RealNetworks Announces Second Quarter 2019 Financial Results

SEATTLE, Aug. 1, 2019 /PRNewswire/ -- RealNetworks, Inc. (Nasdaq: RNWK), a leader in digital media software and services, today announced its financial results for the second quarter ended June 30, 2019.

    --  Second quarter revenue of $44.2 million
    --  Strong early success with SAFR(TM)
    --  Successful  worldwide roll-out of 2(nd) free-to-play game, Delicious
        World
    --  Remain committed to proactive expense management

Management Commentary

"In the second quarter, we achieved solid results overall with two particularly strong areas: our SAFR Facial Recognition platform and our free-to-play casual mobile games," said Rob Glaser, Chairman and CEO of RealNetworks. "SAFR bookings were up significantly quarter-over-quarter. SAFR also continued to shine technically, retaining its position in the NIST ratings as the fastest and smallest of the most accurate Facial Recognition Systems."

Mr. Glaser added, "We also demonstrated solid traction in free-to-play casual mobile games. Our second free-to-play title, Delicious World, launched at the end of the second quarter and is off to a terrific start."

Second Quarter 2019 Financial Highlights

    --  Revenue was $44.2 million (inclusive of $28.6 million from Napster)
        compared to $39.5 million (inclusive of $24.3 million from Napster) in
        the prior quarter and $15.7 million in the prior year period. The second
        quarter of 2019 reflects the first full quarter consolidation of
        Napster's financial statements.
    --  Gross profit margin was 38%, up from 37% in the prior quarter and down
        from 71% in the prior year period. Napster's gross profit margin for the
        second quarter of 2019 was 19%, while RealNetworks' gross profit margin
        without Napster was 73%.
    --  Operating expenses increased $0.9 million, or 3%, from the prior quarter
        and increased $8.4 million, or 47%, from the prior year period.
        Napster's operating expenses were $6.6 million for the second quarter of
        2019. Included in the second quarter of 2019 total operating expenses
        were $0.4 million of transaction costs related to the acquisition of
        Napster and $0.3 million of expenses recorded for the change in fair
        value of the contingent consideration liability related to the
        acquisition of Napster.
    --  Net loss attributable to RealNetworks was $(9.2) million, or $(0.24) per
        share, compared to net income of $1.5 million, or $0.04 per share, in
        the prior quarter and a net loss of $(6.9) million, or $(0.18) per
        share, in the prior year period. Net income attributable to RealNetworks
        in the first quarter of 2019 included a gain of $12.3 million related to
        the acquisition of Napster.
    --  Adjusted EBITDA was a loss of $(6.3) million compared to a loss of
        $(7.9) million in the prior quarter and a loss of $(5.8) million in the
        prior year period. A reconciliation of GAAP net income (loss) including
        noncontrolling interests to adjusted EBITDA, a non-GAAP measure, is
        provided in the financial tables that accompany this release.
    --  At June 30, 2019, the Company had $26.3 million in unrestricted cash and
        cash equivalents compared to $36.9 million at March 31, 2019.

Business Outlook

For the third quarter of 2019, RealNetworks expects to achieve the following results including noncontrolling interests:

    --  Total revenue is expected to be in the range of $43.0 million to $46.0
        million.
    --  Adjusted EBITDA loss is expected to be in the range of $(2.5) million to
        $(5.5) million.

Conference Call and Webcast Information

The Company will host a conference call today to review results and discuss its performance shortly after 4:30 p.m. ET / 1:30 p.m. PT. Participants may join the conference call by dialing 1-877-451-6152 (United States) or 1-201-389-0879 (International). A telephonic replay of the call will also be available shortly after the completion of the call, until 11:59 pm ET on Thursday, August 22, 2019, by dialing 1-844-512-2921 (United States) or 1-412-317-6671 (International) and entering the replay pin number: 13692194.

A live webcast will be available on RealNetworks' Investor Relations site under the Events & Presentations section at http://investor.realnetworks.com and will be archived online upon completion of the conference call.

About RealNetworks

Building on a legacy of digital media expertise and innovation, RealNetworks has created a new generation of products that employ best-in-class artificial intelligence and machine learning to enhance and secure our daily lives. SAFR (www.safr.com) is the world's premier facial recognition platform for live video. Leading in real-world performance and accuracy as evidenced in testing by NIST, SAFR enables new applications for security, convenience, and analytics. Kontxt (www.kontxt.com) is the foremost platform for categorizing A2P messages to help mobile carriers build customer loyalty and drive new revenue through text message classification and antispam. For information about our other products, visit www.realnetworks.com.

About Non-GAAP Financial Measures

To supplement RealNetworks' consolidated financial information presented in accordance with GAAP in this press release, the company also discloses certain non-GAAP financial measures, including adjusted EBITDA and contribution margin by reportable segment, which management believes provide investors with useful information.

In the financial tables of our earnings press release, RealNetworks has included reconciliations of GAAP net income (loss) including noncontrolling interests to adjusted EBITDA and operating income (loss) by reportable segment to contribution margin by reportable segment.

The rationale for management's use of non-GAAP measures is included in the supplementary materials presented with the quarterly earnings materials. Please refer to Exhibit 99.2 ("Information Regarding Non-GAAP Financial Measures") to the company's report on Form 8-K, which is being submitted today to the SEC.

Forward-Looking Statements

This press release contains forward-looking statements that involve risks and uncertainties, including statements relating to our current expectations regarding future revenue and adjusted EBITDA, our future growth, profitability, and market position, our strategic focus and initiatives, agreements with partners, and the growth and future prospects relating to our Napster segment. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements. These statements reflect our expectations as of today, and actual results may differ materially from the results predicted. Factors that could cause actual results for RealNetworks, on a consolidated basis, to differ from the results predicted include: our ability to realize operating efficiencies, growth and other benefits from the implementation of our growth initiatives; successful monetization of our products and services; competitive risks, including the emergence or growth of competing technologies, products and services; potential outcomes and effects of claims and legal proceedings; risks associated with key customer or strategic relationships and business acquisitions; disruptions in the global financial markets, including changes in consumer spending and impacts to credit availability; fluctuations in foreign currencies; and unique risk factors that relate to our Napster segment, such as risks stemming from its streaming music service and related music royalties. More information about potential risk factors that could affect our business and financial results is included in RealNetworks' annual report on Form 10-K for the most recent year ended December 31, its quarterly reports on Form 10-Q and in other reports and documents filed by RealNetworks from time to time with the Securities and Exchange Commission. The preparation of our financial statements and forward-looking financial guidance requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, and revenues and expenses during the reported period. Actual results may differ materially from these estimates under different assumptions or conditions. RealNetworks assumes no obligation to update any forward-looking statements or information, which are in effect as of their respective dates.

For More Information:
Investor Relations for RealNetworks
Kimberly Orlando, Addo Investor Relations
310-829-5400
IR@realnetworks.com
RNWK-F


                                                                  
            
              RealNetworks, Inc. and Subsidiaries

                                                            
            
              Condensed Consolidated Statements of Operations

                                                                              
            
              (Unaudited)




                                        
          
              Quarter Ended                           
            
              Six Months Ended
                                                  June 30,                                                      June 30,

                                                                                                                   ---



                                       2019                           2018                    2019                                     2018

                                                                                                                                     ---

                                                 
            
               (in thousands, except per share data)





      Net revenue                           $
            44,248                                        $
            15,724                          $
        83,720       $
          35,374


       Cost of revenue               27,282                                    4,625                                        52,152                     9,761


                 Gross profit        16,966                                   11,099                                        31,568                    25,613






      Operating expenses:


             Research and
              development             8,876                                    7,652                                        17,709                    15,346


             Sales and marketing      8,360                                    4,883                                        16,502                    10,880


             General and
              administrative          8,392                                    5,339                                        16,756                    10,940


             Restructuring and
              other charges             729                                      187                                           896                       688


             Lease exit and
              related benefit             -                                   (129)                                                                 (454)





                 Total operating
                  expenses           26,357                                   17,932                                        51,863                    37,400





       Operating loss               (9,391)                                 (6,833)                                      (20,295)                 (11,787)






      Other income (expenses):


             Interest expense          (43)                                                                                (209)


             Interest income             40                                      111                                           117                       198


             Gain (loss) on equity
              investment, net             -                                                                               12,338


             Other income
              (expenses), net           183                                     (42)                                          310                      (83)





                 Total other income
                  (expenses), net       180                                       69                                        12,556                       115





       Income (loss) before
        income taxes                (9,211)                                 (6,764)                                       (7,739)                 (11,672)


       Income tax expense               244                                      166                                           502                       436





      Net income (loss)
       including
       noncontrolling
       interests                    (9,455)                                 (6,930)                                       (8,241)                 (12,108)


      Net income (loss)
       attributable to
       noncontrolling
       interests                      (253)                                                                                (572)


      Net income (loss)
       attributable to
       RealNetworks                         $
            (9,202)                                      $
            (6,930)                        $
        (7,669)    $
          (12,108)





      Net income (loss) per
       share attributable
       to RealNetworks-
       Basic:                                $
            (0.24)                                       $
            (0.18)                         $
        (0.20)      $
          (0.32)


      Net income (loss) per
       share attributable
       to RealNetworks-
       Diluted:                              $
            (0.24)                                       $
            (0.18)                         $
        (0.20)      $
          (0.32)




       Shares used to
        compute basic net
        income (loss) per
        share                        37,948                                   37,577                                        37,885                    37,514


       Shares used to
        compute diluted net
        income (loss) per
        share                        37,948                                   37,577                                        37,885                    37,514


                                  
      
         RealNetworks, Inc. and Subsidiaries

                                 
      
         Condensed Consolidated Balance Sheets

                                      
       
                (Unaudited)




                                                June 30,                               December 31,
                                                    2019                        2018

                                                                                ---

                                                               (in thousands)


                                        
        
                ASSETS



      Current assets:


       Cash and cash equivalents                            $
              26,339                $
        35,561


       Short-term investments                          -                           24


       Trade accounts
        receivable, net                           31,957                        11,751


       Deferred costs, current
        portion                                      465                           331


       Prepaid expenses and
        other current assets                      20,382                         5,911


       Total current assets                       79,143                        53,578





       Equipment and software                     32,079                        37,458


       Leasehold improvements                      3,319                         3,292



       Total equipment,
        software, and leasehold
        improvements                              35,398                        40,750


       Less accumulated
        depreciation and
        amortization                              32,268                        37,996



       Net equipment, software,
        and leasehold
        improvements                               3,130                         2,754




       Operating lease assets                     13,672


       Restricted cash
        equivalents                                2,124                         1,630



      Other assets                                2,739                         3,997


       Deferred costs, non-
        current portion                              797                           528


       Deferred tax assets, net                      854                           851


       Other intangible assets,
        net                                       21,616                            26



      Goodwill                                   65,395                        16,955





      Total assets                                        $
              189,470                $
        80,319





                                 
      
          LIABILITIES AND SHAREHOLDERS' EQUITY





      Current liabilities:


       Accounts payable                                      $
              5,224                 $
        3,910


       Accrued royalties,
        fulfillment and other
        current liabilities                       97,951                        11,312


       Commitment to Napster                           -                        2,750


       Deferred revenue, current
        portion                                    6,054                         2,125



      Notes payable                               7,878



       Total current liabilities                 117,107                        20,097




       Deferred revenue, non-
        current portion                              179                           268



      Deferred rent                                   -                          986


       Deferred tax liabilities,
        net                                        1,262                         1,168


       Long-term lease
        liabilities                               10,384


       Other long-term
        liabilities                               11,070                           960





       Total liabilities                         140,002                        23,479





       Total shareholders'
        equity                                    49,382                        56,840





      Noncontrolling interests                        86






      Total equity                               49,468                        56,840





       Total liabilities and
        equity                                             $
              189,470                $
        80,319


                          
              
                RealNetworks, Inc. and Subsidiaries

                    
              
                Condensed Consolidated Statements of Cash Flows

                                      
              
                (Unaudited)




                                                                   Six Months Ended
                                                           June 30,


                                            2019                                        2018

                                                                                        ---

                                                                    (in thousands)




      Cash flows from operating activities:


      Net income (loss)
       including noncontrolling
       interests                                   $
              (8,241)                         $
        (12,108)


      Adjustments to reconcile net income
       (loss) including noncontrolling
       interests to net cash used in operating
       activities:


     Depreciation and
      amortization                         2,959                                         1,231


     Stock-based compensation              1,917                                         1,614


     Deferred income taxes,
      net                                      -                                         (12)


     (Gain) loss on equity
      investment, net                   (12,338)


     Foreign currency (gain)
      loss                                 (315)


     Fair value adjustments to
      contingent consideration
      liability                              300


     Mark to market adjustment
      of warrants                              -                                           50


     Net change in certain
      operating assets and
      liabilities                          (381)                                      (3,505)



       Net cash used in
        operating activities            (16,099)                                     (12,730)



      Cash flows from investing activities:


     Purchases of equipment,
      software, and leasehold
      improvements                         (873)                                        (580)


     Proceeds from sales and
      maturities of short-
      term investments                        24                                         5,726


     Acquisition, net of cash
      acquired                            12,260                                       (4,192)


      Net cash provided by
       investing activities               11,411                                           954



      Cash flows from financing activities:


     Proceeds from issuance of
      common stock (stock
      options and stock
      purchase plan)                         144                                           114


     Tax payments from shares
      withheld upon vesting of
      restricted stock                     (287)                                        (243)


     Proceeds from notes
      payable                             19,760


     Repayments of notes
      payable                           (24,018)


     Other financing
      activities                             450


      Net cash provided by
       (used in) financing
       activities                        (3,951)                                        (129)



      Effect of exchange rate
       changes on cash, cash
       equivalents and
       restricted cash                      (89)                                        (731)



      Net increase (decrease)
       in cash, cash
       equivalents and
       restricted cash                   (8,728)                                     (12,636)


      Cash, cash equivalents
       and restricted cash,
       beginning of period                37,191                                        53,596



      Cash, cash equivalents
       and restricted cash, end
       of period                                    $
              28,463                            $
        40,960


                                                                                             
              
        RealNetworks, Inc. and Subsidiaries

                                                                                              
              
        Supplemental Financial Information

                                                                                                         
      
                (Unaudited)




                                                                  2019                                                                                            2018


                                                  Q2                        Q1                       Q4                             Q3                       Q2        Q1

                                                                                                                                                                ---

                                                                               
         
           (in thousands)


                     Net Revenue by Segment


        Consumer Media
         (A)                                          $
        2,620                 $
        2,486                                                     $
      4,068                     $
      4,733        $
      3,884  $
      5,483


        Mobile Services
         (B)                                   6,997                  6,939                       6,899                                                7,348             6,719            8,704


        Games (C)                              6,048                  5,710                       5,590                                                5,498             5,121            5,463


        Napster (D)                           28,583                 24,337



                          Total net
                           revenue                   $
        44,248                $
        39,472                                                    $
      16,557                    $
      17,579       $
      15,724 $
      19,650





                     Net Revenue by Product


                     Consumer Media

    ---

        -Software
         License (E)                                    $
        944                   $
        735                                                     $
      2,049                     $
      2,746        $
      1,808  $
      3,337


        -Subscription
         Services (F)                          1,040                  1,088                       1,153                                                1,232             1,225            1,285


        -Product Sales
         (G)                                     206                    219                         257                                                  281               299              340


        -Advertising &
         Other (H)                               430                    444                         609                                                  474               552              521




                     Mobile Services

    ---

        -Software
         License (I)                             957                    599                         514                                                  520               469            1,335


        -Subscription
         Services (J)                          6,040                  6,340                       6,385                                                6,828             6,250            7,369





       
                Games

    ---

        -Subscription
         Services (K)                          3,073                  2,985                       3,014                                                2,745             2,689            2,693


        -Product Sales
         (L)                                   2,177                  1,988                       2,013                                                2,279             1,953            2,402


        -Advertising &
         Other (M)                               798                    737                         563                                                  474               479              368





       
                Napster

    ---

        -Subscription
         Services (N)                         28,583                 24,337




                          Total net
                           revenue                   $
        44,248                $
        39,472                                                    $
      16,557                    $
      17,579       $
      15,724 $
      19,650





                     Net Revenue by Geography


        United States                                $
        21,322                $
        18,970                                                     $
      7,697                     $
      9,026        $
      7,646 $
      11,434


        Rest of world                         22,926                 20,502                       8,860                                                8,553             8,078            8,216



                          Total net
                           revenue                   $
        44,248                $
        39,472                                                    $
      16,557                    $
      17,579       $
      15,724 $
      19,650





                     Net Revenue by Segment



     (A) The Consumer Media segment primarily includes revenue from the
      licensing of our portfolio of video codec technologies. Also
      included is RealPlayer and related products, such as the
      distribution of third-party software products, advertising on
      RealPlayer websites, sales of RealPlayer Plus software to
      consumers, and consumer subscriptions such as RealPlayer Plus and
      SuperPass.


     (B) The Mobile Services segment primarily includes revenue from SaaS
      services and sales of professional services provided to mobile
      carriers.


     (C) The Games segment primarily includes revenue from sales of
      mobile and PC games, online games subscription services, player
      purchases of in-game virtual goods, and advertising on games sites
      and social network sites.


     (D) The Napster segment primarily includes revenue from subscription
      music offerings from on-demand streaming services and conditional
      downloads. Napster revenues are included in our consolidated
      results from the January 18, 2019 acquisition date forward.


                   Net
                   Revenue
                   by
                   Product


     (E) Software licensing revenue within Consumer Media includes
      revenues from licenses of our video codec technologies.


     (F) Subscriptions revenue within Consumer Media includes revenue
      from subscriptions such as our RealPlayer Plus and SuperPass
      offerings.


     (G) Product sales within Consumer Media includes sales of RealPlayer
      Plus software to consumers.


     (H) Advertising & other revenue within Consumer Media includes
      distribution of third-party software products and advertising on
      RealPlayer websites.


     (I) Software license revenue within Mobile Services includes revenue
      from our integrated RealTimes platform.


     (J) Subscription services revenue within Mobile Services includes
      revenue from ringback tones and our messaging platform services, as
      well as from related professional services provided to mobile
      carriers.


     (K) Subscription services revenue within Games includes revenue from
      online games subscriptions.


     (L) Product sales revenue within Games includes revenue from retail
      and wholesale games-related revenue, sales of mobile games, and
      player purchases of in-game virtual goods.


     (M) Advertising & other revenue within Games includes advertising on
      games sites and social network sites.


     (N) Subscription services revenue within Napster includes music
      tracks by way of on-demand streaming and conditional downloads
      offered directly to end consumers and distribution partners.


                                                                                       
              
                RealNetworks, Inc. and Subsidiaries

                                                                                 
      
        Segment Results of Operations and Reconciliation to non-GAAP Contribution Margin

                                                                                                   
              
                (Unaudited)




                                                                 2019                    2018                                                 2019                            2018



                                             Q2                       Q1                     Q2                                                 YTD                            YTD

                                                                                                                                                                               ---

                                                                                  
      
         (in thousands)


                     Consumer Media

    ---



        Net revenue                                $
          2,620                                     $
              2,486                                                                   $
              3,884                   $
           5,106                $
            9,367


        Cost of revenue                     803                                 833                                                             1,028                                                 1,636         2,021


        Gross profit                      1,817                               1,653                                                             2,856                                                 3,470         7,346




        Gross margin                 69
          %                          66
         %                                                     74
            %                                         68
            %    78
         %




        Operating expenses                2,877                               3,119                                                             3,439                                                 5,996         7,357



        Operating income
         (loss), a GAAP
         measure                                 $
          (1,060)                                  $
              (1,466)                                                                  $
              (583)                $
           (2,526)                $
            (11)


        Depreciation and
         amortization                        56                                  54                                                                51                                                   110            97





        Contribution margin,
         a non-GAAP measure                      $
          (1,004)                                  $
              (1,412)                                                                  $
              (532)                $
           (2,416)                  $
            86





                     Mobile Services

    ---



        Net revenue                                $
          6,997                                     $
              6,939                                                                   $
              6,719                  $
           13,936               $
            15,423


        Cost of revenue                   1,865                               2,048                                                             2,134                                                 3,913         4,450


        Gross profit                      5,132                               4,891                                                             4,585                                                10,023        10,973




        Gross margin                 73
          %                          70
         %                                                     68
            %                                         72
            %    71
         %




        Operating expenses                7,438                               7,561                                                             6,969                                                14,999        14,335



        Operating income
         (loss), a GAAP
         measure                                 $
          (2,306)                                  $
              (2,670)                                                                $
              (2,384)                $
           (4,976)             $
            (3,362)


        Acquisitions related
         intangible asset
         amortization                         -                                                                                                  91                                                                183


        Depreciation and
         amortization                       106                                 231                                                               155                                                   337           335





        Contribution margin,
         a non-GAAP measure                      $
          (2,200)                                  $
              (2,439)                                                                $
              (2,138)                $
           (4,639)             $
            (2,844)






       
                Games

    ---



        Net revenue                                $
          6,048                                     $
              5,710                                                                   $
              5,121                  $
           11,758               $
            10,584


        Cost of revenue                   1,655                               1,670                                                             1,456                                                 3,325         3,273



        Gross profit                      4,393                               4,040                                                             3,665                                                 8,433         7,311




        Gross margin                 73
          %                          71
         %                                                     72
            %                                         72
            %    69
         %




        Operating expenses                5,288                               5,037                                                             5,095                                                10,325        10,012


        Operating income
         (loss), a GAAP
         measure                                   $
          (895)                                    $
              (997)                                                                $
              (1,430)                $
           (1,892)             $
            (2,701)


        Acquisitions related
         intangible asset
         amortization                         -                                 23                                                                20                                                    23            20


        Depreciation and
         amortization                        84                                  83                                                               146                                                   167           311





        Contribution margin,
         a non-GAAP measure                        $
          (811)                                    $
              (891)                                                                $
              (1,264)                $
           (1,702)             $
            (2,370)






       
                Napster

    ---



        Net revenue                               $
          28,583                                    $
              24,337                                                      
          $                                       $
           52,920     
        $


        Cost of revenue                  23,026                              20,396                                                                                                                 43,422


        Gross profit                      5,557                               3,941                                                                                            9,498




        Gross margin                 19
          %                          16
         %                                                                               %                          18
            %                        %




        Operating expenses                6,638                               5,532                                                                                                                 12,170


        Operating income
         (loss), a GAAP
         measure                                 $
          (1,081)                                  $
              (1,591)                                                     
          $                                      $
           (2,672)    
        $


        Acquisitions related
         intangible asset
         amortization                     1,129                                 943                                                                                                                  2,072


        Depreciation and
         amortization                        69                                 115                                                                                                                    184





        Contribution margin,
         a non-GAAP measure                          $
          117                                     $
              (533)                                                     
          $                                        $
           (416)    
        $






       
                Corporate

    ---



        Cost of revenue                             $
          (67)                                     $
              (77)                                                                      $
              7                   $
           (144)                  $
            17


        Gross profit                         67                                  77                                                               (7)                                                  144          (17)




        Gross margin                        N/A                      N/A                    N/A                                                 N/A                            N/A




        Operating expenses                4,116                               4,257                                                             2,429                                                 8,373         5,696


        Operating income
         (loss), a GAAP
         measure                                 $
          (4,049)                                  $
              (4,180)                                                                $
              (2,436)                $
           (8,229)             $
            (5,713)


        Other income
         (expense), net                     183                                 127                                                              (42)                                                  310          (83)


        Foreign currency
         (gain) loss                      (164)                              (151)                                                              (2)                                                (315)           20


        Depreciation and
         amortization                        33                                  33                                                               148                                                    66           285


        Fair value
         adjustments to
         contingent
         consideration
         liability                          300                                                                                                                                                       300


        Restructuring and
         other charges                      729                                 167                                                               187                                                   896           688


        Stock-based
         compensation                       533                               1,384                                                               457                                                 1,917         1,614


        Lease exit and
         related benefit                      -                                                                                               (129)                                                             (454)





        Contribution margin,
         a non-GAAP measure
         (1)                                    $
          (2,435)                                  $
              (2,620)                                                                $
              (1,817)                $
           (5,055)             $
            (3,643)



                            (1)2018 Corporate contribution
                             margin was revised to exclude
                             the impact of realized and
                             unrealized foreign currency
                             (gain) loss incurred in each
                             respective period. Foreign
                             currency (gain) loss is reported
                             in Other income (expense), net,
                             in our consolidated statement of
                             operations.


                                                                                                                               
              
                RealNetworks, Inc. and Subsidiaries

                                                                                          
              
                Reconciliation of Net income (loss) including noncontrolling interests to adjusted EBITDA, a non-GAAP measure

                                                                                                                                           
              
                (Unaudited)




                                                                                                        2019                                      2018                                       2019                                  2018



                                                         Q2                                                  Q1                                       Q2                                                  YTD                                YTD

                                                                                                                                                                                                                                    ---

                                                                                                             
              
                (in thousands)




                  Reconciliation of GAAP Net income (loss) including noncontrolling interests to adjusted EBITDA:




     Net income (loss)
      including
      noncontrolling
      interests                                               $
              (9,455)                                                                            $
              1,214                                                $
       (6,930)                 $
        (8,241)  $
      (12,108)


     Income tax expense
      (benefit)                                         244                                                             258                                                              166                                             502           436


     Interest expense                                    43                                                             166                                                                                                             209


     Interest income                                   (40)                                                           (77)                                                           (111)                                          (117)        (198)


     (Gain) loss on
      equity investment,
      net                                                 -                                                       (12,338)                                                                                                        (12,338)


     Foreign currency
      (gain) loss                                     (164)                                                          (151)                                                             (2)                                          (315)           20


     Acquisitions related
      intangible asset
      amortization                                    1,129                                                             966                                                              111                                           2,095           203


     Depreciation and
      amortization                                      348                                                             516                                                              500                                             864         1,028


     Fair value
      adjustments to
      contingent
      consideration
      liability                                         300                                                                                                                                                                            300


     Restructuring and
      other charges                                     729                                                             167                                                              187                                             896           688


     Stock-based
      compensation                                      533                                                           1,384                                                              457                                           1,917         1,614


     Lease exit and
      related benefit                                     -                                                                                                                          (129)                                                       (454)



        Adjusted EBITDA, a
         non-GAAP measure
         (1)                                                 $
              (6,333)                                                                          $
              (7,895)                                               $
       (5,751)                $
        (14,228)   $
      (8,771)



                            (1)2018 adjusted EBITDA was
                             revised to exclude the impact
                             of realized and unrealized
                             foreign currency (gain) loss
                             incurred in each respective
                             period. Foreign currency (gain)
                             loss is reported in Other
                             income (expense), net, in our
                             consolidated statement of
                             operations.

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SOURCE RealNetworks, Inc.