Form 8-K SRAX, Inc. For: May 18

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported) May 18, 2021 (May 17, 2021)

 

SRAX, INC.

(Exact name of registrant as specified in its charter)

 

Delaware		001-37916		45-2925231
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

2629 Townsgate Road #215, Westlake Village, CA		91361
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code:

(323) 694-9800

 

not applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

[  ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Title of Class		Trading Symbol		Name of Each Exchange on Which Registered
Class A Common stock		SRAX		NASDAQ Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company [  ]

 

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

 

 

 

Item 2.02 Results of Operations and Financial Condition

 

On May 17, 2021, SRAX, Inc. (the “Company”) disclosed certain financial results and operational results for the quarter ended March 31, 2021 in a press release. The press release is attached as Exhibit 99.01 and is incorporated herein by reference.

 

The information furnished under Items 2.02, including the accompanying Exhibit 99.01 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall such information be deemed to be incorporated by reference in any subsequent filing by the Company under the Securities Act of 1933 or the Exchange Act, regardless of the general incorporation language of such filing, except as specifically stated in such filing.

 

Item 7.01 Regulation FD Disclosure

 

On May 17, 2021 the Company held an earnings call. A video and audio of the earnings call, along with the slides presented are contained under the Multimedia tab of the Company’s website at the following link: https://srax.com/newsroom#multimedia.

 

The information contained in this Item 7.01 to this Current Report on Form 8-K and the exhibit attached hereto pertaining to this item shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information or such exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth in the exhibits to this Form 8-K relating to this item 7.01 shall not be deemed an admission as to the materiality of any information in this report that is required to be disclosed solely to satisfy the requirements of Regulation FD

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit No.		Description
99.01		Press Release Dated May 17, 2021

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Date:	May 18, 2021	SRAX, Inc.
			/s/ Christopher Miglino
		By:	Christopher Miglino
			Chief Executive Officer

 

 

INDEX OF EXHIBITS

 

Exhibit No.		Description
99.01		Press Release Dated May 17, 2021

 

 

 

SRAX Reports Continued Revenue Growth in Q1 2021 and Increases Full-Year Guidance

 

May 17, 2021 04:00 PM Eastern Daylight Time

 

LOS ANGELES—(BUSINESS WIRE)—SRAX, Inc. (NASDAQ: SRAX), a financial technology company that unlocks data and insights for publicly traded companies through Sequire, its SaaS platform, is providing unaudited financial results for Q1 of 2021 today, May 17th, 2021.

 

First Quarter 2021 and Recent Operational Highlights and Guidance

 

●	Revenue for Q1 of $5.4M up 1,450% year-over-year, 21% sequentially quarter-over-quarter, exceeding previous guidance
●	Full-year revenue guidance increased from $23M - $25M to $25M - $27M
●	Sequire bookings of $10M for Q1 and $7.2M to date in Q2
●	9 consecutive quarters of Sequire SAAS growth
●	Currently holding approximately $23M worth of marketable securities
●	200 public companies/partners have subscribed to Sequire, up 17 since our Q4 release
●	Sequire revenue to be recognized from existing contracts in 2021: $19.8M as of this release.
●	Second Quarter revenue guidance reiterated at $7M

 

Three months ended March 31, 2021

 

●	Total Revenue was $5.4M, an increase of 1,450% as compared to the same period last year.
●	Gross Margin was 70%, as compared to 68% in the same period last year.
●	Operating Expenses were $5M as compared to $4.1M in the same period last year.
●	EBITDA increase of $2.6M, ($600K) vs ($3.2M) in Q1 2020

 

SRAX less BIGtoken, Three months ended March 31, 2021

 

●	Total Revenue was $4.6M, an increase of 2,803% as compared to the same period last year.
●	Gross Margin was 70%, as compared to 91% in the same period last year.
●	Operating Expenses were $3M as compared to $1.7M in the same period last year.
●	EBITDA increase of $2M, $500K vs ($1.5M) in Q1 2020

 

“Our team has delivered another amazing quarter. We continue to see accelerated bookings into the second quarter, beat our Q1 guidance and increased our guidance for the year,” said Christopher Miglino, Founder and CEO of SRAX. “Our technology continues to deliver valuable results for our clients as we continue to add new features. We have a robust pipeline of features that will be added this year. The best of what we are building has not even hit the market yet,” added Miglino.

 

 

Video Call:

 

SRAX’s Founder and CEO Christopher Miglino and CFO Michael Malone will provide an operational and financial summary of Q1 on a video call, with a live question and answer session, on May 17th, 2021 at 1:30 pm PT/4:30 pm ET.

 

To register for the live webcast and view the presentation, please sign up here: https://Q12021earningscall.mysequire.com

 

To access the conference by phone:

 

Dial US +1 669-900-6833 | Webinar ID: 959-8207-6042 | Passcode: 288501

 

Non-GAAP Measures:

 

To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with generally accepted accounting principles in the United States (GAAP), we use the following non-GAAP financial measures: EBITDA. The presentation of these financial measures is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Investors are cautioned that there are material limitations associated with the use of non-GAAP financial measures as an analytical tool. In addition, these measures may be different from non-GAAP financial measures used by other companies, limiting their usefulness for comparison purposes. We compensate for these limitations by providing specific information regarding the GAAP amounts excluded from these non-GAAP financial measures. We believe these non-GAAP financial measures provide investors with useful supplemental information about the financial performance of our business, enable comparison of financial results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management in operating our business. For more information on our non-GAAP financial measures and a reconciliation of GAAP to non-GAAP measures, please see the “Reconciliation of GAAP to Non-GAAP Results” table in this press release.

  

SRAX less BIGtoken EBITDA is defined as earnings before interest, taxes, depreciation and amortization, changes in the fair-value of derivative and warrant liabilities and certain additional one-time charges and excluding the results from the BIGtoken carved-out entity.

 

About SRAX:

 

SRAX (NASDAQ: SRAX) is a financial technology company that unlocks data and insights for publicly traded companies. Through its premier investor intelligence and communications platform, Sequire, companies can track their investors’ behaviors and trends and use those insights to engage current and potential investors across marketing channels. For more information on SRAX, visit srax.com.

 

 

Safe Harbor Statement:

 

This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words or expressions such as “anticipate,” “plan,” “will,” “intend,” “believe” or “expect” or variations of such words and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements, including, without limitation, statements made with respect to expectations of our ability to increase our revenues, satisfy our obligations as they become due, report profitable operations and other risks and uncertainties as set forth in our Annual Report on Form 10-K for the year ended December 31, 2019, and our subsequent Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission. All forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements, many of which are generally outside the control of SRAX and are difficult to predict. SRAX undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

 

SEGEMENT OPERATING PERFORMANCE - As reported

 

Three months ended March 31,

 

		SEQUIRE												BIGTOKEN												CORPORATE & OTHER												ELIMINATIONS												CONSOLIDATED SRAX
($’s)		‘21				‘20				% chg				‘21				‘20				% chg				‘21				‘20				% chg				‘21				‘20				% chg				‘21				‘20				% chg
TOTAL REVENUE			4,553,000				107,000				n/m				855,000				193,000				343	%			364,000				52,000				600	%			(330,000	)			-				n/m				5,442,000				351,000				1450	%
COGS			1,376,000				14,000				n/m				273,000				98,000				179	%			1,000				-				n/m				-				-				n/m				1,650,000				112,000				n/m
Gross Margin			3,177,000				93,000				n/m				582,000				95,000				513	%			363,000				52,000				598	%			(330,000	)			-				n/m				3,792,000				239,000				n/m
Margin %			69.78	%			87	%							68.07	%			49	%							99.73	%			100	%							100.00	%			n/a								69.68	%			68	%
Cash OPEX			1,882,000				158,000				1091	%			1,976,000				1,801,000				10	%			1,126,000				1,492,000				-25	%			(330,000	)			-				n/a				4,654,000				3,450,000				35	%
EBITDA			1,295,000				(65,000	)			-2092	%			(1,394,000	)			(1,706,000	)			-18	%			(763,000	)			(1,440,000	)			-47	%			-				-				n/a				(862,000	)			(3,211,000	)			-73	%
Non Cash OPEX			76,000				26,000				192	%			142,000				569,000				-75	%			405,000				67,000				504	%			-				-				n/a				623,000				663,000				-6	%
Operating Expense			1,958,000				184,000				964	%			2,118,000				2,370,000				-11	%			1,531,000				1,559,000				-2	%			(330,000	)			-				n/m				5,277,000				4,113,000				28	%
Operating Income			1,219,000				(91,000	)			-1440	%			(1,536,000	)			(2,275,000	)			-32	%			(1,168,000	)			(1,507,000	)			-22	%			-				-				n/m				(1,485,000	)			(3,874,000	)			-62	%

 

Contacts

 

Bri Kelvin
[email protected]

 

 

 

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