $(738,298) $(738,945)
Adjusted EBITDA $(648,294) $(484,431)
Adjusted EBITDA as percentage of total revenues (25.3)% (16.6)%

Adjusted EBITDA

Adjusted EBITDA is a non-GAAP financial measure. Adjusted EBITDA is defined as net loss adjusted to exclude interest (income), expense, net, other expense, income taxes (benefit) expense, depreciation and amortization expense, and stock-based compensation expense.

We present Adjusted EBITDA because it is a key measure used by our management and Board of Directors to understand and evaluate our core operating performance and trends, to develop short- and long-term operational plans and to allocate resources to expand our business. In particular, the exclusion of certain expenses in calculating Adjusted EBITDA can provide a useful measure for period-to-period comparisons of the cash operating income generated by our business. We believe that Adjusted EBITDA is useful to investors and others to understand and evaluate our operating results, and it allows for a more meaningful comparison between our performance and that of competitors.

Limitations of Adjusted EBITDA

Our use of Adjusted EBITDA has limitations as an analytical tool, and you should not consider this performance measure in isolation from or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are that Adjusted EBITDA does not reflect, among other things: interest (income) expense, net, provision for income taxes, depreciation and amortization expense, other expense, net, and stock-based compensation; Other companies, including companies in our industry, may calculate Adjusted EBITDA differently, which reduces its usefulness as a comparative measure.

Because of these limitations, you should consider Adjusted EBITDA alongside other financial performance measures, including various cash flow metrics, net loss and our other GAAP results. The following table presents a reconciliation of net loss, the most directly comparable financial measure calculated and presented in accordance with GAAP, to Adjusted EBITDA for each of the periods indicated:

Reconciliation of Net loss to Adjusted EBITDA: Three Months Ended March 31, 2023 2022
Net loss $(738,298) $(738,945)
Interest (income) expense, net (121,167) 1,862
Other expense, net -- 7,886
Income tax (benefit) expense (49,554) 16,031
Depreciation and amortization expense 205,584 76,264
Stock-based compensation expense 55,141 152,471
Adjusted EBITDA $(648,294) $(484,431)

Results of Operations

The following table sets forth condensed consolidated statements of operations data for each of the periods indicated as a percentage of total revenues:

Three Months Ended March 31, 2023 2022
Total revenue 100.0% 100.0%
Costs and expenses:
Cost of revenue 31.3% 22.3%
Sales and marketing expense 9.9% 14.1%
Product development expense 48.7% 52.3%
General and administrative expense 45.5% 35.7%
Total costs and expenses 135.5% 124.4%
Loss from operations (35.5)% (24.4)%
Interest income (expense), net 4.7% (0.1)%
Other expense -% (0.3)%
Loss from operations before provision for income taxes (30.7)% (24.8)%
Income tax benefit (expense) 1.9% (0.5)%
Net loss (28.8)% (25.3)%

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Three Months Ended March 31, 2023 Compared to Three Months Ended March 31, 2022

Revenue

Total revenue decreased by 12.4% to $2,564,017 for the three months ended March 31, 2023 from $2,926,701 for the three months ended March 31, 2022. This decrease was primarily driven by a decrease in subscription revenue.

The following table sets forth our subscription revenue, advertising revenue, technology service revenue and total revenue for the three months ended March 31, 2023 and the three months ended March 31, 2022, the increase or decrease between those periods, the percentage increase or decrease between those periods, and the percentage of total revenue that each represented for those periods:

Three Months Ended March 31, 2023 2022 $% Increase (Decrease) Increase (Decrease) % Revenue Three Months Ended March 31, 2023 2022
Subscription revenue $2,505,670 $2,846,339 $(340,669) (12.0)% 97.7% 97.3%
Advertising revenue 58,347 80,362 (22,015) (27.4)% 2.3% 2.7%
Total revenues $2,564,017 $2,926,701 $(362,684) (12.4)% 100.0% 100.0%

Subscription Revenue

Our subscription revenue for the three months ended March 31, 2023 decreased by $340,669, or 12.0%, as compared to the three months ended March 31, 2022. The decrease in subscription revenue was primarily driven by a decrease in new subscribers as well as a decrease in virtual gifts across the Paltalk and Camfrog applications.

Advertising Revenue

Our advertising revenue for the three months ended March 31, 2023 decreased by $22,015, or 27.4%, as compared to the three months ended March 31, 2022. The decrease in advertising revenue was primarily due to a decrease in the volume of advertising impressions related to changes in the optimization of third-party advertising partners.

Costs and Expenses

Total costs and expenses for the three months ended March 31, 2023 decreased by $166,831, or 4.6%, as compared to the three months ended March 31, 2022. The following table presents our costs and expenses for the three months ended March 31, 2023 and 2022, the increase or decrease between those periods and the percentage increase or decrease between those periods and the percentage of total revenue that each represented for those periods:

Three Months Ended March 31, 2023 2022 $% Increase (Decrease) Increase (Decrease) % Revenue Three Months Ended March 31, 2023 2022
Cost of revenue $802,475 $652,096 $150,379 23.1% 31.3% 22.3%
Sales and marketing expense 254,868 411,482 (156,614) (38.1)% 9.9% 14.1%
Product development expense 1,248,582 1,530,141 (281,559) (18.4)% 48.7% 52.3%
General and administrative expense 1,167,111 1,046,148 120,963 11.6% 45.5% 35.7%
Total costs and expenses $3,473,036 $3,639,867 $(166,831) (4.6)% 135.5% 124.4%

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Cost of revenue

Our cost of revenue for the three months ended March 31, 2023 increased by $150,379, or 23.1%, as compared to the three months ended March 31, 2022. This increase was a result of ManyCam expenses of $67,020, an increase in hosting expense of $92,506, as well as an increase in payment processing fees of approximately $15,978.

Sales and marketing expense

Our sales and marketing expense for the three months ended March 31, 2023 decreased by $156,614, or 38.1%, as compared to the three months ended March 31, 2022. The decrease in sales and marketing expense for the three months ended March 31, 2023 was primarily due to a decrease in marketing user acquisition expenses, including agent fees, of $126,615 as well as a decrease in marketing and branding expenses of $32,920.

Product development expense

Our product development expense for the three months ended March 31, 2023 decreased by $281,559, or 18.4%, as compared to the three months ended March 31, 2022. The decrease was primarily due to a decrease of approximately $145,199 related to development consulting services. We accomplished this by streamlining our offshore development efforts, from which we expect to realize further decreases in expenses as well as decreases in headcount of $56,979, amortization of $29,837 and domain name expense of $17,549.

General and administrative expense

Our general and administrative expense for the three months ended March 31, 2023 increased by $120,963, or 11.6%, as compared to the three months ended March 31, 2022. The increase in general and administrative expense for the three months ended March 31, 2023 was due to an increase in global professional and tax fees.

Non-Operating (Loss) Income

The following table presents the components of non-operating income (loss) for the three months ended March 31, 2023 and the three months ended March 31, 2022, the increase or decrease between those periods and the percentage increase or decrease between those periods and the percentage of total revenue that each represented for those periods:

Three Months Ended March 31, 2023 2022 $% Increase (Decrease) Increase (Decrease) % Revenue Three Months Ended March 31, 2023 2022
Interest income (expense), net $121,167 $(1,862) $123,029 6,607.4% 4.7% (0.1)%
Other expense - (7,886) 7,886 100% 0.0% (0.3)%
Total non-operating income (loss) $121,167 $(9,748) $130,915 1,343.0% 4.7% (0.4)%

Non-operating income for the three months ended March 31, 2023 was $121,167, an increase of $130,915 or 1,343.0%, as compared to non-operating loss of $9,748 for the three months ended March 31, 2022. The increase resulted from the interest earned in a high yield bank account.

Income Taxes

Our provision for income taxes consists of federal, foreign and state taxes, as applicable, in amounts necessary to align our year-to-date tax provision with the effective rate that it expects to achieve for the full year. For the three months ended March 31, 2023 and March 31, 2022, we recorded an income tax benefit of $49,554 and income tax provision of $16,031, respectively, consisting primarily of foreign, state and local taxes.

As of March 31, 2023, our conclusion regarding the realizability of our U.S. deferred tax assets did not change and we have recorded a full valuation allowance against them.

Liquidity and Capital Resources

Condensed Consolidated Statements of Cash Flows Data: Three Months Ended March 31, 2023 2022
Net cash used in operating activities $(802,991) $(1,232,954)
Net cash provided by (used in) investing activities - -
Net cash used in financing activities (7,213) -
Net decrease in cash and cash equivalents $(810,204) $(1,232,954)

Currently, our primary source of liquidity is cash on hand, and we believe that our cash and cash equivalents balance and our expected cash flows from operations will be sufficient to meet all of our financial obligations for one year from the date these financial statements are issued. As of March 31, 2023, we had $13,929,729 of cash and cash equivalents.

Our primary use of working capital is related to product development resources and an investment in marketing activities in order to maintain and create new services and features in applications for our clients and users. In particular, a significant portion of our working capital has been allocated to the improvement of our products. In the future, we may seek to grow our business by expending our capital resources to fund strategic acquisitions, investments and partnership opportunities.

Operating Activities

Net cash used in operating activities was $802,991 for the three months ended March 31, 2023, as compared to net cash used in operating activities of $1,232,954 for the three months ended March 31, 2022. Changes in accounts payable of $316,967 and accrued expenses and other current liabilities of $659,622 contributed to the use of cash flows from operations for the three months ended March 31, 2023. The decrease in cash flows used in operations resulted mainly from a decrease in subscription revenue and an increase in overall operating expenses during the first quarter of 2022, as we focused on user retention and engagement.

Investing Activities

There was no net cash provided by investing activities for the three months ended March 31, 2023 or the three months ended March 31, 2022.

Financing Activities

Net cash used in financing activities was $7,213 for the three months ended March 31, 2023, as compared to $0 of net cash provided by financing activities for the three months ended March 31, 2022. This increase in cash used in financing activities attributed to the Stock Repurchase Plan. For the three months ended March 31, 2023, we repurchased 5,192 shares of common stock for an aggregate purchase price of $7,213.

Contractual Obligations and Commitments

There have been no material changes to our contractual obligations and commitments disclosed in the contractual obligations and commitments section of Management’s Discussion and Analysis of Financial Condition and Results of Operations in the Form 10-K.

Off-Balance Sheet Arrangements

As of March 31, 2023, we did not have any off-balance sheet arrangements.

Controls and procedures

As filed, 1,750 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

Evaluation of Disclosure Controls and Procedures

Our management, including our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures. In designing and evaluating the disclosure controls and procedures, our chief executive officer recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

Based on the evaluation as of March 31, 2023, our management, including our principal executive officer and principal financial officer, concluded that our disclosure controls and procedures were effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) or 15d-15(f) under the Exchange Act) during the quarterly period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Risk factors

As filed, 253 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

There were no material changes to the Risk Factors disclosed in “Item 1A. Risk Factors” in the Form 10-K during the three months ended March 31, 2023. For more information concerning our risk factors, please see “Item 1A. Risk Factors” in the Form 10-K.

Figures reported in this filing

Standardized line items from the XBRL in this filing, for the period ended 2023-03-31. Comparative periods it repeats are left out.

Figures reported in this filing
Line itemPeriodValueXBRL concept
Revenue3 months2023-01-01 to 2023-03-31$2.6mus-gaap:Revenues
Cost of revenue3 months2023-01-01 to 2023-03-31$802.5kus-gaap:CostOfRevenue
Research and development3 months2023-01-01 to 2023-03-31$1.2mus-gaap:ResearchAndDevelopmentExpense
Operating income3 months2023-01-01 to 2023-03-31−$909.0kus-gaap:OperatingIncomeLoss
Income tax3 months2023-01-01 to 2023-03-31$49.6kus-gaap:IncomeTaxExpenseBenefit
Net income3 months2023-01-01 to 2023-03-31−$738.3kus-gaap:NetIncomeLoss
Diluted EPS3 months2023-01-01 to 2023-03-31−$0.08us-gaap:EarningsPerShareDiluted
Basic EPS3 months2023-01-01 to 2023-03-31−$0.08us-gaap:EarningsPerShareBasic
Diluted shares (weighted)3 months2023-01-01 to 2023-03-319,222,356 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Operating cash flow3 months2023-01-01 to 2023-03-31−$803.0kus-gaap:NetCashProvidedByUsedInOperatingActivities
Cash and equivalentsAt period end2023-03-31$13.9mus-gaap:CashAndCashEquivalentsAtCarryingValue
Current assetsAt period end2023-03-31$14.5mus-gaap:AssetsCurrent
Total assetsAt period end2023-03-31$24.3mus-gaap:Assets
Current liabilitiesAt period end2023-03-31$3.3mus-gaap:LiabilitiesCurrent
Total liabilitiesAt period end2023-03-31$4.0mus-gaap:Liabilities
Long-term debtAt period end2023-03-31$56.0kus-gaap:LongTermDebtNoncurrent
Shareholders' equityAt period end2023-03-31$20.3mus-gaap:StockholdersEquity

Source: SEC EDGAR, the filing index for accession 0001213900-23-037730. Last ingested by Listed: Oct 24, 2026, 15:09 ET. Listed shows no prices and gives no investment advice.