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0001484769
fuboTV Inc. /FL
0001484769
2024-11-01
2024-11-01
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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): November 1, 2024
FUBOTV
INC.
(Exact
name of registrant as specified in its charter)
| Florida |
|
001-39590 |
|
26-4330545 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
Number) |
1290
Avenue of the Americas
New York, NY 10104
(Address
of principal executive offices) (Zip Code)
(212)
672-0055
(Registrant’s
telephone number, including area code)
N/A
(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:
| ☐ |
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)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common
Stock,
par value $0.0001 per share |
|
FUBO |
|
New
York Stock Exchange |
Indicate
by check mark whether the registrant is an emerging growth company as defined 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 check mark 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
November 1, 2024, fuboTV Inc. announced its financial results for the three months ended September 30, 2024. The full text of the shareholder
letter and press release issued in connection with the announcement are attached as Exhibits 99.1 and 99.2, respectively, to this Current
Report on Form 8-K.
The
information in this Item 2.02, including the information contained in Exhibits 99.1 and 99.2 of this Current Report on Form 8-K, shall
not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing
under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
The
following exhibits relating to Item 2.02 shall be deemed to be furnished, and not filed:
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
| |
FUBOTV
INC.
|
| |
|
|
| Date:
November 1, 2024 |
By: |
/s/
David Gandler |
| |
|
David
Gandler |
| |
|
Chief
Executive Officer |
Exhibit
99.1
November
1, 2024
Fellow
Shareholders:
We
are pleased to report we delivered strong results in 3Q with continued top-line growth and bottom-line improvements. We achieved North
America revenue growth of 21% and subscriber growth of 9% year-over-year, exceeding and meeting our targets, respectively. We also saw
improvement in our profitability metrics on a global basis in the third quarter, achieving a year-over-year improvement in Net Loss of
$29.8 million, Adjusted EBITDA of $33.8 million, Net cash provided by operating activities of $27.4 million, and Free Cash Flow of $31.3
million. Moreover, for the trailing twelve months we have improved those metrics on a year-over-year basis by $110.1 million, $98.8 million,
$95.6 million, and $96.1 million, respectively, demonstrating progress on our path to profitable growth.
We
continue to prioritize the delivery of a high-quality, innovative, and frictionless experience for our users that includes personalization
across content and price. During the quarter, we executed against this imperative by investing in our product and technology, and are
confident in our ability to leverage these investments to deliver value to customers and shareholders.
Our
commitment to promoting a competitive streaming landscape that benefits consumers compelled us to file an antitrust lawsuit against Disney,
Fox, and Warner Bros. Discovery. We are pleased that the court granted a preliminary injunction to temporarily block the launch of their
streaming joint venture. While the court’s ruling regarding the preliminary injunction did not specifically address the legality
of the programmers’ bundling practices, the court wrote that “it is difficult to avoid the conclusion that, on balance, these
practices are bad for consumers.”
We
are encouraged that the United States Department of Justice and the New York State Attorney General are both considering filing amicus
briefs supporting Fubo in the pending appeal of the preliminary injunction before the Second Circuit. Our fight is bipartisan, and we
are grateful for the support we have received from multiple members of Congress, public advocacy groups, distributors (including DIRECTV
and Dish Network) and programmers. We look forward to the opportunity to prove our claims when our antitrust lawsuit is presented at
trial scheduled for October 2025.
 |
| 1 |
Note:
Except as otherwise indicated, financial information presented and discussed in this letter reflects Fubo’s results on a continuing
operations basis, which excludes our former wagering reportable segment. See “Basis of Presentation – Continuing Operations”
below for further detail.
Summary Financials ($ in millions) Global | |
3Q23 | | |
4Q23 | | |
1Q24 | | |
2Q24 | | |
3Q24 | |
| Revenue | |
$ | 320.9 | | |
$ | 410.2 | | |
$ | 402.3 | | |
$ | 391.0 | | |
$ | 386.2 | |
| Year-over-Year % | |
| +42.6 | % | |
| +28.5 | % | |
| +24.0 | % | |
| +25.0 | % | |
| +20.3 | % |
| Total Operating Expenses | |
$ | 404.2 | | |
$ | 482.3 | | |
$ | 465.7 | | |
$ | 426.6 | | |
$ | 444.8 | |
| Year-over-Year % | |
| +23.0 | % | |
| +16.7 | % | |
| +14.7 | % | |
| +16.8 | % | |
| +10.0 | % |
| Net Loss | |
$ | -84.4 | | |
$ | -71.0 | | |
$ | -56.3 | | |
$ | -25.8 | | |
$ | -54.7 | |
| Year-over-Year (Abs.) | |
| +$21.4 | | |
| +$24.9 | | |
| +$27.0 | | |
| +$28.4 | | |
| +$29.8 | |
| Adjusted EBITDA | |
$ | -61.4 | | |
$ | -50.1 | | |
$ | -38.8 | | |
$ | -11.0 | | |
$ | -27.6 | |
| Year-over-Year (Abs.) | |
| +$21.6 | | |
| +$25.3 | | |
| +$20.1 | | |
| +$19.6 | | |
| +$33.8 | |
| Free Cash Flow | |
$ | -32.4 | | |
$ | -5.9 | | |
$ | -71.3 | | |
$ | -35.3 | | |
$ | -1.1 | |
| Year-over-Year (Abs.) | |
| +$37.3 | | |
| +$14.7 | | |
| +$9.7 | | |
| +$40.5 | | |
| +$31.3 | |
| North America (NA) | |
3Q23 | | |
4Q23 | | |
1Q24 | | |
2Q24 | | |
3Q24 | |
| Subscribers (thousands) | |
| 1,477 | | |
| 1,618 | | |
| 1,511 | | |
| 1,450 | | |
| 1,613 | |
| Year-over-Year % | |
| +20.0 | % | |
| +11.9 | % | |
| +17.6 | % | |
| +24.2 | % | |
| +9.2 | % |
| Revenue ($ in millions) | |
$ | 312.5 | | |
$ | 401.8 | | |
$ | 394.0 | | |
$ | 382.7 | | |
$ | 377.3 | |
| Year-over-Year % | |
| +42.6 | % | |
| +28.7 | % | |
| +24.5 | % | |
| +25.6 | % | |
| +20.7 | % |
| ARPU | |
$ | 83.51 | | |
$ | 86.65 | | |
$ | 84.54 | | |
$ | 85.69 | | |
$ | 85.64 | |
| Rest of World (ROW) | |
3Q23 | | |
4Q23 | | |
1Q24 | | |
2Q24 | | |
3Q24 | |
| Subscribers (thousands) | |
| 411 | | |
| 406 | | |
| 397 | | |
| 399 | | |
| 378 | |
| Year-over-Year % | |
| +14.9 | % | |
| -3.2 | % | |
| +4.9 | % | |
| +1.3 | % | |
| -8.1 | % |
| Revenue ($ in millions) | |
$ | 8.4 | | |
$ | 8.4 | | |
$ | 8.4 | | |
$ | 8.3 | | |
$ | 8.9 | |
| Year-over-Year % | |
| +45.1 | % | |
| +17.5 | % | |
| +7.2 | % | |
| +1.8 | % | |
| +6.0 | % |
| ARPU | |
$ | 6.98 | | |
$ | 6.81 | | |
$ | 7.00 | | |
$ | 7.02 | | |
$ | 7.50 | |
|
| 2 |
4Q
and FY Guidance
| Guidance (NA) | |
4Q24 | |
|
FY24 |
|
| Revenue ($ in millions) | |
$ |
426.1-$446.1 | |
|
$ |
1,580.0-$1,600.0 |
|
| Subscribers (thousands) | |
|
1,665-1,705 | |
|
|
1,665-1,705 |
|
| Guidance (ROW) | |
4Q24 | |
|
|
FY24 |
|
| Revenue ($ in millions) | |
$ |
7.9-$8.9 | |
|
$ |
33.0-$35.0 |
|
| Subscribers (thousands) | |
|
345-355 | |
|
|
345-355 |
|
3Q24
Financial Results
Net
Loss from continuing operations in 3Q24 was $54.7 million, leading to an earnings per share (EPS) loss of $0.17. This compares favorably
to a Net Loss from continuing operations of $84.4 million, or an EPS loss of $0.29, in 3Q23. Adjusted EPS loss in 3Q24 was $0.08, compared
to an adjusted EPS loss of $0.22 in 3Q23. Adjusted EPS excludes the impact of stock-based compensation, amortization of intangibles,
gain on extinguishment of debt and amortization of debt premium (discount), net, and certain litigation expenses.
In
3Q24 Adjusted EBITDA was -$27.6 million, a $33.8 million improvement when compared to 3Q23, reflecting our continued focus on efficient
growth and cost control.
Cash
Flow and Capital Structure
Net
cash provided by operating activities in 3Q24 was $2.4 million, a $27.4 million improvement compared to 3Q23, and Free Cash Flow in 3Q24
was -$1.1 million, an improvement of $31.3 million compared to 3Q23. These improvements, as well as our improvement in Adjusted EBITDA,
were the result of operating leverage and various efficiencies throughout the business.
|
| 3 |
We
ended the quarter with 334,092,630 shares of common stock issued and outstanding.
Product
and Technology
As
we shared last quarter, the launch of Unified Platform and the Fubo Free Tier create greater opportunities for user engagement, communication,
retention, and monetization. During the third quarter we introduced upsell capabilities through the Free Tier, allowing former paying
subscribers to seamlessly reactivate their subscription. In addition, we deployed enhanced merchandising capabilities to better showcase
content (such as our curated playlists for Euro 2024 and Copa that we featured during the quarter) and upsell opportunities (including
Unlimited DVR, which we also launched during the quarter).
During
the quarter, we also launched our popular Multiview feature in beta on select Roku devices. Fubo pioneered multiviewing with the first
live TV streaming multiview experience to market in 2020. In all iterations Fubo’s customers can select and stream up to four live
channels of their choosing simultaneously.
North
America Advertising
Fubo
delivered North America ad revenue of $26.9 million. Notably, our upfront commitments for the 2024-2025 season are up over 40% compared
to the 2023-2024 season, marking an all-time high for the company.
In
3Q 2024, we continued to leverage the growing connected TV (CTV) sales market through new proprietary ad formats such as The Triple Play.
This module allowed us to target engaged audiences through branded video content and banners inside a curated carousel of live TV content
on the home page. Walmart, our launch sponsor, successfully deployed the new format for its Back-To-School campaign.
North
America Content
We
continue to execute on our Super Aggregation strategy, which aims to offer consumers multiple and flexible subscription options, all
within the Fubo ecosystem. The recent launch of standalone subscription services enables users to access leading sports and entertainment
programming, live and VOD, without the purchase of the main Fubo vMVPD product. Alongside these subscription services, we offer Fubo
Free, a foundational free tier of FAST channels available to former Fubo paid and free trial subscribers, and our signature vMVPD product.
During
the quarter, we introduced a stand-alone Olympics section featuring highlights and recaps as well as easily accessible event-specific
programming, reflecting our investments in innovation to surface our diversified and expansive content portfolio. This initiative resulted
in 45% of active Fubo users engaging with Olympics content. Ad engagement was also strong with CTV measurement platform EDO determining
that viewers were 20% more likely to engage with ads during the 2024 Summer Olympics on Fubo than on linear TV.
Notably,
our owned & operated (O&O) Fubo Sports channel, one of the first FAST channels to launch in the marketplace back in 2019, reached
profitability in 3Q. Integral to our strategy is the channel’s distribution outside of the Fubo platform, increasing audience engagement
and ad revenue for the company. In 3Q, we expanded Fubo Sports’ distribution to include Amazon’s Prime Video in Canada.
We
have continued to launch additional O&O FAST channels, covering multiple genres, on Fubo and through our distribution partners. Our
3Q launch of BKFC TV, a partnership with Bare Knuckle Fighting Championship (BKFC), the world’s
fastest growing combat sports promotion, marked the first time BKFC TV was made available outside of the BKFC app.
Fubo
proudly remains the home for local sports, at the lowest price on the market compared to other vMVPDs. Our significant local sports coverage
has remained largely unchanged despite the recent disruption in the regional sports network (RSN) market, and we remain committed to
super-serving the ardent local sports fan with their home team’s games.
|
| 4 |
North
America Growth and Distribution
Fubo
was recently named the first Official Live TV Streaming Partner of The Athletic, one of the biggest brands in sports. The Athletic and
Fubo plan to jointly develop new product features on The Athletic platform designed to ultimately build a unique and market-leading user
experience. The multi-year partnership, which incorporates content and product integrations, is intended to drive audiences to both properties.
Guidance
North
America
Our
FY 2024 subscriber guidance now projects 1,665,000 to 1,705,000 subscribers, representing 4% year-over-year growth at the midpoint.
Our
FY 2024 revenue guidance now projects $1,580 million to $1,600 million, representing 19% year-over-year growth at the midpoint.
Our
4Q 2024 revenue guidance projects $426 million to $446 million, representing 9% year-over-year growth at the midpoint.
Rest
of World
Our
FY 2024 subscriber guidance now projects 345,000 to 355,000 subscribers, representing a 14% year-over-year decline at the midpoint.
Our
FY 2024 revenue guidance projects $33 to $35 million, representing 4% year-over-year growth at the midpoint.
Our
4Q 2024 revenue guidance projects $8 to $9 million, representing 0% year-over-year growth at the midpoint.
Conclusion
Fubo’s
third quarter of 2024 was notable for ongoing subscriber and revenue growth alongside improvements in key profitability metrics - all
important markers that give us continued confidence in our 2025 profitability goal. In addition, we are gratified by recent wins in our
ongoing fight for a fair and competitive marketplace. The streaming industry remains under constant disruption which Fubo sees as an
opportunity to build a distinctive sports entertainment streaming platform with consumer needs at its heart.
We
look forward to sharing updates on our progress as we continue on our path to profitability in 2025.
Sincerely,
| David Gandler,
co-founder and CEO |
Edgar Bronfman Jr., executive chairman |
|
| 5 |
3Q24
Earnings Live Conference Call
Fubo
CEO, David Gandler, and CFO, John Janedis, will host a live conference call today at 8:30 a.m. ET to deliver brief remarks followed by
Q&A. The live webcast will be available on the Events & Presentations page of Fubo’s investor relations website.
An archived replay will be available on Fubo’s website following the call. Participants should join the call 10 minutes prior to
ensure that they are connected prior to the event.
More
Information
We
encourage you to read our full set of financial statements and SEC filings, and to sign up for email alerts, on the investor relations
section of our website at ir.fubo.tv.
Additional
information is available at www.sec.gov under FuboTV Inc.’s filings, as well as https://ir.fubo.tv.
Fubo
intends to use its website as a disclosure channel and investors are encouraged to refer to it, as well as press releases and SEC filings.
The company encourages reading the full set of financial statements and related disclosures in its Annual Report on Form 10-K for the
year ended December 31, 2023 that has been filed with the SEC.
About
Fubo
With
a global mission to aggregate the best in TV, including premium sports, news and entertainment content, through a single app, FuboTV
Inc. (d/b/a Fubo) (NYSE: FUBO) aims to transcend the industry’s current TV model. The company operates Fubo in the U.S., Canada
and Spain and Molotov in France.
In
the U.S., Fubo is a sports-first cable TV replacement product that aggregates more than 400 live sports, news and entertainment networks
and is the only live TV streaming platform with every Nielsen-rated sports channel (source: Nielsen Total Viewers, 2023). Leveraging
Fubo’s proprietary data and technology platform optimized for live TV and sports viewership, subscribers can engage with the content
they are watching through an intuitive and personalized streaming experience. Fubo has continuously pushed the boundaries of live TV
streaming. It was the first virtual MVPD to launch 4K streaming and MultiView, which it did years ahead of its peers, as well as Instant
Headlines, a first-of-its-kind AI feature that generates contextual news topics as they are reported live on air.
Learn
more at https://fubo.tv
Forward-Looking
Statements
This
letter contains forward-looking statements of FuboTV Inc. (“Fubo”) that involve substantial risks and uncertainties. All
statements contained in this letter that do not relate to matters of historical fact are forward-looking statements within the meaning
of The Private Securities Litigation Reform Act of 1995, including statements regarding our business strategy and plans, including programming
and content partnerships, expectations regarding innovation, growth, macroeconomic, industry, advertising and consumer trends, anticompetitive
practices among our competitors and our response plan, including our pending antitrust lawsuit against the defendants Walt Disney Company,
Fox Corporation and Warner Brothers Discovery and external support for our position, planned product offerings, including technology
advancements, our liquidity and anticipated cash requirements, our financial condition and our anticipated financial performance, including
quarterly and annual guidance, expectations regarding profitability and our cash flow and Adjusted EBITDA targets. The words “could,”
“will,” “plan,” “intend,” “anticipate,” “approximate,” “expect,”
“potential,” “believe” or the negative of these terms or other similar expressions are intended to identify forward-looking
statements, although not all forward-looking statements contain these identifying words. Actual results or events could differ materially
from the plans, intentions and expectations disclosed in the forward-looking statements that Fubo makes due to a number of important
factors, including but not limited to the following: our ability to achieve or maintain profitability; risks related to our access to
capital and fundraising prospects to fund our financial operations and support our planned business growth; our revenue and gross profit
are subject to seasonality; our operating results may fluctuate; our ability to effectively manage our growth; the long-term nature of
our content commitments; our ability to renew our long-term content contracts on sufficiently favorable terms; our ability to attract
and retain subscribers; obligations imposed on us through our agreements with certain distribution partners; we may not be able to license
streaming content or other rights on acceptable terms; the restrictions imposed by content providers on our distribution and marketing
of our products and services; our reliance on third party platforms to operate certain aspects of our business; risks related to the
difficulty in measuring key metrics related to our business; risks related to preparing and forecasting our financial results; risks
related to the highly competitive nature of our industry; risks related to the potential launch of the joint venture by Walt Disney Company,
Fox Corporation and Warner Brothers Discovery; risks related to our technology, as well as cybersecurity and data privacy-related risks;
risks related to ongoing or future legal proceedings; and other risks, including the effects of industry, market, economic, political
or regulatory conditions, future exchange and interest rates, and changes in tax and other laws, regulations, rates and policies. Given
the many unknowns related to the potential launch of the defendants’ sports streaming joint venture, including the outcome of our
antitrust lawsuit, our forward-looking statements with respect to our anticipated financial performance in future periods, including
our profitability goals, do not reflect any potential impact of the launch to our business. Further risks that could cause actual results
to differ materially from those matters expressed in or implied by such forward-looking statements are discussed in our Quarterly Report
on Form 10-Q for the quarterly period ended June 30, 2024 filed with the Securities and Exchange Commission (“SEC”), our
Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024 to be filed with the SEC, and our other periodic filings
with the SEC. We encourage you to read such risks in detail. The forward-looking statements in this letter represent Fubo’s views
as of the date of this letter. Fubo anticipates that subsequent events and developments will cause its views to change. However, while
it may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so.
You should, therefore, not rely on these forward-looking statements as representing Fubo’s views as of any date subsequent to the
date of this letter.
(FuboTV
Inc. Financial Statements begin on the following pages)
|
| 6 |
fuboTV
Inc.
Condensed
Consolidated Statements of Operations and Comprehensive Loss
(in
thousands, except share and per share amounts)
| | |
For the Three Months Ended | |
| | |
September 30, | |
| | |
2024 | | |
2023 | |
| | |
Unaudited | | |
Unaudited | |
| Revenues | |
| | |
| |
| Subscription | |
$ | 356,575 | | |
$ | 289,623 | |
| Advertising | |
| 27,054 | | |
| 30,592 | |
| Other | |
| 2,578 | | |
| 720 | |
| Total revenues | |
| 386,207 | | |
| 320,935 | |
| Operating expenses | |
| | | |
| | |
| Subscriber related expenses | |
| 317,692 | | |
| 286,068 | |
| Broadcasting and transmission | |
| 14,390 | | |
| 15,187 | |
| Sales and marketing | |
| 55,226 | | |
| 60,494 | |
| Technology and development | |
| 21,187 | | |
| 17,506 | |
| General and administrative | |
| 26,528 | | |
| 15,861 | |
| Depreciation and amortization | |
| 9,816 | | |
| 9,103 | |
| Total operating expenses | |
| 444,839 | | |
| 404,219 | |
| Operating loss | |
| (58,632 | ) | |
| (83,284 | ) |
| | |
| | | |
| | |
| Other income (expense) | |
| | | |
| | |
| Interest expense | |
| (5,277 | ) | |
| (3,440 | ) |
| Interest income | |
| 1,565 | | |
| 2,960 | |
| Amortization of debt premium (discount), net | |
| 348 | | |
| (650 | ) |
| Gain on extinguishment of debt | |
| 7,752 | | |
| - | |
| Other (expense) income | |
| (245 | ) | |
| (318 | ) |
| Total other income (expense) | |
| 4,143 | | |
| (1,448 | ) |
| | |
| | | |
| | |
| Loss from continuing operations before income taxes | |
| (54,489 | ) | |
| (84,732 | ) |
| Income tax (provision) benefit | |
| (195 | ) | |
| 247 | |
| Net loss from continuing operations | |
| (54,684 | ) | |
| (84,485 | ) |
| | |
| | | |
| | |
| Discontinued operations | |
| | | |
| | |
| Net income from discontinued operations before income taxes | |
| 1,836 | | |
| 669 | |
| Net income from discontinued operations | |
| 1,836 | | |
| 669 | |
| | |
| | | |
| | |
| Net loss | |
| (52,848 | ) | |
| (83,816 | ) |
| | |
| | | |
| | |
| Less: Net loss attributable to non-controlling interest | |
| 425 | | |
| 5 | |
| Net loss attributable to common shareholders | |
$ | (52,423 | ) | |
$ | (83,811 | ) |
| | |
| | | |
| | |
| Other comprehensive loss | |
| | | |
| | |
| Foreign currency translation adjustment | |
| 5,817 | | |
| 3,858 | |
| Comprehensive loss attributable to common shareholders | |
$ | (46,606 | ) | |
$ | (79,953 | ) |
| | |
| | | |
| | |
| Net loss per share attributable to common shareholders | |
| | | |
| | |
| Basic and diluted loss per share from continuing operations | |
$ | (0.17 | ) | |
$ | (0.29 | ) |
| Basic and diluted income per share from discontinued operations | |
$ | 0.01 | | |
$ | 0.00 | |
| Basic and diluted net loss per share | |
$ | (0.16 | ) | |
$ | (0.29 | ) |
| Weighted average shares outstanding: | |
| | | |
| | |
| Basic and diluted | |
| 331,582,813 | | |
| 292,693,961 | |
| | |
| | | |
| | |
| Stock-based compensation was allocated as follows: | |
| | | |
| | |
| Subscriber related expenses | |
| 80 | | |
| 38 | |
| Sales and marketing | |
| 4,047 | | |
| 5,915 | |
| Technology and development | |
| 2,679 | | |
| 2,901 | |
| General and administrative | |
| 2,518 | | |
| 3,853 | |
| Total stock-based compensation | |
| 9,324 | | |
| 12,707 | |
|
| 7 |
fuboTV
Inc.
Condensed
Consolidated Balance Sheets
(in
thousands)
| | |
September 30, | | |
December 31, | |
| | |
2024 | | |
2023 | |
| | |
| Unaudited | | |
| Audited | |
| ASSETS | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 146,175 | | |
$ | 245,278 | |
| Accounts receivable, net | |
| 76,868 | | |
| 80,299 | |
| Prepaid sports rights | |
| 35,777 | | |
| 39,911 | |
| Prepaid and other current assets | |
| 19,650 | | |
| 20,804 | |
| Assets of discontinued operations | |
| 391 | | |
| 462 | |
| Total current assets | |
| 278,861 | | |
| 386,754 | |
| | |
| | | |
| | |
| Property and equipment, net | |
| 5,633 | | |
| 4,835 | |
| Restricted cash | |
| 6,143 | | |
| 6,142 | |
| Intangible assets, net | |
| 139,793 | | |
| 158,448 | |
| Goodwill | |
| 624,348 | | |
| 622,818 | |
| Right-of-use assets | |
| 32,976 | | |
| 35,825 | |
| Other non-current assets | |
| 14,544 | | |
| 17,818 | |
| Total assets | |
$ | 1,102,298 | | |
$ | 1,232,640 | |
| | |
| | | |
| | |
| LIABILITIES AND SHAREHOLDERS' EQUITY | |
| | | |
| | |
| Current liabilities | |
| | | |
| | |
| Accounts payable | |
$ | 60,492 | | |
$ | 74,311 | |
| Accrued expenses and other current liabilities | |
| 319,597 | | |
| 320,041 | |
| Notes payable | |
| 6,842 | | |
| 6,323 | |
| Deferred revenue | |
| 103,137 | | |
| 90,203 | |
| Long-term borrowings - current portion | |
| 1,117 | | |
| 1,612 | |
| Current portion of lease liabilities | |
| 5,485 | | |
| 5,247 | |
| Liabilities of discontinued operations | |
| 15,013 | | |
| 19,608 | |
| Total current liabilities | |
| 511,683 | | |
| 517,345 | |
| | |
| | | |
| | |
| Convertible notes, net | |
| 332,738 | | |
| 391,748 | |
| Lease liabilities | |
| 33,979 | | |
| 38,087 | |
| Other long-term liabilities | |
| 1,671 | | |
| 1,635 | |
| Total liabilities | |
| 880,071 | | |
| 948,815 | |
| | |
| | | |
| | |
| Shareholders' equity: | |
| | | |
| | |
| Common stock par value $0.0001: 1,000,000,000 and 800,000,000 shares authorized at September 30, 2024 and December 31, 2023, respectively; 334,092,630 and 299,215,160 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively | |
| 33 | | |
| 30 | |
| Additional paid-in capital | |
| 2,209,993 | | |
| 2,136,870 | |
| Accumulated deficit | |
| (1,979,247 | ) | |
| (1,845,542 | ) |
| Non-controlling interest | |
| (13,205 | ) | |
| (11,751 | ) |
| Accumulated other comprehensive income | |
| 4,653 | | |
| 4,218 | |
| Total shareholders' equity | |
$ | 222,227 | | |
$ | 283,825 | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | |
$ | 1,102,298 | | |
$ | 1,232,640 | |
|
| 8 |
fuboTV
Inc.
Condensed
Consolidated Statements of Cash Flows
(in
thousands)
| | |
For the Nine Months Ended | |
| | |
September 30, | |
| | |
2024 | | |
2023 | |
| | |
Unaudited | | |
Unaudited | |
| Cash flows from operating activities | |
| | | |
| | |
| Net loss | |
$ | (135,159 | ) | |
$ | (217,390 | ) |
| Less: Net income from discontinued operations, net of tax | |
| 1,687 | | |
| 4,672 | |
| Net loss from continuing operations | |
| (136,846 | ) | |
| (222,062 | ) |
| Adjustments to reconcile net loss to net cash used in operating activities: | |
| | | |
| | |
| Depreciation and amortization | |
| 28,596 | | |
| 26,858 | |
| Stock-based compensation | |
| 32,609 | | |
| 39,451 | |
| Amortization of debt (premium) discount, net | |
| (869 | ) | |
| 1,918 | |
| Gain on extinguishment of debt | |
| (29,513 | ) | |
| - | |
| Gain on sale of assets | |
| - | | |
| 2 | |
| Deferred income tax provision (benefit) | |
| - | | |
| (485 | ) |
| Amortization of right-of-use assets | |
| 2,849 | | |
| 2,337 | |
| Other adjustments | |
| 518 | | |
| 480 | |
| Changes in operating assets and liabilities of business | |
| | | |
| | |
| Accounts receivable, net | |
| 3,470 | | |
| (18,123 | ) |
| Prepaid expenses and other assets | |
| 4,214 | | |
| (14,173 | ) |
| Prepaid sports rights | |
| 4,433 | | |
| (1,125 | ) |
| Accounts payable | |
| (13,312 | ) | |
| (7,545 | ) |
| Accrued expenses and other liabilities | |
| (1,631 | ) | |
| 605 | |
| Deferred revenue | |
| 12,907 | | |
| 20,543 | |
| Lease liabilities | |
| (3,902 | ) | |
| (1,669 | ) |
| Net cash used in operating activities - continuing operations | |
| (96,477 | ) | |
| (172,988 | ) |
| Net cash used in operating activities - discontinued operations | |
| (2,837 | ) | |
| (2,569 | ) |
| Net cash used in operating activities | |
| (99,314 | ) | |
| (175,557 | ) |
| | |
| | | |
| | |
| Cash flows from investing activities | |
| | | |
| | |
| Purchases of property and equipment | |
| (1,899 | ) | |
| (375 | ) |
| Sale of property and equipment | |
| - | | |
| 11 | |
| Capitalization of internal use software | |
| (8,813 | ) | |
| (12,875 | ) |
| Purchase of intangible assets | |
| (540 | ) | |
| (2,899 | ) |
| Net cash used in investing activities | |
| (11,252 | ) | |
| (16,138 | ) |
| | |
| | | |
| | |
| Cash flows from financing activities | |
| | | |
| | |
| Proceeds from sale of common stock, net of fees | |
| 43,330 | | |
| 116,890 | |
| Redemption of non-controlling interest | |
| - | | |
| (2,147 | ) |
| Vested restricted stock unit settled for cash | |
| (181 | ) | |
| (125 | ) |
| Payments for financing costs | |
| (4,682 | ) | |
| - | |
| Repurchase of convertible notes | |
| (26,557 | ) | |
| - | |
| Proceeds from exercise of stock options | |
| 3 | | |
| 259 | |
| Repayments of notes payable and long-term borrowings | |
| (449 | ) | |
| (335 | ) |
| Net cash provided by financing activities | |
| 11,464 | | |
| 114,542 | |
| | |
| | | |
| | |
| Net decrease in cash, cash equivalents and restricted cash | |
| (99,102 | ) | |
| (77,153 | ) |
| Cash, cash equivalents and restricted cash at beginning of period | |
| 251,420 | | |
| 343,226 | |
| Cash, cash equivalents and restricted cash at end of period | |
$ | 152,318 | | |
$ | 266,073 | |
| | |
| | | |
| | |
| Supplemental disclosure of cash flows information: | |
| | | |
| | |
| Interest paid | |
| 14,627 | | |
| 13,120 | |
| Income tax paid | |
| 190 | | |
| 190 | |
| | |
| | | |
| | |
| Non cash financing and investing activities: | |
| | | |
| | |
| Accrued expenses - At-the-market offering | |
| 34 | | |
| 6 | |
| Accounts payable - purchase of property and equipment | |
| - | | |
| 403 | |
| Accounts payable - purchase of intangible assets | |
| - | | |
| 693 | |
|
| 9 |
Basis
of Presentation – Continuing Operations
In
connection with the dissolution of Fubo Gaming, Inc. and termination of Fubo Sportsbook, the assets and liabilities and the operations
of our former wagering reportable segment are presented as discontinued operations in our consolidated financial statements. With respect
to our continuing operations, we operate as a single reportable segment. Financial information presented in this letter reflects Fubo’s
results on a continuing operations basis, which excludes our former wagering reportable segment.
Key
Performance Metrics and Non-GAAP Measures
Paid
Subscribers
We
believe the number of paid subscribers is a relevant measure to gauge the size of our user base. Paid subscribers (“subscribers”)
are total subscribers that have completed registration with Fubo, have activated a payment method (only reflects one paying user per
plan), from which Fubo has collected payment in the month ending the relevant period. Users who are on a free (trial) period are not
included in this metric.
Average
Revenue per User (ARPU)
We
believe ARPU provides useful information for investors to gauge the revenue generated per subscriber on a monthly basis. ARPU, with respect
to a given period, is defined as total Subscription revenue and Advertising revenue recognized in such period, divided by the average
daily paid subscribers in such period, divided by the number of months in such period. Advertising revenue, like Subscription revenue,
is primarily driven by the number of subscribers to our platform and per-subscriber viewership such as the type of, and duration of,
content watched on platform. We believe ARPU is an important metric for both management and investors to evaluate the company’s
core operating performance and measure our subscriber monetization, as well as evaluate unit economics, payback on subscriber acquisition
cost and lifetime value per subscriber. In addition, we believe that presenting a geographic breakdown for North America ARPU and ROW
ARPU allows for a more meaningful assessment of the business because of the significant differences in both Subscription revenue and
Advertising revenue generated on a per subscriber basis in North America when compared to ROW due to our current subscription pricing
models and advertising monetization in the two geographic regions.
Adjusted
EBITDA
Adjusted
EBITDA is a non-GAAP measure defined as Net Loss from Continuing Operations, adjusted for depreciation and amortization, stock-based
compensation, certain litigation expenses, income tax provision (benefit), other (income) expenses, and one-time non-cash expenses. Certain
litigation expenses consists of legal expenses and related fees for specific proceedings that we have determined arise outside of the
ordinary course of business and do not consider representative of our underlying operating performance, based on the several considerations
which we assess regularly, including: (1) the frequency of similar cases that have been brought to date, or are expected to be brought
in the future; (2) matter-specific facts and circumstances, such as the unique nature or complexity of the case and/or remedy(ies) sought,
including the size of any monetary damages sought; (3) the counterparty involved; and (4) the extent to which management considers these
amounts for purposes of operating decision-making and in assessing operating performance.
|
| 10 |
Adjusted
EBITDA Margin
Adjusted
EBITDA Margin is a non-GAAP measure defined as Adjusted EBITDA divided by Revenue.
Adjusted
Net Loss
Adjusted
Net Loss is a non-GAAP measure defined as Net Loss Attributable to Common Shareholders, adjusting for discontinued operations, stock-based
compensation, change in fair value of warrants, amortization of debt premium (discount), amortization of intangible assets and other
non-cash items, and certain litigation expenses (as described further above, see “–Adjusted EBITDA”).
Adjusted
EPS (Earnings per Share)
Adjusted
EPS is a non-GAAP measure defined as Adjusted Net Loss divided by weighted average shares outstanding.
Free
Cash Flow
Free
Cash Flow is a non-GAAP measure defined as net cash used in operating activities - continuing operations, reduced by capital expenditures
(consisting of purchases of property and equipment), purchases of intangible assets and capitalization of internal use software. We believe
Free Cash Flow is an important liquidity measure of the cash that is available for operational expenses, investments in our business,
strategic acquisitions, and for certain other activities such as repaying debt obligations and stock repurchases. Free Cash Flow is a
key financial indicator used by management. Free Cash Flow is useful to investors as a liquidity measure because it measures our ability
to generate or use cash. The use of Free Cash Flow as an analytical tool has limitations due to the fact that it does not represent the
residual cash flow available for discretionary expenditures. Because of these limitations, Free Cash Flow should be considered along
with other operating and financial performance measures presented in accordance with GAAP.
Gross
Profit and Gross Margin (GAAP)
Gross
Profit is defined as Revenue less Subscriber related expenses and Broadcasting and transmission. Gross Margin is defined as Gross Profit
divided by Revenue. We believe these measures are useful because they represent key profitability metrics for our business and are used
by management to evaluate the performance of our business, including measuring the cost to deliver our product to subscribers against
revenue.
Subscriber
Acquisition Cost
Subscriber
Acquisition Cost (SAC) reflects total GAAP sales and marketing expenses less headcount related to sales and marketing spend for a given
period divided by Gross Paid Subscriber Additions for the same period.
Reconciliation
of Key Performance Metrics and Non-GAAP Financial Measures
Certain
measures used in this letter, including Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Loss, Adjusted EPS and Free Cash Flow,
are non-GAAP financial measures. We believe these are useful financial measures for investors as they are supplemental measures used
by management in evaluating our core operating performance. Our non-GAAP financial measures have limitations as analytical tools and
you should not consider them in isolation or as a substitute for an analysis of our results under GAAP. There are a number of limitations
related to the use of these non-GAAP financial measures versus their nearest GAAP equivalents. First, these non-GAAP financial measures
are not a substitute for GAAP financial measures. Second, these non-GAAP financial measures may not provide information directly comparable
to measures provided by other companies in our industry, as those other companies may calculate their non-GAAP financial measures differently.
The
following tables include reconciliations of the non-GAAP financial measures used in this letter to their most directly comparable GAAP
financial measures. The tables also include reconciliations of GAAP Subscription revenue and GAAP Advertising revenue to North America
ARPU and ROW ARPU, respectively, each of which is a key performance metric.
|
| 11 |
fuboTV
Inc.
Reconciliation
of GAAP Subscription and Advertising Revenue to North America ARPU
(in
thousands, except average subscribers and average per user amounts)
Year-over-Year
Comparison
| | |
Three Months Ended | |
| | |
September 30, 2024 | | |
June 30, 2024 | | |
March 31, 2024 | | |
December 31, 2023 | | |
September 30, 2023 | |
| | |
| | |
| | |
| | |
| | |
| |
| Subscription Revenue (GAAP) | |
$ | 356,575 | | |
$ | 362,936 | | |
$ | 373,714 | | |
$ | 370,087 | | |
$ | 289,623 | |
| Advertising Revenue (GAAP) | |
| 27,054 | | |
| 26,285 | | |
| 27,469 | | |
| 38,987 | | |
| 30,592 | |
| Subtract: | |
| | | |
| | | |
| | | |
| | | |
| | |
| ROW Subscription Revenue | |
| (8,696 | ) | |
| (8,049 | ) | |
| (8,143 | ) | |
| (8,042 | ) | |
| (8,108 | ) |
| ROW Advertising Revenue | |
| (201 | ) | |
| (257 | ) | |
| (244 | ) | |
| (382 | ) | |
| (285 | ) |
| Total | |
| 374,732 | | |
| 380,915 | | |
| 392,796 | | |
| 400,650 | | |
| 311,822 | |
| Divide: | |
| | | |
| | | |
| | | |
| | | |
| | |
| Average Subscribers (North America) | |
| 1,458,513 | | |
| 1,481,751 | | |
| 1,548,782 | | |
| 1,541,290 | | |
| 1,244,579 | |
| Months in Period | |
| 3 | | |
| 3 | | |
| 3 | | |
| 3 | | |
| 3 | |
| North America Monthly Average Revenue per User (NA ARPU) | |
$ | 85.64 | | |
$ | 85.69 | | |
$ | 84.54 | | |
$ | 86.65 | | |
$ | 83.51 | |
|
| 12 |
fuboTV
Inc.
Reconciliation
of GAAP Subscription and Advertising Revenue to ROW ARPU
(in
thousands, except average subscribers and average per user amounts)
Year-over-Year
Comparison
| | |
Three Months Ended | |
| | |
September 30, 2024 | | |
June 30, 2024 | | |
March 31, 2024 | | |
December 31, 2023 | | |
September 30, 2023 | |
| | |
| | |
| | |
| | |
| | |
| |
| Subscription Revenue (GAAP) | |
$ | 356,575 | | |
$ | 362,936 | | |
$ | 373,714 | | |
$ | 370,087 | | |
$ | 289,623 | |
| Advertising Revenue (GAAP) | |
| 27,054 | | |
| 26,285 | | |
| 27,469 | | |
| 38,987 | | |
| 30,592 | |
| Subtract: | |
| | | |
| | | |
| | | |
| | | |
| | |
| North America Subscription Revenue | |
| (347,879 | ) | |
| (354,887 | ) | |
| (365,571 | ) | |
| (362,045 | ) | |
| (281,515 | ) |
| North America Advertising Revenue | |
| (26,853 | ) | |
| (26,028 | ) | |
| (27,225 | ) | |
| (38,605 | ) | |
| (30,307 | ) |
| Total | |
| 8,897 | | |
| 8,306 | | |
| 8,387 | | |
| 8,424 | | |
| 8,393 | |
| Divide: | |
| | | |
| | | |
| | | |
| | | |
| | |
| Average Subscribers (ROW) | |
| 395,254 | | |
| 394,471 | | |
| 399,528 | | |
| 412,565 | | |
| 400,806 | |
| Months in Period | |
| 3 | | |
| 3 | | |
| 3 | | |
| 3 | | |
| 3 | |
| ROW Monthly Average Revenue per User (ROW ARPU) | |
$ | 7.50 | | |
$ | 7.02 | | |
$ | 7.00 | | |
$ | 6.81 | | |
$ | 6.98 | |
|
| 13 |
fuboTV
Inc.
Reconciliation
of Net Loss from Continuing Operations to Non-GAAP Adjusted EBITDA
(in
thousands)
Year-over-Year
Comparison
| | |
Three Months Ended | |
| | |
September 30, 2024 | | |
June 30, 2024 | | |
March 31, 2024 | | |
December 31, 2023 | | |
September 30, 2023 | |
| | |
| | |
| | |
| | |
| | |
| |
| Reconciliation of Net Loss from Continuing Operations to Adjusted EBITDA | |
| | | |
| | | |
| | | |
| | | |
| | |
| Net loss from continuing operations | |
$ | (54,684 | ) | |
$ | (25,833 | ) | |
$ | (56,329 | ) | |
$ | (71,042 | ) | |
$ | (84,485 | ) |
| Depreciation and amortization | |
| 9,816 | | |
| 9,519 | | |
| 9,261 | | |
| 9,638 | | |
| 9,103 | |
| Stock-based compensation | |
| 9,324 | | |
| 10,308 | | |
| 12,977 | | |
| 11,764 | | |
| 12,707 | |
| Certain litigation expenses(1) | |
| 11,930 | | |
| 4,856 | | |
| 2,257 | | |
| 555 | | |
| 76 | |
| Other income (expense) | |
| (4,143 | ) | |
| (9,941 | ) | |
| (7,097 | ) | |
| (654 | ) | |
| 1,448 | |
| Income tax (provision) benefit | |
| 195 | | |
| 99 | | |
| 113 | | |
| (397 | ) | |
| (247 | ) |
| Adjusted EBITDA | |
| (27,562 | ) | |
| (10,992 | ) | |
| (38,818 | ) | |
| (50,136 | ) | |
| (61,398 | ) |
| | |
| | | |
| | | |
| | | |
| | | |
| | |
| Adjusted EBITDA | |
| (27,562 | ) | |
| (10,992 | ) | |
| (38,818 | ) | |
| (50,136 | ) | |
| (61,398 | ) |
| Divide: | |
| | | |
| | | |
| | | |
| | | |
| | |
| Revenue | |
| 386,207 | | |
| 390,965 | | |
| 402,347 | | |
| 410,181 | | |
| 320,935 | |
| Adjusted EBITDA Margin | |
| -7.1 | % | |
| -2.8 | % | |
| -9.6 | % | |
| -12.2 | % | |
| -19.1 | % |
| (1) | Certain
litigation expenses consist of legal expenses and related fees for specific proceedings that
we have determined arise outside the ordinary course of business and do not consider representative
of our underlying operating performance. For the periods presented, the adjustment included
expenses attributable to antitrust and data privacy litigation. Note that in calculating
Adjusted EBITDA, prior to the second quarter of 2024 Fubo did not include adjustments for
Certain litigation expenses. For comparative purposes, prior quarter figures have been recast
to reflect this adjustment. |
|
| 14 |
fuboTV
Inc.
Reconciliation
of Net Loss from Continuing Operations to Non-GAAP Adjusted EBITDA (TTM)
(in
thousands)
Year-over-Year
Comparison
| | |
Trailing Twelve Months Ended | |
| | |
September 30, 2024 | | |
September 30, 2023 | |
| | |
| | |
| |
| Reconciliation of Net Loss from Continuing Operations to Adjusted EBITDA | |
| | | |
| | |
| Net loss from continuing operations | |
$ | (207,888 | ) | |
$ | (317,977 | ) |
| Depreciation and amortization | |
| 38,234 | | |
| 35,415 | |
| Stock-based compensation | |
| 44,373 | | |
| 49,364 | |
| Certain litigation expenses(1) | |
| 19,598 | | |
| 76 | |
| Other income (expense) | |
| (21,835 | ) | |
| 7,815 | |
| Income tax (provision) benefit | |
| 10 | | |
| (998 | ) |
| Adjusted EBITDA (TTM) | |
| (127,508 | ) | |
| (226,305 | ) |
| (1) | Certain
litigation expenses consist of legal expenses and related fees for specific proceedings that
we have determined arise outside the ordinary course of business and do not consider representative
of our underlying operating performance. For the periods presented, the adjustment included
expenses attributable to antitrust and data privacy litigation. Note that in calculating
Adjusted EBITDA, prior to the second quarter of 2024 Fubo did not include adjustments for
Certain litigation expenses. For comparative purposes, prior quarter figures have been recast
to reflect this adjustment. |
|
| 15 |
fuboTV
Inc.
Reconciliation
of Net Cash Used in Operating Activities - Continuing Operations to Free Cash Flow
(in
thousands)
Year-over-Year
Comparison
| | |
Three Months Ended | |
| | |
September 30, 2024 | | |
June 30, 2024 | | |
March 31, 2024 | | |
December 31, 2023 | | |
September 30, 2023 | |
| | |
| | |
| | |
| | |
| | |
| |
| Net cash used in operating activities - continuing operations | |
$ | 2,444 | | |
$ | (31,874 | ) | |
$ | (67,046 | ) | |
$ | (57 | ) | |
$ | (24,921 | ) |
| Subtract: | |
| | | |
| | | |
| | | |
| | | |
| | |
| Purchases of property and equipment | |
| (1,583 | ) | |
| (208 | ) | |
| (108 | ) | |
| (696 | ) | |
| (108 | ) |
| Capitalization of internal use software | |
| (1,984 | ) | |
| (3,221 | ) | |
| (3,609 | ) | |
| (4,407 | ) | |
| (4,471 | ) |
| Purchase of intangible assets | |
| - | | |
| - | | |
| (540 | ) | |
| (693 | ) | |
| (2,899 | ) |
| Free Cash Flow | |
| (1,123 | ) | |
| (35,303 | ) | |
| (71,303 | ) | |
| (5,853 | ) | |
| (32,399 | ) |
|
| 16 |
fuboTV
Inc.
Reconciliation
of Net Cash Used in Operating Activities - Continuing Operations to Free Cash Flow (TTM)
(in
thousands)
Year-over-Year
Comparison
| | |
Trailing Twelve Months Ended | |
| | |
September 30, 2024 | | |
September 30, 2023 | |
| | |
| | |
| |
| Net cash used in operating activities - continuing operations | |
$ | (96,534 | ) | |
$ | (192,106 | ) |
| Subtract: | |
| | | |
| | |
| Purchases of property and equipment | |
| (2,595 | ) | |
| (474 | ) |
| Capitalization of internal use software | |
| (13,220 | ) | |
| (14,213 | ) |
| Purchase of intangible assets | |
| (1,233 | ) | |
| (2,899 | ) |
| Free Cash Flow (TTM) | |
| (113,582 | ) | |
| (209,692 | ) |
|
| 17 |
fuboTV
Inc.
Reconciliation
of Net Loss Attributable to Common Shareholders to Non-GAAP Adjusted Net Loss and Adjusted EPS
(in
thousands)
Year-over-Year
Comparison
| | |
Three Months Ended | |
| | |
September 30, 2024 | | |
September 30, 2023 | |
| | |
| | |
| |
| Net loss attributable to common shareholders | |
$ | (52,423 | ) | |
$ | (83,811 | ) |
| Subtract: | |
| | | |
| | |
| Net income from discontinued operations, net of tax | |
| 1,836 | | |
| 669 | |
| Net loss from continuing operations attributable to common shareholders | |
| (54,259 | ) | |
| (84,480 | ) |
| | |
| | | |
| | |
| Net loss from continuing operations attributable to common shareholders | |
| (54,259 | ) | |
| (84,480 | ) |
| Stock-based compensation | |
| 9,324 | | |
| 12,707 | |
| Amortization of debt (premium) discount, net | |
| (348 | ) | |
| 650 | |
| Amortization of intangibles | |
| 9,431 | | |
| 8,839 | |
| Gain on extinguishment of debt | |
| (7,752 | ) | |
| - | |
| Certain litigation expenses(1) | |
| 11,930 | | |
| 76 | |
| Adjusted net loss from continuing operations | |
| (31,674 | ) | |
| (62,208 | ) |
| | |
| | | |
| | |
| Weighted average shares outstanding: | |
| | | |
| | |
| Basic and diluted | |
| 331,582,813 | | |
| 292,693,961 | |
| | |
| | | |
| | |
| Adjusted EPS from continuing operations | |
$ | (0.08 | ) | |
$ | (0.22 | ) |
| (1) | Certain
litigation expenses consist of legal expenses and related fees for specific proceedings that
we have determined arise outside the ordinary course of business and do not consider representative
of our underlying operating performance. For the periods presented, the adjustment included
expenses attributable to antitrust and data privacy litigation. Note that in calculating
Adjusted EPS, prior to the second quarter of 2024 Fubo did not include adjustments for Certain
litigation expenses. For comparative purposes, prior quarter figures have been recast to
reflect this adjustment. |
|
| 18 |
#
# #
Contacts
Investor
Contacts:
Ameet
Padte, Fubo
ameet@fubo.tv
JCIR
for Fubo
ir@fubo.tv
Media
Contacts:
Jennifer
L. Press, Fubo
jpress@fubo.tv
Bianca
Illion, Fubo
billion@fubo.tv
|
| 19 |
Exhibit
99.2
FOR
IMMEDIATE RELEASE
FUBO
CLOSED Q3 2024 WITH 21% YEAR-OVER-YEAR REVENUE GROWTH AND 1.613M SUBSCRIBERS IN NORTH AMERICA
COMPANY
ACHIEVED YEAR-OVER-YEAR IMPROVEMENT OF $110M IN NET LOSS AND $99M IN ADJUSTED EBITDA FOR THE TRAILING TWELVE MONTHS
NEW
YORK – NOVEMBER 1, 2024 – FuboTV Inc. (d/b/a/ Fubo) (NYSE: FUBO), the leading sports-first live TV streaming platform,
today announced its financial results for the third quarter ended September 30, 2024. The Company, targeting positive Free Cash Flow
in 2025, delivered continued top-line growth and bottom-line improvements, including year-over-year (YoY) improvements in Net Loss of
$110.1 million and Adjusted EBITDA (AEBITDA) of $98.8 million for the trailing twelve months (TTM).
Fubo
exceeded revenue guidance in North America, ending the third quarter with $377 million total revenue, up 21% YoY. The Company achieved
its third quarter subscriber goal, ending the period with 1.613 million subscribers, up 9% YoY. Fubo’s average revenue per user
(ARPU) expanded 2.5% YoY to $85.64.
In
the Rest of World (ROW), the Company delivered $8.9 million total revenue, up 6.0% YoY, and 378,000 paid subscribers, down 8.1% YoY.
ARPU reached $7.50, up 7.5% YoY. ROW includes the results of Molotov, the French live TV streaming service acquired by Fubo in December
2021.
Fubo
states its key metrics on a YoY basis given the seasonality of sports content.
Net
Loss from continuing operations in the third quarter was $54.7 million, leading to an earnings per share (EPS) loss of $0.17. This compares
favorably to a Net Loss from continuing operations of $84.4 million, or an EPS loss of $0.29, in the third quarter of 2023. Adjusted
EPS loss in the third quarter was $0.08, compared to an adjusted EPS loss of $0.22 in the third quarter of 2023.
In
the third quarter, AEBITDA was -$27.6 million, a $33.8 million improvement when compared to the third quarter of 2023. This reduction
was a result of Fubo’s continued focus on efficient growth and cost control.
Net
cash provided by operating activities in the third quarter was $2.4 million, a $27.4 million improvement compared to the third quarter
of 2023, and Free Cash Flow in the third quarter was -$1.1 million, an improvement of $31.3 million compared to third quarter of 2023.
These improvements, as with Fubo’s improvements in Net Loss and AEBITDA, were a result of operating leverage and continued efficiencies
throughout the business.
Fubo
ended the quarter with $152.3 million in cash, cash equivalents and restricted cash on hand.
Guidance
North
America
Fourth
Quarter 2024: Fubo is projecting $426 million to $446 million total revenue, representing 9% YoY growth at the midpoint.
Full
Year 2024: Fubo is now projecting $1.580 billion to $1.600 billion total revenue, representing 19% YoY growth at the midpoint, and 1,665,000
to 1,705,000 paid subscribers, representing 4% YoY growth at the midpoint.
ROW
Fourth
Quarter 2024: Fubo is projecting $8 million to $9 million total revenue, representing 0% YoY growth at the midpoint.
Full
Year 2024: Fubo is projecting $33 million to $35 million total revenue, representing 4% YoY growth at the midpoint, and now projecting
345,000 to 355,000 paid subscribers, representing a 14% YoY decline at the midpoint.
Complete
third quarter 2024 results are detailed in Fubo’s shareholder letter available on the Company’s IR site.
“Fubo
posted strong third quarter 2024 results, marked by continued expansion on the top-line and notable improvements on the bottom-line,”
said David Gandler, co-founder and CEO, Fubo. “We continue to prioritize the delivery of a high-quality, innovative and frictionless
experience for our users that includes personalization across content and price. This is what streaming should be, and it’s what
compelled us to file our antitrust lawsuit against Disney, Fox and Warner Bros. Discovery. We continue our fight to ensure American consumers
have the streaming experience they deserve.”
“Fubo’s
third quarter of 2024 was notable for ongoing subscriber and revenue growth alongside improvements in key profitability metrics - all
important markers that give us continued confidence in our 2025 profitability goal,” said Edgar Bronfman Jr., executive chairman,
Fubo. “In addition, we are gratified by recent wins in our ongoing fight for a fair and competitive marketplace, including the
granting of a preliminary injunction against the proposed sports streaming joint venture. The streaming industry remains under constant
disruption which Fubo sees as an opportunity to build a distinctive sports entertainment streaming platform with consumer needs at its
heart.”
Live
Webcast
Gandler
and CFO John Janedis will host a live conference call today at 8:30 a.m. ET to deliver brief remarks followed by Q&A. The live webcast
will be available on the Events & Presentations page of Fubo’s investor relations website. An archived replay
will be available on Fubo’s website following the call. Participants should join the call 10 minutes in advance to ensure that
they are connected prior to the event.
About
Fubo
With
a global mission to aggregate the best in TV, including premium sports, news and entertainment content, through a single app, FuboTV
Inc. (d/b/a Fubo) (NYSE: FUBO) aims to transcend the industry’s current TV model. The company operates Fubo in the U.S., Canada
and Spain and Molotov in France.
In
the U.S., Fubo is a sports-first cable TV replacement product that aggregates more than 400 live sports, news and entertainment networks
and is the only live TV streaming platform with every Nielsen-rated sports channel (source: Nielsen Total Viewers, 2023). Leveraging
Fubo’s proprietary data and technology platform optimized for live TV and sports viewership, subscribers can engage with the content
they are watching through an intuitive and personalized streaming experience. Fubo has continuously pushed the boundaries of live TV
streaming. It was the first virtual MVPD to launch 4K streaming and MultiView, which it did years ahead of its peers, as well as Instant
Headlines, a first-of-its-kind AI feature that generates contextual news topics as they are reported live on air.
Learn
more at https://fubo.tv
Basis
of Presentation – Continuing Operations
In
connection with the dissolution of Fubo Gaming, Inc. and termination of Fubo Sportsbook, the assets and liabilities and the operations
of our former wagering reportable segment are presented as discontinued operations in our consolidated financial statements. With respect
to our continuing operations, we operate as a single reportable segment. Financial information presented in this release reflects Fubo’s
results on a continuing operations basis, which excludes our former wagering reportable segment.
Key
Performance Metrics and Non-GAAP Measures
Paid
Subscribers
We
believe the number of paid subscribers is a relevant measure to gauge the size of our user base. Paid subscribers (“subscribers”)
are total subscribers that have completed registration with Fubo, have activated a payment method (only reflects one paying user per
plan), from which Fubo has collected payment in the month ending the relevant period. Users who are on a free (trial) period are not
included in this metric.
Average
Revenue per User (ARPU)
We
believe ARPU provides useful information for investors to gauge the revenue generated per subscriber on a monthly basis. ARPU, with respect
to a given period, is defined as total Subscription revenue and Advertising revenue recognized in such period, divided by the average
daily paid subscribers in such period, divided by the number of months in such period. Advertising revenue, like Subscription revenue,
is primarily driven by the number of subscribers to our platform and per-subscriber viewership such as the type of, and duration of,
content watched on platform. We believe ARPU is an important metric for both management and investors to evaluate the Company’s
core operating performance and measure our subscriber monetization, as well as evaluate unit economics, payback on subscriber acquisition
cost and lifetime value per subscriber. In addition, we believe that presenting a geographic breakdown for North America ARPU and ROW
ARPU allows for a more meaningful assessment of the business because of the significant differences in both Subscription revenue and
Advertising revenue generated on a per subscriber basis in North America when compared to ROW due to our current subscription pricing
models and advertising monetization in the two geographic regions.
Adjusted
EBITDA
Adjusted
EBITDA is a non-GAAP measure defined as Net Loss from Continuing Operations, adjusted for depreciation and amortization, stock-based
compensation, certain litigation expenses, income tax provision (benefit), other (income) expenses, and one-time non-cash expenses. Certain
litigation expenses consist of legal expenses and related fees and costs for specific proceedings that we have determined arise outside
of the ordinary course of business and do not consider representative of our underlying operating performance, based on the several considerations
which we assess regularly, including: (1) the frequency of similar cases that have been brought to date, or are expected to be brought
in the future; (2) matter-specific facts and circumstances, such as the unique nature or complexity of the case and/or remedy(ies) sought,
including the size of any monetary damages sought; (3) the counterparty involved; and (4) the extent to which management considers these
amounts for purposes of operating decision-making and in assessing operating performance.
Adjusted
EBITDA Margin
Adjusted
EBITDA Margin is a non-GAAP measure defined as Adjusted EBITDA divided by Revenue.
Adjusted
EPS (Earnings per Share)
Adjusted
EPS is a non-GAAP measure defined as Adjusted Net Loss divided by weighted average shares outstanding.
Adjusted
Net Loss
Adjusted
Net Loss is a non-GAAP measure defined as Net Loss Attributable to Common Shareholders, adjusting for discontinued operations, stock-based
compensation, change in fair value of warrants, amortization of debt premium (discount), amortization of intangible assets and other
non-cash items, and certain litigation expenses (as described further above, see “Adjusted EBITDA”).
Free
Cash Flow
Free
Cash Flow is a non-GAAP measure defined as net cash used in operating activities - continuing operations, reduced by capital expenditures
(consisting of purchases of property and equipment), purchases of intangible assets and capitalization of internal use software. We believe
Free Cash Flow is an important liquidity measure of the cash that is available for operational expenses, investments in our business,
strategic acquisitions, and for certain other activities such as repaying debt obligations and stock repurchases. Free Cash Flow is a
key financial indicator used by management. Free Cash Flow is useful to investors as a liquidity measure because it measures our ability
to generate or use cash. The use of Free Cash Flow as an analytical tool has limitations due to the fact that it does not represent the
residual cash flow available for discretionary expenditures. Because of these limitations, Free Cash Flow should be considered along
with other operating and financial performance measures presented in accordance with GAAP.
Reconciliation
of Key Performance Metrics and Non-GAAP Financial Measures
Certain
measures used in this release, including Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Loss, Adjusted EPS and Free Cash Flow,
are non-GAAP financial measures. We believe these are useful financial measures for investors as they are supplemental measures used
by management in evaluating our core operating performance. Our non-GAAP financial measures have limitations as analytical tools and
you should not consider them in isolation or as a substitute for an analysis of our results under GAAP. There are a number of limitations
related to the use of these non-GAAP financial measures versus their nearest GAAP equivalents. First, these non-GAAP financial measures
are not a substitute for GAAP financial measures. Second, these non-GAAP financial measures may not provide information directly comparable
to measures provided by other companies in our industry, as those other companies may calculate their non-GAAP financial measures differently.
The
following tables include reconciliations of the non-GAAP financial measures used in this press release to their most directly comparable
GAAP financial measures. The tables also include reconciliations of GAAP Subscription revenue and GAAP Advertising revenue to North America
ARPU and ROW ARPU, respectively, each of which is a key performance metric.
fuboTV
Inc.
Reconciliation
of GAAP Subscription and Advertising Revenue to North America ARPU
(in
thousands, except average subscribers and average per user amounts)
Year-over-Year
Comparison
| | |
Three Months Ended | |
| | |
September 30, 2024 | | |
September 30, 2023 | |
| | |
| | |
| |
| Subscription Revenue (GAAP) | |
$ | 356,575 | | |
$ | 289,623 | |
| Advertising Revenue (GAAP) | |
| 27,054 | | |
| 30,592 | |
| Subtract: | |
| | | |
| | |
| ROW Subscription Revenue | |
| (8,696 | ) | |
| (8,108 | ) |
| ROW Advertising Revenue | |
| (201 | ) | |
| (285 | ) |
| Total | |
| 374,732 | | |
| 311,822 | |
| Divide: | |
| | | |
| | |
| Average Subscribers (North America) | |
| 1,458,513 | | |
| 1,244,579 | |
| Months in Period | |
| 3 | | |
| 3 | |
| North America Monthly Average Revenue per User (NA ARPU) | |
$ | 85.64 | | |
$ | 83.51 | |
fuboTV
Inc.
Reconciliation
of Net Loss from Continuing Operations to Non-GAAP Adjusted EBITDA
(in
thousands)
Year-over-Year
Comparison
| | |
Three Months Ended | |
| | |
September 30, 2024 | | |
September 30, 2023 | |
| | |
| | |
| |
| Reconciliation of Net Loss from Continuing Operations to Adjusted EBITDA | |
| | | |
| | |
| Net loss from continuing operations | |
$ | (54,684 | ) | |
$ | (84,485 | ) |
| Depreciation and amortization | |
| 9,816 | | |
| 9,103 | |
| Stock-based compensation | |
| 9,324 | | |
| 12,707 | |
| Certain litigation expenses(1) | |
| 11,930 | | |
| 76 | |
| Other income (expense) | |
| (4,143 | ) | |
| 1,448 | |
| Income tax (provision) benefit | |
| 195 | | |
| (247 | ) |
| Adjusted EBITDA | |
| (27,562 | ) | |
| (61,398 | ) |
| | |
| | | |
| | |
| Adjusted EBITDA | |
| (27,562 | ) | |
| (61,398 | ) |
| Divide: | |
| | | |
| | |
| Revenue | |
| 386,207 | | |
| 320,935 | |
| Adjusted EBITDA Margin | |
| -7.1 | % | |
| -19.1 | % |
fuboTV
Inc.
Reconciliation
of Net Loss from Continuing Operations to Non-GAAP Adjusted EBITDA (TTM)
(in
thousands)
Year-over-Year
Comparison
| | |
Trailing Twelve Months Ended | |
| | |
September 30, 2024 | | |
September 30, 2023 | |
| | |
| | |
| |
| Reconciliation of Net Loss from Continuing Operations to Adjusted EBITDA | |
| | | |
| | |
| Net loss from continuing operations | |
$ | (207,888 | ) | |
$ | (317,977 | ) |
| Depreciation and amortization | |
| 38,234 | | |
| 35,415 | |
| Stock-based compensation | |
| 44,373 | | |
| 49,364 | |
| Certain litigation expenses(1) | |
| 19,598 | | |
| 76 | |
| Other income (expense) | |
| (21,835 | ) | |
| 7,815 | |
| Income tax (provision) benefit | |
| 10 | | |
| (998 | ) |
| Adjusted EBITDA (TTM) | |
| (127,508 | ) | |
| (226,305 | ) |
fuboTV
Inc.
Reconciliation
of Net Cash Used in Operating Activities - Continuing Operations to Free Cash Flow
(in
thousands)
Year-over-Year
Comparison
| | |
Three Months Ended | |
| | |
September 30, 2024 | | |
September 30, 2023 | |
| | |
| | |
| |
| Net cash used in operating activities - continuing operations | |
$ | 2,444 | | |
$ | (24,921 | ) |
| Subtract: | |
| | | |
| | |
| Purchases of property and equipment | |
| (1,583 | ) | |
| (108 | ) |
| Capitalization of internal use software | |
| (1,984 | ) | |
| (4,471 | ) |
| Purchase of intangible assets | |
| - | | |
| (2,899 | ) |
| Free Cash Flow | |
| (1,123 | ) | |
| (32,399 | ) |
fuboTV
Inc.
Reconciliation
of Net Cash Used in Operating Activities - Continuing Operations to Free Cash Flow (TTM)
(in
thousands)
Year-over-Year
Comparison
| | |
Trailing Twelve Months Ended | |
| | |
September 30, 2024 | | |
September 30, 2023 | |
| | |
| | |
| |
| Net cash used in operating activities - continuing operations | |
$ | (96,534 | ) | |
$ | (192,106 | ) |
| Subtract: | |
| | | |
| | |
| Purchases of property and equipment | |
| (2,595 | ) | |
| (474 | ) |
| Capitalization of internal use software | |
| (13,220 | ) | |
| (14,213 | ) |
| Purchase of intangible assets | |
| (1,233 | ) | |
| (2,899 | ) |
| Free Cash Flow (TTM) | |
| (113,582 | ) | |
| (209,692 | ) |
fuboTV
Inc.
Reconciliation
of Net Loss Attributable to Common Shareholders to Non-GAAP Adjusted Net Loss and Adjusted EPS
(in
thousands)
Year-over-Year
Comparison
| | |
Three Months Ended | |
| | |
September 30, 2024 | | |
September 30, 2023 | |
| | |
| | |
| |
| Net loss attributable to common shareholders | |
$ | (52,423 | ) | |
$ | (83,811 | ) |
| Subtract: | |
| | | |
| | |
| Net income from discontinued operations, net of tax | |
| 1,836 | | |
| 669 | |
| Net loss from continuing operations attributable to common shareholders | |
| (54,259 | ) | |
| (84,480 | ) |
| | |
| | | |
| | |
| Net loss from continuing operations attributable to common shareholders | |
| (54,259 | ) | |
| (84,480 | ) |
| Stock-based compensation | |
| 9,324 | | |
| 12,707 | |
| Amortization of debt (premium) discount, net | |
| (348 | ) | |
| 650 | |
| Amortization of intangibles | |
| 9,431 | | |
| 8,839 | |
| Gain on extinguishment of debt | |
| (7,752 | ) | |
| - | |
| Certain litigation expenses(1) | |
| 11,930 | | |
| 76 | |
| Adjusted net loss from continuing operations | |
| (31,674 | ) | |
| (62,208 | ) |
| | |
| | | |
| | |
| Weighted average shares outstanding: | |
| | | |
| | |
| Basic and diluted | |
| 331,582,813 | | |
| 292,693,961 | |
| | |
| | | |
| | |
| Adjusted EPS from continuing operations | |
$ | (0.08 | ) | |
$ | (0.22 | ) |
| (1) | Certain
litigation expenses consist of legal expenses and related fees for specific proceedings that
we have determined arise outside of the ordinary course of business and do not consider representative
of our underlying operating performance. For the periods presented, the adjustment included
expenses attributable to antitrust and data privacy litigation. Note that in calculating
Adjusted EPS, prior to the second quarter of 2024 Fubo did not include adjustments for Certain
litigation expenses. For comparative purposes, prior quarter figures have been recast to
reflect this adjustment. |
Cautionary
Note Regarding Forward-Looking Statements
This
press release contains forward-looking statements of FuboTV Inc. (“Fubo”) that involve substantial risks and uncertainties.
All statements contained in this press release that do not relate to matters of historical fact are forward-looking statements within
the meaning of The Private Securities Litigation Reform Act of 1995, including statements regarding our business strategy and plans,
industry trends, anticompetitive practices among our competitors and our response plan, including our pending antitrust lawsuit against
the defendants Walt Disney Company, Fox Corporation and Warner Brothers Discovery, our liquidity and anticipated cash requirements, our
financial condition, and our anticipated financial performance, including quarterly and annual guidance, expectations regarding profitability
and our cash flow and Adjusted EBITDA targets. The words “could,” “will,” “plan,” “intend,”
“anticipate,” “approximate,” “expect,” “potential,” “believe” or the negative
of these terms or other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements
contain these identifying words. Actual results or events could differ materially from the plans, intentions and expectations disclosed
in the forward-looking statements that Fubo makes due to a number of important factors, including but not limited to the following: our
ability to achieve or maintain profitability; risks related to our access to capital and fundraising prospects to fund our financial
operations and support our planned business growth; our revenue and gross profit are subject to seasonality; our operating results may
fluctuate; our ability to effectively manage our growth; the long-term nature of our content commitments; our ability to renew our long-term
content contracts on sufficiently favorable terms; our ability to attract and retain subscribers; obligations imposed on us through our
agreements with certain distribution partners; we may not be able to license streaming content or other rights on acceptable terms; the
restrictions imposed by content providers on our distribution and marketing of our products and services; our reliance on third party
platforms to operate certain aspects of our business; risks related to the difficulty in measuring key metrics related to our business;
risks related to preparing and forecasting our financial results; risks related to the highly competitive nature of our industry; risks
related to the potential launch of the joint venture by Walt Disney Company, Fox Corporation and Warner Brothers Discovery; risks related
to our technology, as well as cybersecurity and data privacy-related risks; risks related to ongoing or future legal proceedings; and
other risks, including the effects of industry, market, economic, political or regulatory conditions, future exchange and interest rates,
and changes in tax and other laws, regulations, rates and policies. Given the many unknowns related to the potential launch of the defendants’
sports streaming joint venture, including the outcome of our antitrust lawsuit, our forward-looking statements with respect to our anticipated
financial performance in future periods, including our profitability goals, do not reflect any potential impact of the launch to our
business. Further risks that could cause actual results to differ materially from those matters expressed in or implied by such forward-looking
statements are discussed in our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024 filed with the Securities
and Exchange Commission (“SEC”), our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024 to be
filed with the SEC, and our other periodic filings with the SEC. We encourage you to read such risks in detail. The forward-looking statements
in this press release represent Fubo’s views as of the date of this press release. Fubo anticipates that subsequent events and
developments will cause its views to change. However, while it may elect to update these forward-looking statements at some point in
the future, it specifically disclaims any obligation to do so. You should, therefore, not rely on these forward-looking statements as
representing Fubo’s views as of any date subsequent to the date of this press release.
#
# #
Investor
Contacts
Ameet
Padte, Fubo
ameet@fubo.tv
JCIR
for Fubo
ir@fubo.tv
Media
Contacts
Jennifer
L. Press, Fubo
jpress@fubo.tv
Bianca
Illion, Fubo
billion@fubo.tv
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dei_ |
| Data Type: |
dei:centralIndexKeyItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionIndicate if registrant meets the emerging growth company criteria. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityEmergingGrowthCompany |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
| Name: |
dei_EntityFileNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:fileNumberItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
| Name: |
dei_EntityIncorporationStateCountryCode |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarStateCountryItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityRegistrantName |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityTaxIdentificationNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:employerIdItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionLocal phone number for entity.
| Name: |
dei_LocalPhoneNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
| Name: |
dei_PreCommencementIssuerTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
| Name: |
dei_PreCommencementTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTitle of a 12(b) registered security. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
| Name: |
dei_Security12bTitle |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:securityTitleItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionName of the Exchange on which a security is registered. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
| Name: |
dei_SecurityExchangeName |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarExchangeCodeItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
| Name: |
dei_SolicitingMaterial |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
| Name: |
dei_TradingSymbol |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:tradingSymbolItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
| Name: |
dei_WrittenCommunications |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
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