Q4/2022 as Sabio continued to leverage its differentiated end-to-end technology stack, including the use of Vidillion CTV supply. -- Positive Adjusted EBITDA of US$2.1 million in Q4/2023, compared to US$2.4 million in Q4/2022. The quarter-over-quarter decrease in profit was primarily driven by a decrease in consolidated revenues, that was substantially offset through several cost and operational efficiency initiatives implemented during the second and third quarters of 2023. As of December 2023, the Company had US$7.1 million outstanding under its credit facility with Avidbank.
Fourth Quarter 2023 Business Highlights
-- On October 10, 2023, the Company entered into a strategic partnership with Mediahub U.S., an award-winning global media agency, across both companies' portfolio of brands. -- On October 11, 2023, the Company launched SabioTV, a free, creator-first content streaming platform built to promote diverse voices and increase representation among the greater streaming industry. -- On October 20, 2023, 87,500 share options of the Company were granted to certain officers and employees, at an exercise price of CAD $0.40 and 272,000 restricted stock units ("RSUs") of the Company were granted to certain independent directors of the Company at the grant-date fair-value of the Company's common shares of CAD $0.40. -- To manage the applicable requirements relating to foreign private issuer status under United States securities law, on October 23, 2023, the Company entered into a share exchange agreement with certain shareholders (the "participating shareholders") whereby the Company agreed to purchase from the participating shareholder for fair market value, on the terms and conditions contained in the Share Exchange Agreement, 1,271,127 exchanged shares. The Company satisfied the purchase price for the exchange shares by issuing to the participating shareholder an equivalent number of convertible restricted voting shares in the capital of the Company. -- On October 30, 2023, the Company disclosed that it won over US$9.0 million in upfront commitments for 2024 from major agencies and was continuing to negotiate further commitments. Subsequent to the release, the Company has won over US$3 million in additional, branded-campaign upfront commitments and has signed close to over US$13M in additional political & advocacy insertion orders, for an aggregate of over US$27 million. -- During the quarter, arrangements were agreed to between the Company and certain Canadian, arms-length parties, pursuant to which, and subject to any applicable TSX Venture Exchange approvals, would affect the exercise of an aggregate of 2,804,702 share purchase warrants at an exercise price of CAD$0.21 previously issued by the Company on January 11, 2021. These arrangements include the provision of promissory notes (the "Notes") between the Company and warrant holders. The principal amount outstanding under the three-year term would bear interest at the Prime Rate and mature on December 31, 2026, subject to the terms of the Note which provide, in certain limited circumstances, accommodations including potential forgiveness and/or share cancellation qualifications, should the exercise price exceed public market values at the date of maturity. The exercise is expected to benefit the Company's compliance with the applicable requirements relating to foreign private issuer status under United States securities law.
Events Subsequent to December 31, 2023
-- On February 6, 2024, the Company appointed President of GroupM Multicultural Gonzalo Del Fa as an independent member of the Board of Directors. As President of GroupM Multicultural, Del Fa plays a key role in all aspects of multicultural marketing, diverse media, and inclusive investment efforts across GroupM, WPP's media investment group. In addition to his role at GroupM, he is the Past-Chairman of the Hispanic Marketing Council. Prior to joining GroupM, Del Fa worked at American Express Argentina, BBVA, Hachette Filipacchi, and Editorial Televisa. -- On February 15, 2024, the legal entity name of Vidillion Corp. was changed to FWD Tech Inc. -- On February 29, 2024, the Company announced a strategic collaboration with McDonald's USA, through a partnership with Publicis Groupe. McDonald's will leverage Sabio's CTV/OTT inventory, customized audience segments and App Science's proprietary, 55 million household graph data, to effectively connect with and reach the growing U.S. multicultural audience. -- On March 26, 2024, the TSX Venture Exchange accepted a notice filed by the Company to implement a Normal Course Issuer Bid, whereupon the Company may, during the 12-month period commencing April 02, 2024 and ending April 01, 2025, purchase, for cancellation, up to 852,184 Shares in total, being 5% of the total number of 17,043,687 common shares outstanding as at March 19, 2024. The Company also had 33,026,891 issued and outstanding convertible restricted voting shares as of this date. -- On April 22, 2024, Sabio's App Science$(TM)$ subsidiary announced a multi-year renewal with Pivot Marketing Group to support clients including Toyota Motor North America. App Science's cross-platform measurement solutions will empower Pivot to reach, engage, and validate their audiences and their behaviors at a deeper level, and will leverage the platform's AI capabilities. -- On April 23, 2024, the Company and Avidbank agreed on terms for a 90-day extension until August 21, 2024 for the bank's credit facility. The facility, which will be assessed for a longer term renewal during the extension period, and is based on certain factors including the adequacy of cash reserves, is secured against assets of the Company including, but not limited to, its Accounts Receivable and continues to provide for an Accounts Receivable Line of Credit, with $6,500,000 maximum loans outstanding, at an interest rate of the greater of the Wall Street Journal prime rate plus 1.00% to 4%, with a floor between 9.5% and 12.5%.
2024 Outlook
In a precursor to management's expectations for 2024, the cost and efficiency initiatives implemented by management during the second and third quarters of 2023 drove a 23% decrease in fourth quarter OPEX -- normalized for sales commissions and bonuses -- compared with the prior year's period, while consolidated revenues grew sequentially. This culminated in Adjusted EBITDA of $2.1 million(1) for the fourth quarter of 2023, with Adjusted EBITDA margins improving to 16%, compared to 13% in the fourth quarter of 2022. Furthermore, our sales model continues to become increasingly predictable. Sabio entered 2024 armed with record upfront, branded-campaign commitments of over $12 million and over $15 million in additional signed political & advocacy insertion orders (on campaigns between Q2 and Q4), for an aggregate of over $27 million in committed revenues. The commitments under these endeavors already represents close to 75% of 2023's consolidated revenues. In addition, the Company boasts high rates of reoccurring revenue (approximately 76% of consolidated 2023 revenues came from repeat customers), the most diversified vertical mix in our Company's history and continuing gains in CTV/OTT market share. Management expects a return to double-digit consolidated revenue growth in 2024 over both 2023 and our record 2022 mid-term election year, and with a reduced operating infrastructure, improvements in operating leverage with a return to Adjusted EBITDA(1) profitability. Management expects to allocate material improvements in cash flows to bolster its working capital, through both debt repayment and improved cash reserves, which in combination with the continuation of our credit facility, will provide greater balance sheet flexibility as we drive towards continued growth on both the top and bottom-lines.
(1) See "Use of Non-IFRS Measures" below.
Selected Financials
The tables below set out selected financial information relating to Sabio and should be read in conjunction with the Company's audited consolidated financial statements, including the notes thereto, and MD&A for the three months and twelve months ended December 31, 2023, and December 31, 2022, copies of which can be found under the Company's profile on SEDAR+ at www.sedarplus.ca.
For the three months ended For the twelve months ended December December December December 31, 2023 31, 2022 31, 2023 31, 2022 $ $ $ $ Revenue 12,671,038 17,606,761 35,954,934 42,305,732 Gross profit 7,749,748 10,358,531 21,780,302 25,350,591 Gross margin 61 % 59 % 61 % 60 % Adjusted EBITDA(1) 2,060,212 2,363,541 (1,816,631) 1,326,107 Net increase in cash and cash equivalents during the period 411,023 388,783 (1,387,290) 719,067 Cash and cash equivalents - end of the period 2,612,112 3,999,402 2,612,112 3,999,402 For the three months ended For the twelve months ended December December December December 31, 2023 31, 2022 31, 2023 31, 2022 $ $ $ $ Income (Loss) for
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