RSVRW Reservoir Media Inc

 

 

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): October 30, 2024

 

RESERVOIR MEDIA, INC.

(Exact name of registrant as specified in its charter)

 

Delaware		001-39795		83-3584204
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

200 Varick Street Suite 801 New York, New York		10014
(Address of principal executive offices)		(Zip Code)

 

(212) 675-0541

(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, $0.0001 par value per share		RSVR		The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share		RSVRW		The Nasdaq Stock Market LLC

 

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 x

 

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 October 30, 2024, Reservoir Media, Inc., a Delaware corporation (the “Company”), issued a press release announcing the condensed consolidated financial results of the Company for the quarter ended September 30, 2024. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information contained in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, 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 Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any filing by the Company with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended, or the Exchange Act, unless the Company expressly sets forth by specific reference in such filing that such information is to be considered “filed” or incorporated by reference therein.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

  

Exhibit No.		Description
99.1		Press release, dated October 30, 2024.
104		The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

  

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

		RESERVOIR MEDIA, INC.
Date:	October 30, 2024	By:	/s/ Golnar Khosrowshahi
			Name: Golnar Khosrowshahi
			Title:   Chief Executive Officer

 

 

Exhibit 99.1

 

 

 

RESERVOIR MEDIA ANNOUNCES SECOND QUARTER

FISCAL 2025 RESULTS

 

Robust Activity in Music Publishing Grew Top-Line by 6%

 

Expanded Margins and Strong Cost Discipline Support Strong Profitability Growth

 

Raises Fiscal 2025 Financial Outlook for Both Top-Line and Adjusted EBITDA

 

October 30, 2024, New York — Reservoir Media, Inc. (NASDAQ: RSVR) (“Reservoir” or the “Company”), an award-winning independent music company, today announced financial results for the second quarter of fiscal 2025 ended September 30, 2024.

 

Recent Highlights:

 

·

Revenue of $40.7 million, increased 5% organically, or 6% including acquisitions year-over-year

o

Music Publishing revenue rose 10% year-over-year

o

Recorded Music revenue decreased by 1% year-over-year

·

Operating Income of $10.1 million, increased by $4.0 million year-over-year

·

OIBDA (“Operating Income Before Depreciation & Amortization”) of $16.6 million, an increase of 34% year-over-year

·

Net Income of $0.2 million, or $0.00 per share, compared to a net income of $0.7 million, or $0.01 per share

·

Adjusted EBITDA of $17.6 million, up 11% year-over-year

·

Partnered with rap icon and multifaceted entertainer and entrepreneur, Snoop Dogg, as well as Snoop’s Death Row Records in a new publishing deal, which includes Snoop’s legendary catalogue and Death Row hits.

·

Signed publishing deals with Grammy and Juno award-winning singer-songwriter k.d. lang, Top 10 Billboard country writer-producer Travis Heidelman, in-demand, Nashville-based songwriter Jon Decious, dance writer-producer Kes Kamara, and multi-genre writer-producer Ben Stancombe.

·

Acquired publishing catalog of acclaimed Elvis songwriter the late Billy Strange and rights to the producer catalog of celebrated rock producer Jack Douglas.

 

Management Commentary:

 

“From Snoop Dogg to k.d. lang to Jack Douglas and more, this quarter represented a period of notable growth for our roster. Reservoir has proven again its capability to attract top-tier talent who help define their various music genre landscapes, popular culture, and beyond,” said Golnar Khosrowshahi, Founder and Chief Executive Officer of Reservoir Media. “Meanwhile, our existing roster of talent continued to deliver chart-topping music, earning accolades and acclaim across the industry and contributing to Reservoir’s position on Billboard’s Top 10 market share evaluation.”

 

  

 

 

 

Second Quarter Fiscal 2025 Financial Results

 

Summary Financials		Q2 FY25				Q2 FY24				Change
Total Revenue		$	40.7			$	38.4				6	%
Music Publishing Revenue		$	28.6			$	25.9				10	%
Recorded Music Revenue		$	10.7			$	10.8				(1	%)
Operating Income		$	10.1			$	6.1				65	%
OIBDA		$	16.6			$	12.4				34	%
Net Income		$	0.2			$	0.7				(78	%)
Adjusted EBITDA		$	17.6			$	15.9				11	%
(Table Notes: $ in millions; Quarters ended September 30th; Unaudited)

 

Total revenue in the second quarter of fiscal 2025 increased 6% to $40.7 million, compared to $38.4 million in the second quarter of fiscal 2024. This increase was driven by a 10% increase in Music Publishing revenue, partially offset by a 1% decrease in Recorded Music revenue that was largely attributable to the release of De La Soul’s catalog in physical formats in the year-ago period.

 

Operating income in the second quarter of fiscal 2025 was $10.1 million compared to operating income of $6.1 million in the second quarter of fiscal 2024. OIBDA in the second quarter of fiscal 2025 increased 34% to $16.6 million, compared to $12.4 million in the prior year quarter. The increase in both operating income and OIBDA is partially attributable to the nonrecurrence of a $2.7 million write-off of recoupable legal fees in the prior year period. Adjusted EBITDA in the second quarter of fiscal 2025 increased 11% to $17.6 million, compared to $15.9 million last year, primarily as a result of revenue growth and improved gross margin. See below for calculations and reconciliations of OIBDA and Adjusted EBITDA to operating income and net income (loss), respectively.

 

Net income in the second quarter of fiscal 2025 was $0.2 million, or $0.00 per share, compared to net income of $0.7 million, or $0.01 per share, in the year-ago quarter. The decline in net income was primarily driven by the loss on fair value of swaps during the quarter compared to a gain on fair value of swaps during the year-ago period, partially offset by improved gross margin, lower interest expense, the nonrecurrence of the write-off of recoupable legal fees in the prior year period, and an income tax benefit in the current period.

 

 

 

 

 

Second Quarter Fiscal 2025 Segment Review

 

Music Publishing		Q2 FY25				Q2 FY24				Change
Revenue by Type
Digital		$	15.6			$	12.8				22	%
Performance		$	5.1			$	6.5				(22	%)
Synchronization		$	5.8			$	4.5				30	%
Mechanical		$	1.1			$	1.3				(13	%)
Other		$	1.0			$	0.9				8	%
Total Revenue		$	28.6			$	25.9				10	%
Operating Income		$	6.5			$	1.4				NM
OIBDA		$	11.0			$	6.2				77	%
(Table Notes: $ in millions; Quarters ended September 30th; Unaudited; NM = Not meaningful)

 

Music Publishing Revenue in the second quarter of fiscal 2025 was $28.6 million, an increase of 10% compared to $25.9 million in last year’s second quarter. The increase was mainly driven by acquisitions of catalogs and revenue from the existing catalog, which benefitted from price increases at multiple music streaming services that contributed to an increase in digital revenue. Additionally, synchronization revenue increased during the three months ended September 30, 2024, driven primarily by the timing of licenses. These factors were partially offset by decreases in performance revenue, partially due to the timing of hit songs, and mechanical revenue.

 

In the second quarter of fiscal 2025, Music Publishing OIBDA increased 77% to $11.0 million, compared to $6.2 million in the second quarter of fiscal 2024. Music Publishing OIBDA margin in the second quarter increased from 24% to 38%. The increases in Music Publishing OIBDA and OIBDA Margin reflect the nonrecurrence of the Recoupable legal fee write-off, as well as revenue growth and improved gross margin.

 

 

 

 

 

Recorded Music		Q2 FY25				Q2 FY24				Change
Revenue by Type
Digital		$	7.2			$	7.3				(1	%)
Physical		$	1.5			$	1.9				(21	%)
Neighboring Rights		$	1.1			$	0.8				35	%
Synchronization		$	0.9			$	0.9				3	%
Total Revenue		$	10.7			$	10.8				(1	%)
Operating Income		$	3.5			$	4.1				(15	%)
OIBDA		$	5.4			$	5.5				(2	%)
(Table Notes: $ in millions; Quarters ended September 30th; Unaudited)

 

Recorded Music Revenue in the second quarter of fiscal 2025 was $10.7 million, a decrease of 1% compared to $10.8 million in last year’s second quarter. The decline was driven by a decrease in Physical revenue due to the release of multiple De La Soul albums in the prior year quarter. The decrease in physical revenue was partially offset by an increase in neighboring rights revenue.

 

In the second quarter of fiscal 2025, Recorded Music OIBDA decreased 2%, to $5.4 million, compared to $5.5 million in the second quarter of fiscal 2024. Recorded Music OIBDA margin in the second quarter remained stable at 51%.

 

Balance Sheet and Liquidity

 

For the six months ended September 30, 2024, cash provided by operating activities was $21.9 million, an increase of $3.0 million compared to the same period last year.

 

As of September 30, 2024, Reservoir had cash and cash equivalents of $21.1 million and $121.2 million available for borrowing under its revolving credit facility, for total available liquidity of $142.3 million. Total debt was $324.5 million (net of $4.4 million of deferred financing costs) and Net Debt was $303.4 million (defined as total debt, less cash and equivalents and deferred financing costs). This compares to cash and cash equivalents of $18.1 million and $114.2 million available for borrowing under its revolving credit facility, for total available liquidity of $132.3 million as of March 31, 2024. Total debt was $330.8 million (net of $5.0 million of deferred financing costs) and Net Debt was $312.7 million as of March 31, 2024.

 

 

 

 

 

Fiscal Year 2025 Outlook

 

Given the strong results over the first half of the year, Reservoir is narrowing and raising its previously provided financial outlook for fiscal 2025. Reservoir expects the financial results for the year ending March 31, 2025, to be as follows:

 

Outlook		Guidance		Growth (at mid-point)
Revenue		$150M - $153M		5%
Adjusted EBITDA		$59M - $62M		9%

 

Jim Heindlmeyer, Chief Financial Officer of Reservoir, stated, “Our ability to refine our revenue guidance range is reflective of our confidence in the portfolio of assets created by our Reservoir-associated artists, while internal efforts to control costs and thus expand margins enable our increased Adjusted EBITDA outlook. This continuation of robust cash flows allows us to opportunistically utilize our available debt to identify additional productive deals for the foreseeable future. We see a clear path to achieving our adjusted fiscal year 2025 financial guidance.”

 

Conference Call Information

 

Reservoir is hosting a conference call for analysts and investors to discuss its financial results for the second quarter of fiscal year ending March 31, 2025 at 10:00 a.m. EDT today, October 30, 2024. The conference call can be accessed via webcast in the investor relations section of the Company’s website at https://investors.reservoir-media.com/news-and-events/events-and-presentations.

 

Interested parties may also participate in the call using the following registration link: Here. Once registered, participants will receive a webcast link to enter the event. Alternatively, participants may dial into the call using the following phone number: +1 201-389-0921 (Toll-free: +1 877-407-0989). Shortly after the conclusion of the conference call, a replay of the audio webcast will be available in the investor relations section of Reservoir’s website for 30 days after the event.

 

About Reservoir Media, Inc.

 

Reservoir is an independent music company based in New York City and with offices in Los Angeles, Nashville, Toronto, London, and Abu Dhabi. Reservoir is the first female-founded and led publicly traded independent music company in the U.S. Founded as a family-owned music publisher in 2007, Reservoir has grown to represent over 150,000 copyrights and 36,000 master recordings with titles dating as far back as 1900 and hundreds of #1 releases worldwide. Reservoir frequently holds a Top 10 U.S. Market Share according to Billboard’s Publishers Quarterly, was twice named Publisher of the Year by Music Business Worldwide’s The A&R Awards, and won Independent Publisher of the Year at the 2020 and 2022 Music Week Awards.

 

 

 

 

 

Reservoir also represents a multitude of recorded music through Chrysalis Records, Tommy Boy Music, and Philly Groove Records and manages artists through its ventures with Blue Raincoat Music and Big Life Management.

 

Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are made in reliance on the safe harbor protections provided thereunder. Forward-looking statements are typically identified by words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “intend,” “may,” “might,” “outlook,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “target,” “would” and other similar words and expressions. Forward-looking statements in this press release relate to, among other things: Reservoir’s anticipated financial condition, results of operations and performance, expected growth, plans and objectives for future operations, business prospects and market conditions. Forward-looking statements are based on the current expectations and beliefs of management and information currently available to management. These statements are inherently subject to a number of risks, uncertainties and assumptions, many of which are outside of our control and could cause future events or results to be materially different from those stated or implied in this press release, including the risk factors that are described in Reservoir’s Annual Report on Form 10-K for the year ended March 31, 2024 and our other filings with the SEC available on the SEC’s website at www.sec.gov or Reservoir’s website at www.reservoir-media.com. Any forward-looking statement made in this press release speaks only as of the date on which it is made and Reservoir undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

 

 

 

 

 

Reservoir Media, Inc. and Subsidiaries

Condensed Consolidated Statements of Income

Three and Six Months Ended September 30, 2024 versus September 30, 2023

(Unaudited)

(Expressed in U.S. dollars)

 

		Three Months Ended September 30,												Six Months Ended September 30,
		2024				2023				% Change				2024				2023				% Change
Revenues		$	40,667,393			$	38,397,300				6	%		$	74,984,236			$	70,233,886				7	%
Costs and expenses:
Cost of revenue			14,831,371				14,442,666				3	%			28,112,487				27,914,263				1	%
Amortization and depreciation			6,430,019				6,214,540				3	%			12,814,776				12,270,108				4	%
Administration expenses			9,283,977				11,595,004				(20	)%			18,973,414				20,759,504				(9	)%
Total costs and expenses			30,545,367				32,252,210				(5	)%			59,900,677				60,943,875				(2	)%
Operating income			10,122,026				6,145,090				65	%			15,083,559				9,290,011				62	%
Interest expense			(4,960,408	)			(5,759,506	)							(10,019,806	)			(10,493,039	)
Loss on foreign exchange			(36,348	)			(40,156	)							(95,811	)			(70,092	)
(Loss) gain on fair value of swaps			(5,126,907	)			628,091								(5,617,202	)			2,473,478
Other income (expense), net			1,033				474								(98,489	)			536
(Loss) income before income taxes			(604	)			973,993								(747,749	)			1,200,894
Income tax (benefit) expense			(152,593	)			291,638								(446,561	)			353,986
Net income (loss)			151,989				682,355								(301,188	)			846,908
Net loss (income) attributable to noncontrolling interests			33,026				(146,965	)							139,548				(34,185	)
Net income (loss) attributable to Reservoir Media, Inc.		$	185,015			$	535,390							$	(161,640	)		$	812,723
Earnings (loss) per common share:
Basic		$	-			$	0.01							$	-			$	0.01
Diluted		$	-			$	0.01							$	-			$	0.01
Weighted average common shares outstanding:
Basic			65,186,357				64,783,974								65,079,114				64,684,082
Diluted			65,837,273				65,085,654								65,079,114				65,031,488

 

 

 

 

 

Reservoir Media, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

September 30, 2024 versus March 31, 2024

(Unaudited)

(Expressed in U.S. dollars)

 

		September 30, 2024				March 31,   2024
Assets
Current assets
Cash and cash equivalents		$	21,067,735			$	18,132,015
Accounts receivable			36,241,121				33,227,382
Current portion of royalty advances			13,014,904				13,248,008
Inventory and prepaid expenses			6,688,006				6,300,915
Total current assets			77,011,766				70,908,320
Intangible assets, net			637,401,193				640,222,000
Equity method and other investments			1,564,432				1,451,924
Royalty advances, net of current portion and reserves			52,562,668				56,527,557
Property, plant and equipment, net			490,244				551,410
Operating lease right of use assets, net			6,495,572				6,988,340
Fair value of swap assets			1,050,383				5,753,488
Other assets			1,655,577				1,131,529
Total assets		$	778,231,835			$	783,534,568
Liabilities
Current liabilities
Accounts payable and accrued liabilities		$	4,238,471			$	9,015,939
Royalties payable			44,780,706				40,395,205
Accrued payroll			1,200,794				2,043,772
Deferred revenue			2,776,323				1,163,953
Other current liabilities			2,950,555				7,313,615
Income taxes payable			100,792				439,152
Total current liabilities			56,047,641				60,371,636
Secured line of credit			324,463,180				330,791,607
Deferred income taxes			30,536,467				30,471,978
Operating lease liabilities, net of current portion			6,120,859				6,720,287
Fair value of swap liability			1,035,471				121,374
Other liabilities			762,665				572,705
Total liabilities			418,966,283				429,049,587
Contingencies and commitments
Shareholders' Equity
Preferred stock			-				-
Common stock			6,523				6,483
Additional paid-in capital			342,679,813				341,388,351
Retained earnings			15,236,017				15,397,657
Accumulated other comprehensive loss			(7,476	)			(3,797,733	)
Total Reservoir Media, Inc. shareholders' equity			357,914,877				352,994,758
Noncontrolling interest			1,350,675				1,490,223
Total shareholders' equity			359,265,552				354,484,981
Total liabilities and shareholders' equity		$	778,231,835			$	783,534,568

 

 

 

 

 

Supplemental Disclosures Regarding Non-GAAP Financial Measures

 

This press release includes certain financial information, such as OIBDA, OIBDA margin, EBITDA, Adjusted EBITDA, and Net Debt, which has not been prepared in accordance with United States generally accepted accounting principles (“GAAP”). Reservoir’s management uses these non-GAAP financial measures to evaluate Reservoir’s operations, measure its performance and make strategic decisions. Reservoir believes that the use of these non-GAAP financial measures provides useful information to investors and others in understanding Reservoir’s results of operations and trends in the same manner as Reservoir’s management and in evaluating Reservoir’s financial measures as compared to the financial measures of other similar companies, many of which present similar non-GAAP financial measures. However, these non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by Reservoir’s management about which items are excluded or included in determining these non-GAAP financial measures and, therefore, should not be considered as a substitute for net income, operating income or any other operating performance measures calculated in accordance with GAAP. Using such non-GAAP financial measures in isolation to analyze Reservoir’s business would have material limitations because the calculations are based on the subjective determination of Reservoir’s management regarding the nature and classification of events and circumstances. In addition, although other companies in Reservoir’s industry may report measures titled OIBDA, OIBDA margin, Adjusted EBITDA, and Net Debt, or similar measures, such non-GAAP financial measures may be calculated differently from how Reservoir calculates such non-GAAP financial measures, which reduces their overall usefulness as comparative measures. Because of these limitations, such non-GAAP financial measures should be considered alongside other financial performance measures and other financial results presented in accordance with GAAP. You can find the reconciliation of these non-GAAP financial measures to the nearest comparable GAAP measures in the tables below.

 

OIBDA

 

Reservoir evaluates operating performance based on several factors, including its primary financial measure of operating income before non-cash depreciation of tangible assets and non-cash amortization of intangible assets (“OIBDA”). Reservoir considers OIBDA to be an important indicator of the operational strengths and performance of its businesses and believes this non-GAAP financial measure provides useful information to investors because it removes the significant impact of amortization from Reservoir’s results of operations. However, a limitation of the use of OIBDA as a performance measure is that it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in Reservoir’s businesses and other non-operating income (loss). Accordingly, OIBDA should be considered in addition to, not as a substitute for, operating income, net income attributable to us and other measures of financial performance reported in accordance with GAAP. In addition, our definition of OIBDA may differ from similarly titled measures used by other companies. OIBDA Margin is defined as OIBDA as a percentage of revenue.

 

 

 

 

 

EBITDA and Adjusted EBITDA

 

EBITDA is defined as earnings (net income or loss) before net interest expense, income tax (benefit) expense, non-cash depreciation of tangible assets and non-cash amortization of intangible assets and is used by management to measure operating performance of the business. Adjusted EBITDA, in addition to adjusting net income to exclude income tax expense, interest expense and depreciation and amortization, further adjusts net income by excluding items or expenses such as, among others, (1) any non-cash charges (including any impairment charges and to write-down an equity investment to its estimated fair value), (2) any net gain or loss on foreign exchange, (3) any net gain or loss resulting from interest rate swaps, (4) equity-based compensation expense and (5) certain unusual or non-recurring items.

 

Adjusted EBITDA is a key measure used by Reservoir’s management to understand and evaluate operating performance, generate future operating plans, and make strategic decisions regarding the allocation of capital. However, certain limitations on the use of Adjusted EBITDA include, among others, (1) it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenue for Reservoir’s business, (2) it does not reflect the significant interest expense or cash requirements necessary to service interest or principal payments on Reservoir’s indebtedness and (3) it does not reflect every cash expenditure, future requirements for capital expenditures or contractual commitments. In particular, Adjusted EBITDA measure adds back certain non-cash, unusual or non-recurring charges that are deducted in calculating net income; however, these are expenses that may recur, vary greatly and are difficult to predict. In addition, Adjusted EBITDA is not the same as net income (loss) or cash flow provided by operating activities as those terms are defined by GAAP and does not necessarily indicate whether cash flows will be sufficient to fund cash needs.

 

Net Debt

 

Reservoir defines Net Debt as total debt, less cash and equivalents and deferred financing costs.

 

 

 

 

 

Reservoir Media, Inc. and Subsidiaries

Reconciliation of Operating Income to OIBDA

Three and Six Months Ended September 30, 2024 versus September 30, 2023

(Unaudited)

(Dollars in thousands)

 

		For the Three Months Ended September 30,								For the Six Months Ended September 30,
		2024				2023				2024				2023
Operating Income		$	10,122			$	6,145			$	15,084			$	9,290
Amortization and Depreciation Expense			6,430				6,215				12,815				12,270
OIBDA		$	16,552			$	12,360			$	27,898			$	21,560

 

 

Reservoir Media, Inc. and Subsidiaries

Reconciliation of Music Publishing Segment Reporting Operating Income to OIBDA

Three and Six Months Ended September 30, 2024 versus September 30, 2023 (Unaudited)

(Dollars in thousands)

 

		For the Three Months Ended September 30,								For the Six Months Ended September 30,
		2024				2023				2024				2023
Operating Income		$	6,451			$	1,411			$	8,634			$	2,807
Amortization and Depreciation Expense			4,509				4,791				9,110				9,095
OIBDA		$	10,961			$	6,202			$	17,744			$	11,902

 

 

Reservoir Media, Inc. and Subsidiaries

Reconciliation of Recorded Music Segment Reporting Operating Income to OIBDA

Three and Six Months Ended September 30, 2024 versus September 30, 2023

(Unaudited)

(Dollars in thousands)

 

		For the Three Months Ended September 30,								For the Six Months Ended September 30,
		2024				2023				2024				2023
Operating Income		$	3,508			$	4,130			$	6,200			$	5,894
Amortization and Depreciation Expense			1,896				1,399				3,656				3,128
OIBDA		$	5,405			$	5,529			$	9,856			$	9,022

 

 

 

 

 

Reservoir Media, Inc. and Subsidiaries

Reconciliation of Net Income (Loss) to Adjusted EBITDA

Three and Six Months Ended September 30, 2024 versus September 30, 2023

(Unaudited)

(Dollars in thousands)

 

		For the Three Months Ended September 30,								For the Six Months Ended September 30,
		2024				2023				2024				2023
Net Income (Loss)		$	152			$	682			$	(301	)		$	847
Income Tax (Benefit) Expense			(153	)			292				(447	)			354
Interest Expense			4,960				5,760				10,020				10,493
Amortization and Depreciation			6,430				6,215				12,815				12,270
EBITDA			11,390				12,949				22,087				23,964
Loss on Foreign Exchange(a)			36				40				96				70
Loss (Gain) on Fair Value of Swaps(b)			5,127				(628	)			5,617				(2,473	)
Non-cash Share-based Compensation(c)			1,053				813				2,327				1,727
Recoupable Legal Fee Write-Off(d)			-				2,695				-				2,695
Other (Income) Expense, Net(e)			(1	)			-				98				(1	)
Adjusted EBITDA		$	17,605			$	15,869			$	30,226			$	25,982

 

(a)

Reflects the loss on foreign exchange fluctuations.

(b)

Reflects the non-cash loss or (gain) on the mark-to-market of interest rate swaps.

(c)

Reflects non-cash share-based compensation expense related to the Reservoir Media, Inc. 2021 Omnibus Incentive Plan.

(d)

Reflects the write-off of recoupable legal expenses and attorneys’ fees. This non-recurring item relates to the resolution of a matter, which began in 2017, that was settled through mediation requiring Reservoir to expense legal fees from prior years that the Company had previously expected to recoup, resulting in a one-time write-off of $2,695 thousand.

(e)

Reflects Reservoir’s share of loss recorded by an equity method investment.

 

 

 

 

 

Media Contact

Reservoir Media, Inc.

Suzy Arrabito

Vice President, Marketing & Communications

sa@reservoir-media.com

www.reservoir-media.com

 

Investor Contact

Alpha IR Group

Jackie Marcus or Nathan Skown

RSVR@alpha-ir.com

 

Source: Reservoir Media, Inc.

 

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v3.24.3

Cover	Oct. 30, 2024
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 30, 2024
Entity File Number	001-39795
Entity Registrant Name	RESERVOIR MEDIA, INC.
Entity Central Index Key	0001824403
Entity Tax Identification Number	83-3584204
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	200 Varick Street
Entity Address, Address Line Two	Suite 801
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10014
City Area Code	212
Local Phone Number	675-0541
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Common Stock [Member]
Document Information [Line Items]
Title of 12(b) Security	Common stock, $0.0001 par value per share
Trading Symbol	RSVR
Security Exchange Name	NASDAQ
Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share
Trading Symbol	RSVRW
Security Exchange Name	NASDAQ

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