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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): August 7, 2023

_________________

RED VIOLET, INC.

(Exact name of Registrant as specified in its charter)

_________________

Delaware (State or other jurisdiction of incorporation or organization)		001-38407 (Commission File Number)		82-2408531 (I.R.S. Employer Identification Number)

 

2650 North Military Trail, Suite 300, Boca Raton, FL 33431
(Address of principal executive offices)

561-757-4000
(Registrant’s telephone number, including area code)

Not Applicable
(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 (see General Instruction A.2. below):

☐ 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, $0.001 par value per share	RDVT	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 ☒

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. ☐

 

 

 

 

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Item 2.02 Results of Operations and Financial Condition

On August 7, 2023, Red Violet, Inc., a Delaware corporation (the “Company”), issued a press release announcing its financial results for the second quarter ended June 30, 2023 (the “Earnings Release”). A copy of the Earnings Release is furnished herewith as Exhibit 99.1.

Also on August 7, 2023, following the issuance of the Earnings Release, the Company conducted a conference call to discuss the reported financial results for the second quarter ended June 30, 2023. The Company had issued a press release on July 24, 2023 to announce the scheduling of the conference call. A copy of the transcript of the conference call is furnished herewith as Exhibit 99.2.

The information included herein and in Exhibit 99.1 and Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

 

99.1 Press Release, dated August 7, 2023

 

99.2 August 7, 2023 conference call transcript

 

104 Cover page Interactive Data File (embedded within the inline XBRL file).

 

 

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SIGNATURES

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

				Red Violet, Inc.
Date: August 9, 2023		By:		/s/ Derek Dubner
				Derek Dubner
				Chief Executive Officer (Principal Executive Officer)

 

 

 

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Exhibit 99.1

 

red violet Announces Second Quarter 2023 Financial Results

Second Quarter Revenue Increased 17% to $14.7 Million, Generated EPS of $0.10

 

BOCA RATON, Fla. – August 7, 2023 – Red Violet, Inc. (NASDAQ: RDVT), a leading analytics and information solutions provider, today announced financial results for the quarter ended June 30, 2023.

“We are pleased with our second quarter results, further highlighting our ability to drive both top-line growth and profitability," stated Derek Dubner, red violet’s CEO. “We are seeing continued strength in new customer onboarding, pipeline expansion from higher-tier prospects, and robust customer conversion at all levels. Our consistent revenue growth and increasing profitability, which are driven by our distinct ability to meet strong industrywide demand for innovative, accurate, and highly-scalable identity solutions, bolster our position as we enter the back half of the year.”

Second Quarter Financial Results

For the three months ended June 30, 2023, as compared to the three months ended June 30, 2022:

Second Quarter and Recent Business Highlights

Conference Call

In conjunction with this release, red violet will host a conference call and webcast today at 4:30pm ET to discuss its quarterly and full year results and provide a business update. Please click here to pre-register for the conference call and obtain your dial in number and passcode. To access the live audio webcast, visit the Investors section of the red violet website at www.redviolet.com. Please login at least 15 minutes prior to the start of the call to ensure adequate time for any downloads that may be required. Following the completion of the conference call, an archived webcast of the conference call will be available on the Investors section of the red violet website at www.redviolet.com.

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About red violet®

At red violet, we build proprietary technologies and apply analytical capabilities to deliver identity intelligence. Our technology powers critical solutions, which empower organizations to operate with confidence. Our solutions enable the real-time identification and location of people, businesses, assets and their interrelationships. These solutions are used for purposes including risk mitigation, due diligence, fraud detection and prevention, regulatory compliance, and customer acquisition. Our intelligent platform, CORE™, is purpose-built for the enterprise, yet flexible enough for organizations of all sizes, bringing clarity to massive datasets by transforming data into intelligence. Our solutions are used today to enable frictionless commerce, to ensure safety, and to reduce fraud and the concomitant expense borne by society. For more information, please visit www.redviolet.com.

Company Contact:
Camilo Ramirez
Red Violet, Inc.
561-757-4500
ir@redviolet.com

 

Investor Relations Contacts:

Steven Hooser/Phillip Kupper
Three Part Advisors
214-872-2710
ir@redviolet.com

Use of Non-GAAP Financial Measures

Management evaluates the financial performance of our business on a variety of key indicators, including non-GAAP metrics of adjusted EBITDA, adjusted EBITDA margin, adjusted gross profit, adjusted gross margin and free cash flow ("FCF"). Adjusted EBITDA is a financial measure equal to net income (loss), the most directly comparable financial measure based on US GAAP, excluding interest income, net, income tax expense, depreciation and amortization, share-based compensation expense, litigation costs, and write-off of long-lived assets and others. We define adjusted EBITDA margin as adjusted EBITDA as a percentage of revenue. We define adjusted gross profit as revenue less cost of revenue (exclusive of depreciation and amortization), and adjusted gross margin as adjusted gross profit as a percentage of revenue. We define FCF as net cash provided by operating activities reduced by purchase of property and equipment and capitalized costs included in intangible assets.

FORWARD-LOOKING STATEMENTS

This press release contains "forward-looking statements," as that term is defined under the Private Securities Litigation Reform Act of 1995 (PSLRA), which statements may be identified by words such as "expects," "plans," "projects," "will," "may," "anticipate," "believes," "should," "intends," "estimates," and other words of similar meaning. Such forward looking statements are subject to risks and uncertainties that are often difficult to predict, are beyond our control and which may cause results to differ materially from expectations, including whether we will be able to use our distinct ability to meet strong industrywide demand for innovative, accurate, and highly-scalable identity solutions to bolster our position as we enter the back half of the year. Readers are cautioned not to place undue reliance on these forward-looking statements, which are based on our expectations as of the date of this press release and speak only as of the date of this press release and are advised to consider the factors listed above together with the additional factors under the heading "Forward-Looking Statements" and "Risk Factors" in red violet's Form 10-K for the year ended December 31, 2022 filed on March 8, 2023, as may be supplemented or amended by the Company's other SEC filings. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

 

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RED VIOLET, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except share data)

(unaudited)

 

		June 30, 2023				December 31, 2022
ASSETS:
Current assets:
Cash and cash equivalents		$	31,368			$	31,810
Accounts receivable, net of allowance for doubtful accounts of $86 and $60 as of   June 30, 2023 and December 31, 2022, respectively			6,556				5,535
Prepaid expenses and other current assets			1,325				771
Total current assets			39,249				38,116
Property and equipment, net			640				709
Intangible assets, net			33,175				31,647
Goodwill			5,227				5,227
Right-of-use assets			821				1,114
Other noncurrent assets			765				601
Total assets		$	79,877			$	77,414
LIABILITIES AND SHAREHOLDERS' EQUITY:
Current liabilities:
Accounts payable		$	1,694			$	2,229
Accrued expenses and other current liabilities			424				1,845
Current portion of operating lease liabilities			731				692
Deferred revenue			627				670
Total current liabilities			3,476				5,436
Noncurrent operating lease liabilities			222				598
Deferred tax liabilities			411				287
Total liabilities			4,109				6,321
Shareholders' equity:
Preferred stock—$0.001 par value, 10,000,000 shares authorized, and 0 shares   issued and outstanding, as of June 30, 2023 and December 31, 2022			-				-
Common stock—$0.001 par value, 200,000,000 shares authorized, 13,911,691 and   13,956,404 shares issued, and 13,908,953 and 13,956,404 shares outstanding, as of   June 30, 2023 and December 31, 2022			14				14
Treasury stock, at cost, 2,738 and 0 shares as of June 30, 2023 and December 31,   2022			(52	)			-
Additional paid-in capital			95,104				92,481
Accumulated deficit			(19,298	)			(21,402	)
Total shareholders' equity			75,768				71,093
Total liabilities and shareholders' equity		$	79,877			$	77,414

 

 

 

 

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RED VIOLET, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except share data)

(unaudited)

 

		Three Months Ended June 30,								Six Months Ended June 30,
		2023				2022				2023				2022
Revenue		$	14,680			$	12,494			$	29,306			$	25,223
Costs and expenses(1):
Cost of revenue (exclusive of depreciation and amortization)			3,240				2,920				6,419				6,090
Sales and marketing expenses			3,078				2,822				6,967				5,213
General and administrative expenses			5,075				5,300				10,316				10,653
Depreciation and amortization			2,054				1,613				3,970				3,147
Total costs and expenses			13,447				12,655				27,672				25,103
Income (loss) from operations			1,233				(161	)			1,634				120
Interest income, net			315				-				601				1
Income (loss) before income taxes			1,548				(161	)			2,235				121
Income tax expense			160				44				131				219
Net income (loss)		$	1,388			$	(205	)		$	2,104			$	(98	)
Earnings (loss) per share:
Basic		$	0.10			$	(0.01	)		$	0.15			$	(0.01	)
Diluted		$	0.10			$	(0.01	)		$	0.15			$	(0.01	)
Weighted average number of shares outstanding:
Basic			13,961,862				13,776,479				13,979,411				13,660,686
Diluted			14,172,024				13,776,479				14,180,614				13,660,686
(1) Share-based compensation expense in each category:
Sales and marketing expenses		$	125			$	108			$	232			$	155
General and administrative expenses			1,180				1,298				2,457				2,638
Total		$	1,305			$	1,406			$	2,689			$	2,793

 

 

 

 

 

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RED VIOLET, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

(unaudited)

 

		Six Months Ended June 30,
		2023				2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)		$	2,104			$	(98	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization			3,970				3,147
Share-based compensation expense			2,689				2,793
Write-off of long-lived assets			3				3
Provision for bad debts			789				61
Noncash lease expenses			293				267
Deferred income tax expense			124				197
Changes in assets and liabilities:
Accounts receivable			(1,810	)			(482	)
Prepaid expenses and other current assets			(554	)			(354	)
Other noncurrent assets			(164	)			-
Accounts payable			(535	)			(157	)
Accrued expenses and other current liabilities			(1,451	)			97
Deferred revenue			(43	)			(219	)
Operating lease liabilities			(337	)			(300	)
Net cash provided by operating activities			5,078				4,955
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment			(51	)			(221	)
Capitalized costs included in intangible assets			(4,509	)			(3,893	)
Net cash used in investing activities			(4,560	)			(4,114	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Taxes paid related to net share settlement of vesting of restricted stock units			(50	)			(2,771	)
Repurchases of common stock			(910	)			-
Net cash used in financing activities			(960	)			(2,771	)
Net decrease in cash and cash equivalents		$	(442	)		$	(1,930	)
Cash and cash equivalents at beginning of period			31,810				34,258
Cash and cash equivalents at end of period		$	31,368			$	32,328
SUPPLEMENTAL DISCLOSURE INFORMATION
Cash paid for interest		$	-			$	-
Cash paid for income taxes		$	22			$	-
Share-based compensation capitalized in intangible assets		$	872			$	723
Retirement of treasury stock		$	938			$	2,771

 

 

 

 

 

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Use and Reconciliation of Non-GAAP Financial Measures

 

Management evaluates the financial performance of our business on a variety of key indicators, including non-GAAP metrics of adjusted EBITDA, adjusted EBITDA margin, adjusted gross profit, adjusted gross margin and FCF. Adjusted EBITDA is a financial measure equal to net income (loss), the most directly comparable financial measure based on GAAP, excluding interest income, net, income tax expense, depreciation and amortization, share-based compensation expense, litigation costs, and write-off of long-lived assets and others, as noted in the tables below. We define adjusted EBITDA margin as adjusted EBITDA as a percentage of revenue. We define adjusted gross profit as revenue less cost of revenue (exclusive of depreciation and amortization), and adjusted gross margin as adjusted gross profit as a percentage of revenue. We define FCF as net cash provided by operating activities reduced by purchase of property and equipment and capitalized costs included in intangible assets.

 

		Three Months Ended June 30,								Six Months Ended June 30,
(In thousands)		2023				2022				2023				2022
Net income (loss)		$	1,388			$	(205	)		$	2,104			$	(98	)
Interest income, net			(315	)			-				(601	)			(1	)
Income tax expense			160				44				131				219
Depreciation and amortization			2,054				1,613				3,970				3,147
Share-based compensation expense			1,305				1,406				2,689				2,793
Litigation costs			45				76				48				91
Write-off of long-lived assets and others			-				-				2				3
Adjusted EBITDA		$	4,637			$	2,934			$	8,343			$	6,154
Revenue		$	14,680			$	12,494			$	29,306			$	25,223
Net income (loss) margin			9	%			(2	%)			7	%			(0	%)
Adjusted EBITDA margin			32	%			23	%			28	%			24	%

 

The following is a reconciliation of gross profit, the most directly comparable GAAP financial measure, to adjusted gross profit:

 

		Three Months Ended June 30,								Six Months Ended June 30,
(In thousands)		2023				2022				2023				2022
Revenue		$	14,680			$	12,494			$	29,306			$	25,223
Cost of revenue (exclusive of depreciation and   amortization)			(3,240	)			(2,920	)			(6,419	)			(6,090	)
Depreciation and amortization of intangible assets			(1,995	)			(1,551	)			(3,853	)			(3,023	)
Gross profit			9,445				8,023				19,034				16,110
Depreciation and amortization of intangible assets			1,995				1,551				3,853				3,023
Adjusted gross profit		$	11,440			$	9,574			$	22,887			$	19,133
Gross margin			64	%			64	%			65	%			64	%
Adjusted gross margin			78	%			77	%			78	%			76	%

 

The following is a reconciliation of net cash provided by operating activities, the most directly comparable US GAAP measure, to FCF:

 

		Three Months Ended June 30,								Six Months Ended June 30,
(In thousands)		2023				2022				2023				2022
Net cash provided by operating activities		$	3,547			$	2,525			$	5,078			$	4,955
Less:
Purchase of property and equipment			(7	)			(108	)			(51	)			(221	)
Capitalized costs included in intangible assets			(2,236	)			(2,099	)			(4,509	)			(3,893	)
Free cash flow		$	1,304			$	318			$	518			$	841

 

In order to assist readers of our condensed consolidated financial statements in understanding the operating results that management uses to evaluate the business and for financial planning purposes, we present non-GAAP measures of adjusted EBITDA, adjusted EBITDA margin, adjusted gross profit, adjusted gross margin and FCF as supplemental measures of our operating performance. We believe they provide useful information to our investors as they eliminate the impact of certain items that we do not consider indicative of our cash operations and ongoing operating performance. In addition, we use them as an integral part of our internal reporting to measure the performance and operating strength of our business.

 

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We believe adjusted EBITDA, adjusted EBITDA margin, adjusted gross profit, adjusted gross margin and FCF are relevant and provide useful information frequently used by securities analysts, investors and other interested parties in their evaluation of the operating performance of companies similar to ours and are indicators of the operational strength of our business. We believe adjusted EBITDA eliminates the uneven effect of considerable amounts of non-cash depreciation and amortization, share-based compensation expense and the impact of other non-recurring items, providing useful comparisons versus prior periods or forecasts. Adjusted EBITDA margin is calculated as adjusted EBITDA as a percentage of revenue. Our adjusted gross profit is a measure used by management in evaluating the business’ current operating performance by excluding the impact of prior historical costs of assets that are expensed systematically and allocated over the estimated useful lives of the assets, which may not be indicative of the current operating activity. Our adjusted gross profit is calculated by using revenue, less cost of revenue (exclusive of depreciation and amortization). We believe adjusted gross profit provides useful information to our investors by eliminating the impact of non-cash depreciation and amortization, and specifically the amortization of software developed for internal use, providing a baseline of our core operating results that allow for analyzing trends in our underlying business consistently over multiple periods. Adjusted gross margin is calculated as adjusted gross profit as a percentage of revenue. We believe FCF is an important liquidity measure of the cash that is available, after capital expenditures, for operational expenses and investment in our business. FCF is a measure used by management to understand and evaluate the business’s operating performance and trends over time. FCF is calculated by using net cash provided by operating activities, less purchase of property and equipment and capitalized costs included in intangible assets.

 

Adjusted EBITDA, adjusted EBITDA margin, adjusted gross profit, adjusted gross margin and FCF are not intended to be performance measures that should be regarded as an alternative to, or more meaningful than, financial measures presented in accordance with US GAAP. In addition, FCF is not intended to represent our residual cash flow available for discretionary expenses and is not necessarily a measure of our ability to fund our cash needs. The way we measure adjusted EBITDA, adjusted EBITDA margin, adjusted gross profit, adjusted gross margin and FCF may not be comparable to similarly titled measures presented by other companies, and may not be identical to corresponding measures used in our various agreements.

 

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SUPPLEMENTAL METRICS

The following metrics are intended as a supplement to the financial statements found in this release and other information furnished or filed with the SEC. These supplemental metrics are not necessarily derived from any underlying financial statement amounts. We believe these supplemental metrics help investors understand trends within our business and evaluate the performance of such trends quickly and effectively. In the event of discrepancies between amounts in these tables and the Company's historical disclosures or financial statements, readers should rely on the Company's filings with the SEC and financial statements in the Company's most recent earnings release.

We intend to periodically review and refine the definition, methodology and appropriateness of each of these supplemental metrics. As a result, metrics are subject to removal and/or changes, and such changes could be material.

 

		(Unaudited)
(Dollars in thousands)		Q3'21				Q4'21				Q1'22				Q2'22				Q3'22				Q4'22				Q1'23				Q2'23
Customer metrics
IDI - billable customers(1)			6,314				6,548				6,592				6,817				6,873				7,021				7,256				7,497
FOREWARN - users(2)			74,377				82,419				91,490				101,261				110,051				116,960				131,348				146,537
Revenue metrics
Contractual revenue %(3)			80	%			79	%			77	%			80	%			68	%			77	%			75	%			79	%
Gross revenue retention %(4)			95	%			96	%			97	%			95	%			94	%			95	%			94	%			94	%
Revenue from new customers(5)		$	876			$	920			$	1,014			$	805			$	2,016			$	1,216			$	1,869			$	1,147
Base revenue from existing customers(6)		$	9,187			$	9,114			$	9,721			$	10,164			$	10,839