WASHINGTON, D.C. 20549
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:
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).
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. ☐
On April 14, 2026, Creative Realities, Inc. issued a press release announcing its financial condition and results of operations for the three and twelve months ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1. The information in this Item 2.02, including the information contained in the press release furnished as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Exhibit 99.1
FOR IMMEDIATE RELEASE
Creative Realities Reports Fiscal 2025 Fourth Quarter Results
CDM Integration on Track; Company Poised for Strong Year Ahead
LOUISVILLE, KY – April 14, 2026 – Creative Realities, Inc. (“Creative Realities,” “CRI,” or the “Company”) (NASDAQ: CREX), a leading provider of digital signage, media and AdTech solutions, today announced its financial results for the fiscal fourth quarter ended December 31, 2025.
Highlights:
| |
●
|
On November 7, 2025, the Company closed on its acquisition of Cineplex Digital Media (“CDM”) for CAD $70.0 million. Final purchase price after adjustments was approximately CAD $60,263 (or approximately USD $42,761). Concurrent with the acquisition CRI added three new members to its Board of Directors.
|
| |
●
|
Fourth quarter revenue of $23.9 million versus $11.0 million in the prior-year period.
|
| |
●
|
Gross profit of $11.5 million for the three months ended December 31, 2025 versus $4.9 million in the fourth quarter of fiscal 2024.
|
| |
●
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Adjusted EBITDA* of $5.2 million for the fourth quarter of 2025 versus $0.5 million in the prior-year period.
|
| |
●
|
Annualized recurring revenue (“ARR”) of approximately $20.1** million at the end of the fourth quarter versus $12.3 million as of September 30, 2025.
|
| |
●
|
After the end of the quarter, on February 18, 2026, CRI announced that it had repurchased the warrants (the “Warrants”) to purchase 1,731,499 shares of the Company’s common stock held by Slipstream Communications, LLC (“Slipstream”).
|
| |
●
|
The Company also recently announced a partnership with AMC Theatres (“AMC”) and National CineMedia (“NCM”) to significantly expand and modernize AMC Theatres’ in-lobby media footprint across 285 locations nationwide.
|
“After closing out fiscal 2025, a period of significant transformation and accomplishment, CRI is positioned for even stronger days ahead – bolstered by the acquisition of CDM just a few months ago,” said Rick Mills, Chief Executive Officer. “We expect fiscal 2026 to be our best year ever and anticipate higher top line growth and expanded margins as we leverage the entire organization to achieve improved financial results. With the integration of CDM on track, we are well on our way to driving even greater economies of scale by providing unique value-added services to a broader customer portfolio across North America. In addition, we have already achieved $6.4 million of annualized enterprise-wide cost synergies and remain on schedule to realize $10 million by the end of the year. This is driven by operating efficiencies, margin enhancement strategies, and the application of CRI’s CMS and AdTech platforms. We’re extremely excited by the new opportunities now on our doorstep, which we expect to lead to growth acceleration as the year progresses. With the addition of some very accomplished staff – including Chief Financial Officer Tamra Koshewa, Chief Experience Officer Jackie Walker, and Chief Revenue Officer Dan McAllister – to help lead the Company, we’re in excellent position to execute our vision of becoming the leader in digital media and, in the process, post higher returns for our shareholders in the quarters to come.”
*Adjusted EBITDA is a non-GAAP financial measure. A reconciliation is provided in the tables of this press release.
**Annualized Recurring Revenue is a non-GAAP operating metric
2025 Fourth Quarter Financial Results
Sales were $23.9 million for the fiscal 2025 fourth quarter as compared to $11.0 million in the same period in fiscal 2024, with approximately $13.6 million from CDM. Hardware revenue rose to $6.6 million, versus $3.9 million in the prior-year period, while service revenue increased to $17.3 million from $7.2 million in fiscal 2024, largely reflecting the impact of the CDM acquisition as well as deployment timing.
Consolidated gross profit was $11.5 million for the fiscal 2025 fourth quarter versus $4.9 million in the prior-year period, and consolidated gross margin was 47.9% versus 44.2% in the fiscal 2024 fourth quarter. Gross margin on hardware revenue was 27.6% in fiscal 2025, as compared to 26.3% in the prior-year period, while gross margin on service amounted to 55.7%, versus 53.9% in the fiscal 2024 fourth quarter, primarily due to improved mix. The Company ended the 2025 fourth quarter with ARR of approximately $20.1 million.
Sales and marketing expenses in the fourth quarter rose to $2.0 million, versus $1.4 million in the prior-year period, while general and administrative (G&A) expenses increased to $8.9 million versus $4.2 million in the fourth quarter of fiscal 2024, reflecting the acquisition of CDM; approximately $1.2 million of G&A expenses were one-time in nature, including legal and accounting consulting fees as well as closing costs related to the transaction.
The Company posted operating income of approximately $0.5 million in the fourth quarter of fiscal 2025 compared to an operating loss of $0.7 million in the fourth quarter of fiscal 2024. CRI reported a net loss of $2.0 million and a net loss attributable to common stockholders of $2.2 million, or $(0.21) per diluted share, in the quarter ended December 31, 2025 versus a net loss of $2.8 million, or $(0.27) per diluted share, in the prior-year period.
Adjusted EBITDA (defined later in this release) was $5.2 million in the fourth quarter of 2025 as compared to $0.5 million in the prior-year period.
Balance Sheet
As of December 31, 2025, the Company had cash on hand of approximately $1.6 million, versus $1.0 million at December 31, 2024. The Company had outstanding debt of approximately $44.0 million versus $13.0 million at the start of the fiscal year, reflecting the acquisition of CDM.
Conference Call Details
The Company will host a conference call to review the results of the fourth quarter of 2025, and provide additional commentary about recent performance, on April 14 at 9:00 am Eastern Time, which will include prepared remarks and materials from management, followed by a live Q&A. The call will be hosted by Rick Mills, Chief Executive Officer, Tamra Koshewa, Chief Financial Officer, and George Sautter, Chief Strategy Officer.
Prior to the call, participants should register at https://bit.ly/CREXearnings2025Q4. Once registered, participants can use the weblink provided in the registration email to participate in the live webcast. An archived edition of the earnings conference call will also be posted on the Company’s website later today and will remain available for one year.
Use of Non-GAAP Measures
Creative Realities, Inc. prepares its consolidated financial statements in accordance with United States generally accepted accounting principles (“GAAP”). In addition to disclosing financial results prepared in accordance with GAAP, the Company discloses information regarding “EBITDA” and “Adjusted EBITDA.” CRI defines “EBITDA” as earnings before interest, income taxes, depreciation and amortization of intangibles. CRI defines “Adjusted EBITDA” as EBITDA excluding stock-based compensation, fair value adjustments and both cash and non-cash non-recurring gains and charges. EBITDA and Adjusted EBITDA are not measures of performance defined in accordance with GAAP. However, EBITDA and Adjusted EBITDA are used internally in planning and evaluating the Company’s operating performance. Accordingly, management believes that disclosure of these metrics offers investors, bankers and other stakeholders an additional view of the Company’s operations that, when coupled with the GAAP results, provides a more complete understanding of the Company’s financial results. EBITDA and Adjusted EBITDA should not be considered as an alternative to net income/(loss) or to net cash used in operating activities as measures of operating results or liquidity. Our calculation of EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures used by other companies, and the measures exclude financial information that some may consider important in evaluating the Company’s performance. A reconciliation of GAAP net income/(loss) to EBITDA and Adjusted EBITDA is included in the accompanying financial schedules. For further information, please refer to Creative Realities, Inc.’s filings available online at www.sec.gov, including its Annual Report on Form 10-K for 2024 filed with the Securities and Exchange Commission.
Annualized recurring revenue, or “ARR,” represents the annualized revenue run rate of our subscription (1) software-as-a-service (“SaaS”) contracts, (2) maintenance and support of perpetual license contracts, and (3) content management service contracts at the end of the final calendar month included in a reporting period, assuming these contracts are renewed on their existing terms for customers that are under subscription contracts with us. This gives us an indication of the revenue that can be earned in the following 12-month period from our existing client base, assuming no cancellations or price changes occur during that period. We believe that ARR is a key operating metric to measure our business because it is driven by our ability to acquire new subscription customers and to maintain and expand our relationship with existing subscription customers. ARR should be viewed independently of revenue and deferred revenue as ARR is a performance metric and is not intended to be combined with any of these items.
For further information, please refer to Creative Realities, Inc.’s filings available online at www.sec.gov, including its Annual Report on Form 10-K for 2024 filed with the Securities and Exchange Commission.
About Creative Realities, Inc.
Creative Realities designs, develops and deploys digital signage-based experiences for enterprise-level networks utilizing its Clarity™, ReflectView™, and iShowroom™ Content Management System (CMS) platforms. The Company is actively providing recurring SaaS and support services across diverse vertical markets, including, but not limited to, retail, automotive, digital out-of-home (DOOH) advertising networks, convenience stores, foodservice/QSR, gaming, theater, and stadium venues. In addition, the Company assists clients in utilizing place-based digital media to achieve business objectives such as increased revenue, enhanced customer experiences, and improved productivity. This includes the design, deployment, and day-to-day management of retail media networks to monetize on-premise foot traffic utilizing its AdLogic™ and CPM+™ programmatic advertising platforms.
Cautionary Note on Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, and includes, among other things, discussions of our business strategies, product releases, future operations and capital resources. Words such as "estimates," "projects," "expects," "anticipates," "forecasts," "plans," "intends," "believes," "seeks," "may," "will," "should," "future," "propose" and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. Forward-looking statements are not guarantees of future performance, conditions or results. They are based on the opinions, estimates and beliefs of management as of the date such statements are made, and they are subject to known and unknown risks, uncertainties, assumptions and other factors, many of which are outside of our control, that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking statements. Some of these risks are discussed in the “Risk Factors” section contained in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024 and our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2025 and September 30, 2025, and the Company’s subsequent filings with the U.S. Securities and Exchange Commission. Important factors, among others, that may affect actual results or outcomes include: our ability to integrate the recently acquired business of Cineplex Digital Media Inc. (“CDM”) into our own, maintain or improve the financial performance of CDM’s business and realize anticipated synergies, our strategy for customer retention, growth, product development, market position, financial results and reserves, our ability to execute on our business plan, our ability to retain key personnel, our ability to remain listed on the Nasdaq Capital Market, our ability to realize the revenues included in our future guidance and backlog reports, our ability to satisfy our upcoming debt obligations and other liabilities, the ability of the Company to continue as a going concern, potential litigation, supply chain shortages, and general economic and market conditions impacting demand for our products and services. Readers should not place undue reliance upon any forward-looking statements. We assume no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Contacts
Media:
Christina Davies
cdavies@ideagrove.com
Investor Relations:
Chris Witty
cwitty@darrowir.com
646-438-9385
ir@cri.com
https://investors.cri.com/
CREATIVE REALITIES, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
| |
|
December 31,
|
|
| |
|
2025
|
|
|
2024
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
Current Assets:
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$ |
1,559 |
|
|
$ |
1,037 |
|
|
Accounts receivable, net
|
|
|
19,219 |
|
|
|
10,605 |
|
|
Inventories, net
|
|
|
7,420 |
|
|
|
1,995 |
|
|
Prepaid expenses and other current assets
|
|
|
5,347 |
|
|
|
859 |
|
|
Total current assets
|
|
|
33,545 |
|
|
|
14,496 |
|
| |
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
2,937 |
|
|
|
207 |
|
|
Goodwill
|
|
|
53,266 |
|
|
|
26,453 |
|
|
Other intangible assets, net
|
|
|
35,906 |
|
|
|
22,841 |
|
|
Finance lease right-of-use assets
|
|
|
22,658 |
|
|
|
114 |
|
|
Operating lease right-of-use assets
|
|
|
2,117 |
|
|
|
787 |
|
|
Other non-current assets
|
|
|
611 |
|
|
|
312 |
|
|
Total Assets
|
|
$ |
151,040 |
|
|
$ |
65,210 |
|
| |
|
|
|
|
|
|
|
|
|
LIABILITIES, TEMPORARY EQUITY, AND SHAREHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
Current Liabilities:
|
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
$ |
16,673 |
|
|
$ |
6,354 |
|
|
Accrued expenses and other current liabilities
|
|
|
3,837 |
|
|
|
3,164 |
|
|
Deferred revenues
|
|
|
8,115 |
|
|
|
1,137 |
|
|
Customer deposits
|
|
|
1,823 |
|
|
|
2,181 |
|
|
Current maturities of operating leases
|
|
|
596 |
|
|
|
466 |
|
|
Current maturities of finance leases
|
|
|
3,799 |
|
|
|
46 |
|
|
Short-term debt
|
|
|
4,430 |
|
|
|
- |
|
|
Short-term contingent consideration, at fair value
|
|
|
- |
|
|
|
12,815 |
|
|
Total Current Liabilities
|
|
|
39,273 |
|
|
|
26,163 |
|
| |
|
|
|
|
|
|
|
|
|
Revolving credit facility
|
|
|
4,940 |
|
|
|
13,044 |
|
|
Term debt, net of deferred financing costs
|
|
|
34,583 |
|
|
|
- |
|
|
Non-current operating lease liabilities
|
|
|
1,673 |
|
|
|
342 |
|
|
Non-current finance lease liabilities
|
|
|
17,844 |
|
|
|
68 |
|
|
Deferred tax liabilities
|
|
|
3,541 |
|
|
|
133 |
|
|
Total Liabilities
|
|
|
101,854 |
|
|
|
39,750 |
|
| |
|
|
|
|
|
|
|
|
|
Series A Redeemable Convertible Preferred stock, $1,000 stated value, 50,000 shares authorized; 30 and 0 shares issued and outstanding as of December 31, 2025 and 2024, respectively Liquidation preference of $30,232 and $0 as of December 31, 2025 and 2024, respectively
|
|
|
27,688 |
|
|
|
- |
|
|
Shareholders' Equity:
|
|
|
|
|
|
|
|
|
|
Common stock, $0.01 par value, 66,666 shares authorized; 10,519 and 10,447 shares issued and outstanding as of December 31, 2025 and 2024, respectively
|
|
|
105 |
|
|
|
104 |
|
|
Additional paid-in capital
|
|
|
85,300 |
|
|
|
82,210 |
|
|
Accumulated deficit
|
|
|
(65,130 |
) |
|
|
(56,854 |
) |
|
Accumulated other comprehensive income
|
|
|
1,223 |
|
|
|
- |
|
|
Total Shareholders’ Equity
|
|
|
21,498 |
|
|
|
25,460 |
|
|
Total Liabilities, Temporary Equity, and Shareholders' Equity
|
|
$ |
151,040 |
|
|
$ |
65,210 |
|
CREATIVE REALITIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
| |
|
For the Three Months Ended
|
|
|
For the Years Ended
|
|
| |
|
December 31,
|
|
|
December 31,
|
|
| |
|
2025
|
|
|
2024
|
|
|
2025
|
|
|
2024
|
|
|
Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hardware
|
|
$ |
6,597 |
|
|
$ |
3,850 |
|
|
$ |
21,232 |
|
|
$ |
18,259 |
|
|
Services and other
|
|
|
17,324 |
|
|
|
7,162 |
|
|
|
36,000 |
|
|
|
32,595 |
|
|
Total sales
|
|
|
23,921 |
|
|
|
11,012 |
|
|
|
57,232 |
|
|
|
50,854 |
|
|
Cost of sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Hardware
|
|
|
4,773 |
|
|
|
2,839 |
|
|
|
15,292 |
|
|
|
13,521 |
|
|
Services and other
|
|
|
7,681 |
|
|
|
3,303 |
|
|
|
16,226 |
|
|
|
13,322 |
|
|
Total cost of sales
|
|
|
12,454 |
|
|
|
6,142 |
|
|
|
31,518 |
|
|
|
26,843 |
|
|
Gross profit
|
|
|
11,467 |
|
|
|
4,870 |
|
|
|
25,714 |
|
|
|
24,011 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales and marketing expenses
|
|
|
2,028 |
|
|
|
1,360 |
|
|
|
5,803 |
|
|
|
6,015 |
|
|
General and administrative expenses
|
|
|
8,982 |
|
|
|
4,224 |
|
|
|
23,065 |
|
|
|
17,058 |
|
|
Loss on impairment of software asset
|
|
|
- |
|
|
|
- |
|
|
|
5,712 |
|
|
|
23,073 |
|
|
Total operating expenses
|
|
|
11,010 |
|
|
|
5,584 |
|
|
|
34,580 |
|
|
|
23,073 |
|
|
Operating income (loss)
|
|
|
457 |
|
|
|
(714 |
) |
|
|
(8,866 |
) |
|
|
938 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (income) expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, including amortization of debt discount
|
|
|
1,115 |
|
|
|
296 |
|
|
|
2,479 |
|
|
|
1,775 |
|
|
Loss on change in fair value of contingent consideration
|
|
|
- |
|
|
|
2,022 |
|
|
|
- |
|
|
|
1,608 |
|
|
Gain on settlement of contingent consideration
|
|
|
- |
|
|
|
- |
|
|
|
(4,775 |
) |
|
|
- |
|
|
Loss on debt extinguishment
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,059 |
|
|
Loss on debt modification
|
|
|
24 |
|
|
|
- |
|
|
|
24 |
|
|
|
0 |
|
|
Other expense (income), net
|
|
|
108 |
|
|
|
(74 |
) |
|
|
516 |
|
|
|
(102 |
) |
|
Total other expenses, net
|
|
|
1,247 |
|
|
|
2,244 |
|
|
|
(1,756 |
) |
|
|
4,340 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes
|
|
|
(790 |
) |
|
|
(2,958 |
) |
|
|
(7,110 |
) |
|
|
(3,402 |
) |
|
Income tax benefit (expense)
|
|
|
(1,175 |
) |
|
|
120 |
|
|
|
(1,166 |
) |
|
|
(106 |
) |
|
Net loss
|
|
|
(1,965 |
) |
|
|
(2,838 |
) |
|
|
(8,276 |
) |
|
|
(3,508 |
) |
|
Series A Redeemable Convertible Preferred Stock dividends
|
|
|
(232 |
) |
|
|
- |
|
|
|
(232 |
) |
|
|
- |
|
|
Net loss applicable to common stockholders
|
|
$ |
(2,197 |
) |
|
$ |
(2,838 |
) |
|
$ |
(8,508 |
) |
|
$ |
(3,508 |
) |
|
Basic (loss) income per common share
|
|
|
(0.21 |
) |
|
|
(0.27 |
) |
|
$ |
(0.81 |
) |
|
$ |
(0.34 |
) |
|
Diluted (loss) income per common share
|
|
|
(0.21 |
) |
|
|
(0.27 |
) |
|
$ |
(0.81 |
) |
|
$ |
(0.34 |
) |
|
Weighted average shares outstanding - basic
|
|
|
10,519 |
|
|
|
10,447 |
|
|
|
10,495 |
|
|
|
10,440 |
|
|
Weighted average shares outstanding - diluted
|
|
|
10,519 |
|
|
|
10,447 |
|
|
|
10,495 |
|
|
|
10,440 |
|
CREATIVE REALITIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
| |
|
For the Years Ended December 31,
|
|
| |
|
2025
|
|
|
2024
|
|
| |
|
|
|
|
|
|
|
|
|
Operating Activities:
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
$ |
(8,276 |
) |
|
$ |
(3,508 |
) |
|
Adjustments to reconcile net loss to net cash (used in) provided by operating activities
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
6,491 |
|
|
|
4,078 |
|
|
Non-cash lease expense
|
|
|
621 |
|
|
|
254 |
|
|
Amortization of debt discount
|
|
|
27 |
|
|
|
569 |
|
|
Stock-based compensation
|
|
|
2,283 |
|
|
|
13 |
|
|
Amortization of deferred financing costs
|
|
|
110 |
|
|
|
63 |
|
|
Loss on extinguishment of debt
|
|
|
- |
|
|
|
1,059 |
|
|
Loss on modification of revolver
|
|
|
24 |
|
|
|
- |
|
|
Provision for credit losses
|
|
|
229 |
|
|
|
13 |
|
|
Impairment of software asset
|
|
|
5,712 |
|
|
|
- |
|
|
Provision for inventory reserves
|
|
|
160 |
|
|
|
(43 |
) |
|
Loss on change in fair value of contingent consideration
|
|
|
- |
|
|
|
1,608 |
|
|
Gain on settlement of contingent consideration
|
|
|
(4,775 |
) |
|
|
- |
|
|
Deferred income taxes
|
|
|
1,139 |
|
|
|
61 |
|
|
Changes to operating assets and liabilities, net of acquisitions:
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(6,056 |
) |
|
|
1,850 |
|
|
Inventories
|
|
|
(3,846 |
) |
|
|
615 |
|
|
Prepaid expenses and other current assets
|
|
|
1,699 |
|
|
|
(194 |
) |
|
Accounts payable
|
|
|
4,357 |
|
|
|
(1,388 |
) |
|
Accrued expenses and other current liabilities
|
|
|
(6,003 |
) |
|
|
(395 |
) |
|
Deferred revenue
|
|
|
(549 |
) |
|
|
5 |
|
|
Customer deposits
|
|
|
(358 |
) |
|
|
(1,052 |
) |
|
Other assets
|
|
|
(106 |
) |
|
|
43 |
|
|
Lease liabilities
|
|
|
(633 |
) |
|
|
(233 |
) |
|
Other non-current liabilities
|
|
|
- |
|
|
|
(37 |
) |
|
Net cash (used in) provided by operating activities
|
|
|
(7,750 |
) |
|
|
3,381 |
|
| |
|
|
|
|
|
|
|
|
|
Investing Activities:
|
|
|
|
|
|
|
|
|
|
Cash paid for acquisition of Cineplex Digital Media (net of cash acquired)
|
|
|
(37,983 |
) |
|
|
- |
|
|
Purchases of property and equipment
|
|
|
(306 |
) |
|
|
(11 |
) |
|
Capitalization of costs for software development
|
|
|
(2,188 |
) |
|
|
(2,790 |
) |
|
Net cash used in investing activities
|
|
|
(40,477 |
) |
|
|
(2,801 |
) |
| |
|
|
|
|
|
|
|
|
|
Financing Activities:
|
|
|
|
|
|
|
|
|
|
Proceeds from sale of Series A Redeemable Convertible Preferred Stock
|
|
|
30,000 |
|
|
|
- |
|
|
Payment of issuance costs related to Series A Redeemable Convertible Preferred Stock
|
|
|
(2,544 |
) |
|
|
- |
|
|
Proceeds from term debt
|
|
|
36,000 |
|
|
|
- |
|
|
Repayment of term debts
|
|
|
(490 |
) |
|
|
(15,147 |
) |
|
Proceeds from borrowings under revolving credit facility
|
|
|
41,712 |
|
|
|
31,459 |
|
|
Repayment of borrowings under revolving credit facility
|
|
|
(49,817 |
) |
|
|
(18,415 |
) |
|
Payment of contingent consideration
|
|
|
(3,000 |
) |
|
|
- |
|
|
Payment of deferred financing costs
|
|
|
(850 |
) |
|
|
(306 |
) |
|
Repayment of finance lease obligations
|
|
|
(2,272 |
) |
|
|
(44 |
) |
|
Net cash provided by (used in) financing activities
|
|
|
48,739 |
|
|
|
(2,453 |
) |
| |
|
|
|
|
|
|
|
|
|
Effect of exchange rate on cash and cash equivalents
|
|
|
10 |
|
|
|
- |
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
522 |
|
|
|
(1,873 |
) |
|
Cash and cash equivalents, beginning of year
|
|
|
1,037 |
|
|
|
2,910 |
|
|
Cash and cash equivalents, end of year
|
|
$ |
1,559 |
|
|
$ |
1,037 |
|
| |
|
|
|
|
|
|
|
|
|
Supplemental non-cash investing and financing activities:
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Capitalized software in accounts payable
|
|
$ |
30 |
|
|
$ |
67 |
|
|
Series A Redeemable Convertible Preferred Stock dividends
|
|
$ |
232 |
|
|
$ |
- |
|
|
Right-of-use assets obtained in exchange for new operating lease liabilities
|
|
$ |
1,509 |
|
|
$ |
- |
|
|
Issuance of notes payable as partial settlement of contingent consideration
|
|
$ |
4,000 |
|
|
$ |
- |
|
|
Issuance of warrants as partial settlement of contingent consideration
|
|
$ |
1,040 |
|
|
$ |
- |
|
| |
|
|
|
|
|
|
|
|
|
Supplemental disclosure information for cash flow
|
|
|
|
|
|
|
|
|
|
Cash paid during the period for:
|
|
|
|
|
|
|
|
|
|
Interest
|
|
$ |
1,849 |
|
|
$ |
1,195 |
|
|
Operating leases
|
|
$ |
520 |
|
|
$ |
- |
|
|
Income taxes
|
|
$ |
56 |
|
|
$ |
52 |
|
RECONCILIATION OF GAAP NET LOSS TO ADJUSTED EBITDA
(in thousands, unaudited)
Creative Realities, Inc. prepares its consolidated financial statements in accordance with United States generally accepted accounting principles (“GAAP”). In addition to disclosing financial results prepared in accordance with GAAP, the Company discloses information regarding “EBITDA” and “Adjusted EBITDA.” CRI defines “EBITDA” as earnings before interest, income taxes, depreciation and amortization of intangibles. CRI defines “Adjusted EBITDA” as EBITDA excluding stock-based compensation, fair value adjustments and both cash and non-cash non-recurring gains and charges.
EBITDA and Adjusted EBITDA are non-GAAP financial measures and should not be considered as a substitute for net income (loss), operating income (loss) or any other performance measure derived in accordance with United States generally accepted accounting principles (“GAAP”) or as an alternative to net cash provided by operating activities as a measure of CRI’s profitability or liquidity. CRI’s management believes EBITDA and Adjusted EBITDA are useful financial metrics because they allow external users of CRI’s financial statements, such as industry analysts, investors, lenders and rating agencies, to more effectively evaluate CRI’s operating performance, compare the results of its operations from period to period and against CRI’s peers without regard to CRI’s financing methods, hedging positions or capital structure and because it highlights trends in CRI’s business that may not otherwise be apparent when relying solely on GAAP measures. CRI also presents EBITDA and Adjusted EBITDA because it believes EBITDA and Adjusted EBITDA are important supplemental measures of its performance that are frequently used by others in evaluating companies in its industry. Because EBITDA and Adjusted EBITDA exclude some, but not all, items that affect net income (loss) and may vary among companies, the EBITDA and Adjusted EBITDA CRI presents may not be comparable to similarly titled measures of other companies.
The following table presents a reconciliation of EBITDA and Adjusted EBITDA from net loss, CRI’s most directly comparable financial measure calculated and presented in accordance with GAAP.
| |
|
|
|
|
|
Quarters Ended
|
|
| |
|
Year Ended
|
|
|
December 31,
|
|
|
September 30,
|
|
|
June 30,
|
|
|
March 31,
|
|
|
Quarters ended
|
|
2025
|
|
|
2025
|
|
|
2025
|
|
|
2025
|
|
|
2025
|
|
|
GAAP net (loss) income
|
|
$ |
(8,276 |
) |
|
$ |
(1,965 |
) |
|
$ |
(7,862 |
) |
|
$ |
(1,817 |
) |
|
$ |
3,368 |
|
|
Interest expense:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of debt discount
|
|
|
27 |
|
|
|
27 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
Amortization of deferred financing costs
|
|
|
110 |
|
|
|
33 |
|
|
|
26 |
|
|
|
25 |
|
|
|
26 |
|
|
Interest expense, net
|
|
|
2,342 |
|
|
|
1,055 |
|
|
|
504 |
|
|
|
488 |
|
|
|
295 |
|
|
Depreciation/amortization:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- |
|
|
|
|
|
|
Amortization of intangible assets
|
|
|
4,822 |
|
|
|
1,350 |
|
|
|
1,171 |
|
|
|
1,165 |
|
|
|
1,136 |
|
|
Depreciation of property and equipment
|
|
|
1,669 |
|
|
|
1,512 |
|
|
|
54 |
|
|
|
52 |
|
|
|
51 |
|
|
Income tax expense (benefit)
|
|
|
1,166 |
|
|
|
1,175 |
|
|
|
(82 |
) |
|
|
(26 |
) |
|
|
99 |
|
|
EBITDA
|
|
$ |
1,860 |
|
|
$ |
3,187 |
|
|
$ |
(6,189 |
) |
|
$ |
(113 |
) |
|
$ |
4,975 |
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on settlement of contingent consideration
|
|
|
(4,775 |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(4,775 |
) |
|
Stock-based compensation
|
|
|
2,283 |
|
|
|
724 |
|
|
|
308 |
|
|
|
1,249 |
|
|
|
2 |
|
|
Deal & transaction expenses
|
|
|
1,954 |
|
|
|
1,188 |
|
|
|
766 |
|
|
|
- |
|
|
|
- |
|
|
Loss on impairment of software asset
|
|
|
5,712 |
|
|
|
- |
|
|
|
5,712 |
|
|
|
- |
|
|
|
- |
|
|
Loss on modification of revolver
|
|
|
24 |
|
|
|
24 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
Other expense (income)
|
|
|
516 |
|
|
|
108 |
|
|
|
144 |
|
|
|
(1 |
) |
|
|
265 |
|
|
Adjusted EBITDA
|
|
$ |
7,574 |
|
|
$ |
5,231 |
|
|
$ |
741 |
|
|
$ |
1,135 |
|
|
$ |
467 |
|
