LiveOne, Inc. (LVO)
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Status Update

Sep 13, 2022

Operator

Good afternoon. Thank you for attending today's LiveOne webcast, featuring senior management of its subsidiaries, Slacker Radio and PodcastOne. All lines will be muted during the presentation portion of the call, with an opportunity for questions and answers at the end. If you would like to ask a question, please press star one on your telephone keypad at any time. It is now my pleasure to hand the conference over to our host, Aaron Sullivan, Interim CFO of LiveOne. Aaron, please proceed.

Aaron Sullivan
Interim CFO, LiveOne

Thank you. Good afternoon, and welcome to LiveOne's conference call and webcast to introduce the senior management of LiveOne's audio division, wholly owned subsidiaries. Presenting on today's call are Rob Ellin, LiveOne's Chairman and CEO, Brad Konkol, Head of our Slacker Radio subsidiary, Kit Gray, President of our PodcastOne subsidiary, and myself, Aaron Sullivan, Interim CFO of LiveOne. I would like to remind you that some of the statements made on today's call are forward-looking and are based on current expectations, forecasts, and assumptions that involve various factors, risks, and uncertainties. These statements include, but are not limited to, statements regarding the future performance of the company, including expected future financial results and expected future growth in the business. Actual results may differ materially from those discussed on this call for a variety of reasons.

Please refer to the company's filings with the SEC for information about factors, risks, and uncertainties which could cause the company's actual results to differ materially from these forward-looking statements, including those described in its annual report on Form 10-K for the year ended March 31, 2022, quarterly report on Form 10-Q for the fiscal quarter ended June 30, 2022, and in the company's other filings and submissions with the SEC. The following discussion, including responses to your questions, contains time-sensitive information and reflects management's view as of the date of this call, September 13, 2022. Except as required by law, the company does not undertake any obligation to update or revise this information after the date of this call. I'd like to highlight to investors that the call is being recorded.

The company is making it available to investors and media via webcast, and a replay will be available on its website in the investor relations section shortly following the conclusion of the call. Additionally, it is the property of the company, and any redistribution, retransmission, or rebroadcast of the call or the webcast in any form without the company's expressed written consent is strictly prohibited. Now, I would like to turn the call over to LiveOne CEO, Rob Ellin.

Rob Ellin
Chairman and CEO, LiveOne

Thank you, Aaron. Welcome, LiveOne. Last Friday, we announced our audio division's guidance of $88 million in revenues and $17 million in Adjusted EBITDA for the current fiscal year, March ended 2023. This is a 100% increase in Adjusted EBITDA from $8.8 million in fiscal 2022. We also updated our company-wide guidance for fiscal 2023, expecting revenues of $126 million-$129 million and Adjusted EBITDA of $8 million-$11 million, a $23 million swing from last year. We've also announced the company has bought back 2 million shares of stock, and myself and my board members have personally bought a substantial amount of stock as well.

We also recently expanded our relationship with J.P. Morgan as we continue to look at the process to explore strategic alternatives in order to enhance shareholder value under the current market cap today. With that, I wanna introduce two of my star executives who have proven not only to be resilient, but have taken acquisitions that we did in 2017 with Slacker Radio, losing over $10 million a year, and PodcastOne losing over $5 million a year. These executives, Kit Gray and Brad Konkol, have done an excellent job of managing their teams as well as delivering substantial EBITDA for this year. With that, I wanna hand it over to Brad to talk about Slacker and give you a little bit of his knowledge of the team as well as what we have built over at Slacker Radio. Thank you, Brad.

Brad Konkol
Head of Slacker Radio, LiveOne

Thanks for the introduction, Rob. For a quick about me, I've spent a career at the intersection of content, technology, and data, starting in the academic research sector. For the last seven plus years, I've been immersed in the world of music streaming at Slacker and LiveOne. As the Vice President of product and engineering at Slacker, teams that report to me are responsible for developing and maintaining our music and video streaming experiences for consumer-facing applications on mobile, web, auto, OTT, and other connected devices. In addition, the Slacker team supports the tech stack for all business-to-business programs, most notably Tesla. Previously, Slacker Radio-powered B2B products such as Samsung Milk Music, Verizon Tones, and AOL Radio. We really have a rich history of supporting a myriad of applications in both B2C and B2B.

In terms of the music marketplace and where we are as a business today, global music streaming revenues are forecasted to hit $89 billion by the year 2030. We're in an industry that's set for continued substantial growth over the next several years. For Slacker's part, we've recently surpassed 1.7 million subscribers. In addition, we've grown our free members to nearly 800,000 on our ad-supported tier. We expect to have two million subscribers by the end of our fiscal year in March. For those that may not know, the Slacker music experience really specializes in lean back radio that is expertly curated by humans while still incorporating algorithmic logic to support personalized listening.

What we mean by lean back radio is the user doesn't necessarily have to make a whole lot of selections or inputs in order to get a listening experience that they can enjoy for hours on end. We believe that a big part of this is our hybrid approach of human curation with the AI. On top of that, we add voice and narration and storytelling to our music experiences to make a deeper connection with our audiences. In fact, we remain the only interactive radio service with DJ and on-air personalities integrated into the listening experience. In that regard of, you know, combining music with voice, we're gonna continue to integrate PodcastOne content across our applications, including on Tesla as well. In addition to all those things, we're very competitive on pricing.

We truly feel that this combination of lean back, ad-free streaming radio with a personalized and connected touch at consumer-friendly pricing, we believe that's unique and that there's B2C customers as well as B2B partners that are looking for exactly that. Again, the team at Slacker were incredibly agile, and the tech we built is a major asset for the company. Over the last five years, the team's taken the core audio product for music, and we've integrated video, interactive live streaming, linear channel streaming, podcasting, pay-per-view, and most recently, we launched a digital meet and greet product. In terms of where we're going, we believe all the aforementioned products and content verticals can continue to drive revenue, and we see business-to-business partnerships as a major potential driver for growth.

We believe there's substantial opportunities with businesses looking to bundle services and provide their customers with additional product benefit in the form of music. Really building on recently announced partnerships with the likes of ZYNC and TCL and continuing to expand with programs across a number of verticals such as connected health and fitness, telecoms, property management groups, consumer electronics, and automotive initiatives. We're very enthusiastic about focusing efforts on these areas going forward, and we believe they present truly exciting growth opportunities for the company. With that, I'll throw it back to you, Rob. Thanks.

Rob Ellin
Chairman and CEO, LiveOne

Great. Thank you, Brad, as always. Brad and his team, Brad leading his team has not only proven to be resilient, has had to make some really tough decisions, including making major cuts in the overall team to make sure that we get to the substantial EBITDA. Again, as I've articulated publicly, right, we've now gone from over $10 million in losses, 400,000 subscribers. We've grown to 1.7 million paying subscribers and over 2.5 million total and over $10 million in cash flow. With that, I'm gonna hand it over to Kit Gray. Kit has done an exceptional job the same over at PodcastOne. Thank you, Kit.

Kit Gray
President, PodcastOne

Thank you, Rob, and thank you everyone on the call for your time today. My name is Kit Gray. I'm the President of PodcastOne. I will give you just a brief background on myself. I started PodcastOne in 2009, working with a guy that we still work with, Adam Carolla. We were really one of the first people to put ads into podcasts and it's been a tremendous ride ever since then, and it's been about 12 or 13 years that I've been in the business.

My background comes from working for iHeartMedia in the Katz Media world, where I represented radio stations opening offices in Los Angeles and Boston, Massachusetts, working in New York City getting really a grasp for how the advertising planning and media buying world goes, and that was a great foundation to my current career. I have been in the space for 12, 13 years. I've been running PodcastOne just myself for about two years now. Took over from my old partner and Westwood One founder, Norm Pattiz. It's been just a great run with the LiveOne acquisition a couple years ago, putting some new resources and seeing some great growth. Just to talk about the industry, which is just expanding tremendously.

I was just down at the Podcast Movement in Dallas two weeks ago, where there are a lot of exciting things going on. I'll talk about a few of those right now. YouTube is now getting into the space and will be one of the key drivers of distribution, discovery, and monetization. That's an exciting opportunity for growth for our podcasts to get bigger numbers and to sell integrations and to continue selling video and monetizing that sort of content. Also we've been reading in the Interactive Advertising Bureau, the IAB has just posted over the last couple months that the industry did just over $1 billion last year and is on pace to do about $4.5 billion by 2024.

The industry is growing tremendously, and we're moving in the right direction. Just this morning there was a report out from Edison Research and Sounds Profitable talking about engagement with podcast listening and how their attention to advertisers and how podcasting is superseding all other mediums when it comes to accountability, recognition of the ads and really put some great data in why media companies and advertisers should be putting more and more money into podcasting. That type of data continues to be strong, even as the economy is, you know, seeing some hiccups. People are spending more in podcasting just based on results. There's different forms of attribution that get great ROI metrics and help the medium kind of move forward.

Moving on to PodcastOne and our growth. There is a ranking service called Podtrac, where you can go on and see the top-performing podcasts individually as well as networks. You'll notice that PodcastOne is ranked in the August Ranker number eight. The growth from July in just uniques went from 6 million to 7.2 million, which is tremendous growth and, you know, very exciting as we continue to grow as a network and offer more and different type of programming and opportunities for advertisers to be involved with that. Our show list continues to expand. Just recently, we launched A&E's ninth season of the hit podcast Cold Case Files. In the next month, we will be launching A&E's other hit podcast for season two, I Survived.

We are well-positioned in the Housewives world with Melissa Gorga, who has launched with us this year, and she's growing tremendously over the last thre to four mo nths. Teresa Giudice will be starting with us in the next month or two, and we're really excited about that as well. In conjunction with WTOP, owned by Hubbard Broadcasting, one of the top radio stations in the country, out of Washington, D.C., we are starting the third season of a hit podcast series called 22 Hours: An American Nightmare. Keep an eye out for that. We just recently acquired Action Park Media, which has the Kelly Stafford podcast as well as the Victory the Podcast that works on the Entourage series and talking about, you know, that great TV program.

Our network continues to grow with new programming and new offerings for our advertising partners and our salespeople to go out and sell. I wouldn't be here without talking about the strength of the PodcastOne team. I'm fortunate to have really what I believe a team that's second to none. Our talent acquisition team of Eli Dvorkin and Ari are just fantastic. We've got a really exciting slate of podcasts that are due to be signed and launched over the next six months. That's, you know, in the 10-15 range in terms of programs for that. Sue McNamara is my right-handed woman, and she runs our sales team.

She is, you know, comes from the CBS world of selling Howard Stern over the years and working in Interep and CBS Radio. She's been with PodcastOne for the better part of four years now and leads our great sales team that has sellers all over the country. Alana and Jackie run our marketing. You know, once we get these programs on board, we see significant growth and our engagement with the communities, and that's very valuable to recognizing revenue. I have a production staff that includes some of the best out there with Stacie Parra and Alistair Walford leading the way there. They've been with us for a couple years now.

It's really a great veteran team that's positioned well to succeed moving forward. One of the great opportunities we have with us right now is really looking at, you know, the shows that are making the most money and making sure we're focusing on growing those shows and putting as much sales resources into those and helping grow our margins in a great way.

Any show, any shows that really aren't making us money, we're able to, you know, move on from them, acquire new shows, and, that's been a great experience over the last, you know, thre to six months, where even the ones that we lose, we're sometimes sorry about that, but better opportunities are right around the corner, especially with the growth in the medium and, maybe, you know, some of our competitors not focusing as much on those programs as they should be. It really brings a great opportunity to us.

We continue to expand in the 360 sales offerings and working with Slacker Radio and Bradley and his team to bring live show content, experiences with some of our community members and our talent to have exclusive relationships and interactions with talent on a different level, merchandise and more. That's an exciting way for us not only to engage with those communities but to bring different revenue channels to the PodcastOne world. That being said, that's really what's going on in the podcasting world. We continue to strive to move forward. We're really excited about the future and our new programs.

As we continue to grow, it's a really great place to be, and we're excited about working with Slacker more and doing some great things and moving the business forward. Thank you very much for your time, and looking forward to any questions you may have.

Rob Ellin
Chairman and CEO, LiveOne

Rob Ellin, just to finish before we go to the Q&A, as you can see, this is a very seasoned team. This is a very humble team. Kit is just done a magnificent job of helping me to close an $8.1 million financing at a $68 million valuation for our podcast business. All right. We just announced record revenues for the quarter of $8.7 million. As you look at the two divisions coming together as our audio business, again, over $88 million in revenues and $17 million of EBITDA from, you know, true turnarounds, restructurings when we acquired these companies.

I couldn't be prouder of my team, and I couldn't be more excited about where we're going and the future of this, and we're excited to start talking about very serious cash flow in calendar 2023. Any questions, any Q&A, I'd love to help the team answer any questions you have for Brad, myself, or Kit.

Operator

Thank you. We will now begin the Q&A session. If you would like to submit a question, please press star followed by one on your telephone keypad. If for any reason you would like to remove that question, please press star followed by two. Again, to ask a question, that's star one. As a reminder, if you are using a speakerphone, please remember to pick up your handset before asking your question. We will pause here briefly as questions are registered. Our first question comes from Brian Kinstlinger with Alliance Global Partners. Brian, your line is now open.

Shervin Zand
Equity Research Associate, Alliance Global Partners

Hi there. This is Shervin calling in for Brian. Just had a couple questions. Starting with PodcastOne, that $8.7 million of revenue during the first fiscal quarter, what was the implied year-over-year growth rate for that business? With the recent pressure on the economy, and we're hearing in some cases on advertising budgets, what is the impact on your ability to sustain or accelerate the growth rate of this business?

Kit Gray
President, PodcastOne

Rob or Aaron, do you wanna take the first one on the finances, and I can talk about the economic side of things. Real quickly, I'll address that. The advertising model is really strong with podcasting. You're gonna see some drop-off in the advertising spends in some of the other media like we talked about, you know, TV, digital, radio, print. You're gonna see some drop-offs with the economy, and distribution and supply chains management. That's been an issue. With podcasting, you're gonna see a little bit of that, not as much.

That really has to do with the core of the business is still very much on the ROI world where we call it direct response business, where you know you have to use a code or go to a website and there's all these attribution companies whether it's Chartable or Podsights or other companies that are getting into that where advertisers are seeing direct results based on their spends that in their world they have to buy that real estate and make sure they're in that place just to keep those successful campaigns going. So we're not seeing as much as I believe you'll see in other media.

Shervin Zand
Equity Research Associate, Alliance Global Partners

Okay. Thank you.

Rob Ellin
Chairman and CEO, LiveOne

Just to add a little bit to that, you know, Kit, if you don't mind, just talk about the TAM and the growth of podcasting today and podcasting over the next five years where the revenue growth is going for the overall industry.

Kit Gray
President, PodcastOne

Yeah. You know, what the IAB is saying is, you know, we did just over $1.4 billion, I believe in 2021. Yeah. It was $1.448 billion in 2021. They're projecting it to grow to $4.229 billion in 2024. That comes with a bunch of different reasons. You know, the direct response business is still by far and away the leader in the space, where there's a couple, probably three or four different agencies that run that world. You typically see that as a low-cost medium in TV or radio. But for podcasting, based on the results and the attribution, they'll sometimes pay the highest CPM.

As you see more great content and more consumption of podcasting in general as an industry, you'll see more money spent into that space. You're also gonna see a lot more brands, you know, very wary of how they're spending their dollars, and that also leads to the strength of podcasting in that medium as well. Specifically for PodcastOne, we continue to grow. I mentioned the growth in our uniques from July to August on the Podtrac ranker. That's, you know, just what we do. Every day, we come in and we market our shows to grow those audiences and then, you know, we work with the talent to grow those audiences and push them socially, push them through other podcasts that we have available inventory in.

that effectively helps us sell higher rates and higher numbers and more money. That's the name of the game. We've got a great team and a great model at PodcastOne, and we've been able to show significant growth in the network over the last year and a half or so.

Rob Ellin
Chairman and CEO, LiveOne

When you think about that TAM, right, and going from $1.4 billion-$4 billion, right? I think overall, we believe it's going to $10 billion over the next seven or eight years. One of the exciting parts of this is you're seeing even in this current market climate, and one of the reasons we believe that it made sense to do the financing into PodcastOne and take it public on its own, is that the valuations companies are getting bought even in the current market environment. SiriusXM just bought a podcast network. It's 15x revenues, right? Network doing $10 million in revenues, we're doing that. You know, we're doing almost $9 million per quarter. You know, it's a really exciting time to be in a market with this type of growth.

Shervin Zand
Equity Research Associate, Alliance Global Partners

What was that question?

Which implied year-over-year growth rate?

The implied year-over-year growth rates for PodcastOne, if you guys have that.

Rob Ellin
Chairman and CEO, LiveOne

Aaron, you wanna take that? I think we can only give quarter-over-quarter because I don't think we've broken down the year yet, right? We've consolidated the two, but we haven't given the year. Aaron, why don't you just give 'em a growth rate from the $8.7 million versus last year.

Aaron Sullivan
Interim CFO, LiveOne

Yeah. It's just north of 15%.

Rob Ellin
Chairman and CEO, LiveOne

Great.

Shervin Zand
Equity Research Associate, Alliance Global Partners

For the quarter.

That's the quarter. That's for the quarter, correct.

Next.

Aaron Sullivan
Interim CFO, LiveOne

Sorry, just to clarify a little bit.

Shervin Zand
Equity Research Associate, Alliance Global Partners

Sure.

Aaron Sullivan
Interim CFO, LiveOne

There is some seasonality in the quarterly rates. You know, the biggest quarters are Q3, which is the quarter ending December. Just wanna point that out. Thanks.

Shervin Zand
Equity Research Associate, Alliance Global Partners

Thank you. Yeah, the next question, keeping with the podcasting, how do you think about the portfolio of content and need for brand new podcasts? And then can you talk about the capital requirement you expect for the content growth?

Kit Gray
President, PodcastOne

Sure. Our lifeline has.

Rob Ellin
Chairman and CEO, LiveOne

Kit, you wanna take the first part?

Kit Gray
President, PodcastOne

Yeah. No problem. I'll take the first part. Yeah, our lifeline at PodcastOne has always been, you know, refreshing our content line. It basically is very important for us to always have something new to sell. We always flush out the bottom part of our roster with new ones potentially. It's really important for us on a margin side too, right? As we do launch shows, we're able to have better revenue splits and things like that versus, you know, ones we may have had for years and years. It's really important for us to continually put new programs out for consumption as well as sales opportunities and margin growth. Yeah.

Rob Ellin
Chairman and CEO, LiveOne

Talking about the capital needs, Kit, jump in here just to add into it. There's very little upfront capital in this, right? You know, there's a microphone and, you know, video and so on as we expand those, and there's so many revenue streams that could come off the same piece of content. What Kit has done is we threw him in the trenches of literally, you know, changing out chairman, COO, and CFO as we acquired the business. Kit as the founder and president of the company has stepped up and just done an exceptional job of driving those revenues on a run rate to almost double them from where we acquired the company, as well as really refocus the energy around margins and EBITDA.

We're really proud of where we are right now, and we look forward to highlighting that in this next quarter coming up. We announced $2 million of EBITDA last quarter, and we expect this quarter to be substantially higher as we've stated, $7 million-$11 million. We look forward to highlighting that and as you see the filing for the IPO, if you read the 8-K, it said the IPO's gotta be at $150 million or more, which is well below the industry numbers, right? Substantially below and almost, you know, 50%, 60% above our entire market cap just for the podcast business. Kit's done a great job of it.

His team has done a great job, and I think we'll be able to highlight and showcase a lot more of those individual numbers very shortly as we file that IPO.

Shervin Zand
Equity Research Associate, Alliance Global Partners

Thank you. Then one last question. On Slacker Radio, can you remind us of the strategy to improve the conversion rate of members to paid subscribers? Again, back to the weakening economy, are you seeing any slowdown excluding new Tesla sales?

Rob Ellin
Chairman and CEO, LiveOne

You know, for us, we have the lowest churn in the industry. We're not in the business of going out and spending a fortune on marketing and spending $80 a sub to see if you can keep your subscribers, right? We're about super fans, right? As Brad articulated, because of the lean back experience and because of our B2B deals, right, we don't have that same issue that most of the industry does. You know, we're nimble, we're way lower priced than anybody else in the industry. Brad, you wanna add anything to that?

Brad Konkol
Head of Slacker Radio, LiveOne

I think you're touching on the key points, Rob, and I think that's really, you know, focusing on the type of consumer that aligns with what we think we do best, and it's that lean back you know, listening at the ad-supported pricing tier, which we can offer at a very competitive price. I think in terms of, you know, B2C, that's, you know, focusing on those customers that align with our core product principles is where we're going to see the best conversion. As Rob said, you know, we're really focused on mitigating churn as well, which we've done at an exceptional level compared to historical churn rates.

Again, you know, where we see a lot of growth is through partnerships and, you know, that could be through affiliate programs, and things where partners that have similar, you know, value conscious customers help promote our brand as well. We see there being a lot of synergy there in the months ahead.

Rob Ellin
Chairman and CEO, LiveOne

You're gonna see, you're gonna see very similar, more and more deals like TCL that we just announced, like Android Automotive, like we do with Tesla, where we could be a white label. The app can be built into these transformative partnerships that have 10 million to 2.5 billion eyeballs like Facebook. Our humble opinion is everybody needs music, right? Everybody needs access to it. You've seen the growth and, you know, the size and mass that have been created at Apple, Spotify, Amazon, and YouTube, right? SiriusXM and iHeartMedia.

We're in that very fortunate position that because our team has built the technology stack to give you a really unique offering at an extremely low price, it gives us a lot of flexibility in how we can partner on those and really achieve our goals utilizing our B2B partners that, you know, have this massive traffic and leveraging their traffic in exchange for this world-class content.

Brad Konkol
Head of Slacker Radio, LiveOne

Yeah. I think to answer.

Rob Ellin
Chairman and CEO, LiveOne

Thank you.

Brad Konkol
Head of Slacker Radio, LiveOne

The second question there is really about, you know, the economic state. Music in general, I think is a really resilient entertainment medium. In a lot of ways, our core experience is tailor-made for value-focused consumers looking for a good music experience at an affordable price. I think we're well-positioned based on the current economic climate.

Shervin Zand
Equity Research Associate, Alliance Global Partners

Thank you so much. That's all I have.

Rob Ellin
Chairman and CEO, LiveOne

Great. Thank you.

Operator

Thank you. Our next question comes from Scott Redmond with Redmond Asset Management. Scott, your line is now open.

Scott Redmond
Founder and Partner, Redmond Asset Management

Hey, thanks for taking my questions. I was wondering, just kind of as a more of a thematic or possibly historic or recent history, what is the typical merger of cultures of a podcast network like? I mean, on one hand, it could be as antagonistic as the Yankees merging with the Boston Red Sox. On another hand, it could be like, you know, kindred spirits who just kinda join together. I guess a third way might even be that, you know, here are the computer codes to our feeds and the acquired is no longer needed. Can you speak to just the dynamics of integrating new podcast groups and have there been any bad mergers out there, things like that?

Kit Gray
President, PodcastOne

Sure. Scott, nice to meet you. I hear you when it comes to a Red Sox-Yankee feud, being a Boston guy. I totally get your. I think we're playing tonight, so I get it.

Scott Redmond
Founder and Partner, Redmond Asset Management

Go Sox.

Kit Gray
President, PodcastOne

Hey, go Sox. Exactly. All right, I like it. Yeah, look, when it comes to, you know, podcast networks and putting them together, it's really about talent management. I learned really everything from a guy named Norm Pattiz, who's the best I've ever seen when it comes to managing talent and understanding their position and how to work through certain situations. I give him all the credit, and I learned, you know, I went to his business school basically in talent management. What I would say is every piece of talent is different, you know, and everybody looks at their business, which is really what the podcast is.

It's their business, and that's one of the things that makes it so attractive for talent, is that they own it, they have control over it, and it's really important for them to have a comfort level in the people that they do work with. Fortunately, I've got an amazing team and really an amazing network. When we take on a new show, it's very important for us to sit down with talent, look them in the eye, tell them what we expect, and tell them what you know, what they're gonna get from us. Sometimes there are certain people that you know, are rivals in a way.

You know, I'll stay clear of some names, but I think you could guess if you look at our roster. There's definitely some in there. The benefit of being part of a network is that you get this cross-promotion, you get these resources that you wouldn't get, and really the key is being able to package a bunch of these shows to advertisers to offer scale. Those benefits outweigh typically any friction you may see, and really it makes it a win-win for everybody involved, right? Part of our model at PodcastOne, and it makes us very unique, is that any unsold inventory is available for promotion of our podcast. There's a lot of hosts doing reads for other podcasts.

There's a lot of guests guesting on certain podcasts. Really just being part of a bigger family for lack of better terms, really the benefits far outweigh the negatives of, you know, these small interactions or disputes you may have. They always occur, and usually that entails me getting on the phone with some people, but it usually ends up in a win-win for everybody.

Scott Redmond
Founder and Partner, Redmond Asset Management

Okay. What if you were to survive a-

Rob Ellin
Chairman and CEO, LiveOne

I think [Peter], just.

Scott Redmond
Founder and Partner, Redmond Asset Management

Go ahead.

Rob Ellin
Chairman and CEO, LiveOne

No, no, go ahead.

Scott Redmond
Founder and Partner, Redmond Asset Management

Well, like let's say you were gonna buy or join forces with, I don't know, like the number seven or six or nine or 10 podcast network out there.

Kit Gray
President, PodcastOne

Mm-hmm.

Scott Redmond
Founder and Partner, Redmond Asset Management

Is there an expectation as how those things go? I mean, SiriusXM just made a large acquisition and I'm thinking about integration of-

Kit Gray
President, PodcastOne

Mm-hmm

Scott Redmond
Founder and Partner, Redmond Asset Management

the two networks.

Kit Gray
President, PodcastOne

Yeah. Like we just have a representation deal in place with ActionPark Media, which has the Victory Podcast and a couple other podcasts. You know, that's really a seamless integration and it really comes down to communication and talking to people about, "Hey, this is what we do, this is why we do it, and this is how this is gonna benefit you." You can say anything in the world that you want, but really coming through and doing what you say you're gonna do is the key to that. We continually do that.

We have success metrics and transparencies that all our hosts, you know, want, whether it's sales transparency, marketing transparency, any of those things. It's all about communication, talking to people, listening to people, and working through those situations. You know, really, when we've had an acquisition, it's been, you know, a great experience for the most part, because we're bringing something that they don't have, whether that's sales resources, marketing resources, promotional resources, and most importantly, financial results. That's been proven over and over again, and we continue to do that. If we have any hiccups along the way, we talk it through, we come up with the issues and then we solve them together.

Scott Redmond
Founder and Partner, Redmond Asset Management

Great. Thank you very much. I'll hop back in queue.

Kit Gray
President, PodcastOne

All right. Thanks.

Operator

Thank you. Our next question comes from Cliff Weinstein, Private Investor. Cliff, your line is now open.

Speaker 8

Hey, guys. Thanks for taking the question. I guess this question goes to Rob and Kit. When you think about the spinoff of PodcastOne from a shareholder value perspective, can you walk us through the thoughts behind it? I know it's not filed yet, so we don't know the exact structure, but could you maybe lay out how you're thinking about it and, you know, why you believe it will create shareholder value, both at the parent and then, Kit, if you wanna talk a little bit about what being an independent public company on the podcasting side does for the business, that may be helpful as well.

Rob Ellin
Chairman and CEO, LiveOne

Sure. I mean, there was tremendous value opportunity here in that we closed our financing at a $68 million post-money valuation when our market cap is a total of $80 million, right? Podcasting is, you know, less than 30% of the revenues of the business. That was A. Number two is it gave us an opportunity that we will shortly give and award shares to each of our existing 15,000+ shareholders, right, at LiveOne will get a participation in the second public company. Number three is it was off-balance sheet financing without a dilution to our shareholders, right, in the public company. Number four is it gave Kit and his team, which is an exceptional team with, you know, experience at literally building the podcast industry, right?

We're one of the few independent networks left that Kit and his team have the opportunity to really grow and build and be able to, as the gentleman before brought up, right, be able to acquire other assets, right, with both stock and cash, right? As well as bring in, you know, top talent by utilizing equity in that public entity. I really find it super exciting. As I said in the 8-K, if you read it, the 8-K says the IPO has to be at $150 million or more. $150 million seems awfully cheap when you think that SiriusXM just paid six weeks ago after the market collapsed. They paid for $10 million in revenues. They paid 15 times revenues.

That's sort of the low end of the range of what Spotify, iHeart, Apple, Sirius have all paid for these assets because of the growth in TAM and how big this marketplace is. I think that's the big opportunity. With that, I'll hand it back to Kit. This deal to him having some of the flexibilities and freedoms of continuing to build his community and what he thinks he can do with it with a separate public company, right, even though it'll all be part of the public the parent company as well. Go ahead, Kit.

Kit Gray
President, PodcastOne

Yeah, sure. No, good question and Rob, good answer. I think, you know, this will be really the only pure play podcasting company out on the public marketplace. You know, if you go to a dinner party or a holiday event and you're lacking something to talk to someone about, just ask them what podcast they're listening to. There's just huge passion in the fan base on podcasts. I believe with that opportunity for people to invest in the medium unlike you know anybody else gets to do, that's really exciting for the community as a whole.

It's also really exciting for you know us at PodcastOne in the sense that we'll have some more capital to acquire the right partnerships in terms of talent acquisitions, whether they exist now or launching new programs that we're really excited about. It gives us an opportunity to have you know good margins and really good bets on what programs we think are gonna work. You know we have a really scientific method on you know how we look at programs and really can hedge our bets on our acquisition strategy. This just gives us much more capital to go out and be aggressive on the shows that we want and you know grow faster, right? That's on the network side of things.

You know, when it comes to advertisers, that's exciting as well. I think we had some 300 advertisers, maybe more last year. You know, we're pushing some, somewhere close to the 500 range this year. As our network grows with more listeners and different genres, we'll be able to acquire new advertisers that have not been in the space and kinda go that direction. That's why this whole thing is very exciting for people at PodcastOne.

Speaker 8

Got it. Just one follow up to that.

Rob Ellin
Chairman and CEO, LiveOne

Last part of that, Cliff.

Speaker 8

Go ahead.

Rob Ellin
Chairman and CEO, LiveOne

Yeah, just the last part for that, Cliff, you know, is our pipeline is the largest it's ever been in the history of the company, both from podcasters looking to move over to our network, as well as to sponsors looking to join our network.

Speaker 8

You may have touched on this before, Kit. I apologize if some of my questions were asked previously. When we think about acquiring and having existing podcasts join your platform, can you just give me the 30-second reason why? If it's longer than that's fine too. If you touched on it, I can go back and listen. Can you just walk me and investors through why the talent and shows would join a PodcastOne versus the Spotifys or Amazon or Sirius or whatever it may be of the world? What's the advantage you bring to the talent?

Kit Gray
President, PodcastOne

Sure. Yeah, no, no problem. I would start off with we're a podcasting company and only a podcasting company. When you look at some of those other competitors you mentioned, you know, podcasting is just a small piece of what they do, or it's something they're just getting into. Trust me, over the last 12-13 years that I've been in this space, there's so many mistakes you can make. We just try not to make any of those mistakes again, right? We know our model. We see what works. You know, you look at some of our shows and our relationships, you'll see that many of them have been with us for six, seven, eight years.

Many of them recommend PodcastOne to some of the people they know in this space. That's a big deal to have some of our current podcasters go out and say, "Hey, we love the relationship with PodcastOne, everything that they do for us. They can do great things for you too." A lot of the ways we actually acquire new programs is based on that referral program. You know, like I said, we live in the podcasting space. We've done this for longer than really anybody else. We do everything from hosting to ad serving, to talent booking, to tech, to social strategies, to sales collections, and more. You know, we're really a full service operation unlike anything else out there.

That's why we, you know, we ask for more. That's why we don't live in the, you know, 80/20 rev share split deals. We shoot for 50/50, 60/40 in that world because we know we deserve it. We have a proven success rate of growing podcasts, not only in the audience size, but also the monetary side of things. You know, it's proven over and over again and you know, we can back it up with just some great case studies from some of our great podcast partners.

Speaker 8

Got it. Just one last quick question for you guys.

Rob Ellin
Chairman and CEO, LiveOne

Can we add there? Add, could you add? Just one second, Kit. Will you add one more thing to that? You know, even though we compete with Spotify, talk about our distribution for a minute, right? Which includes all those competitors.

Kit Gray
President, PodcastOne

Sure. That's a great point. We're everywhere and anywhere you can consume a podcast. We do not have any limitations on how our content is distributed. You know, some of our other competitors keep it just to their platform. We do not believe in that. We want you know, as many people to discover and listen to our shows as possible. Most importantly, we have the control of the advertising inventory of those shows. The more people we can get listening to the podcast wherever they are, however they listen, is beneficial to us and unique. One of the other things that we do is we sell differently.

Some of our competitors just do dynamic ad insertion breaks and using that technology to create ads. We don't just do that. We do live reads that are embedded in the shows that live for a certain amount of time. We do dynamic ad insertion for geo-targeted and time-sensitive campaigns and use technology to our advantage to help with delivery. We do segments, right? Where you know you can do a one-minute, two-minute, three-minute of content around a brand and a piece of content that makes sense. It's really a blend of old-school radio, Stern-type style to, you know, new technology, digital medium, and we've really blended both of those unlike anybody else out there.

Speaker 8

Got it. Just last question on podcasting. How do you think about breaking out, you know, like breakout new shows? You know, like I'm just trying to think behind the scenes, you guys would know better, but the Joe Rogan, Armchair Expert, Serial, the list goes on and on about these just monster shows that.

'Cause they're just that great, or is it by design, there's a lot of money invested into those shows to make them what they are? Can you just walk me through how you think about the potential next breakout show, and if it could be on your platform, and how you kind of view those monster shows?

Kit Gray
President, PodcastOne

Yeah. Look, I think those monster shows are great programs and, you know, we're probably loss leaders for those organizations in the sense that, they threw out big money that you really can't make back just based on advertising, which is our core model. You know, they have different reasons for doing that, whether that's the subscription side of things or whatnot. That's not our model. Our model-

Speaker 8

Mm-hmm

Kit Gray
President, PodcastOne

What I like about our business is taking shows that, you know, have a good number, and we can then take it to be a great number. In turn, with our sales strategies, our monetization strategies, and really our relationships with brands, we're able to go above and beyond to get really high CPMs and, for lack of better terms, just say, you know, get more out of the shows based on just the numbers that they bring to the table. It is helpful, you know, in that sense because we can create, you know, relationships as people grow, you know, and get bigger and, you know, tie into different aspects of the business, whether it's merch and live shows and other things.

You know, it makes it harder for them to leave down the line, when they get big offers from other companies like Amazon and Spotify that'll throw money out that may not make sense, right? How I think about it is again, I think with the iHeart and the Spotify and those groups, they might not prioritize some of the shows that we see really great value for. Again, I referenced an article that came out today from research basically from Sounds Profitable and Edison Research, where they talk about the value of shows, you know, in the 500-1,000 range, having more reach than your top 10 podcasts, which is great news, right?

It really means that, you know, buying deeper on a ranker per se, and just buying scale in the podcasting space is more valuable than just buying those big guys, right? You might overpay for those big guys. There's, you know, not as much ad inventory for those big guys, but it doesn't mean you cannot take advantage of the great space for advertisers in the podcasting medium.

Speaker 8

Got it. Thanks a lot, guys. Appreciate it.

Kit Gray
President, PodcastOne

Sure, sure.

Operator

Thank you. There are currently no further questions in queue. Again, as a reminder, to submit for a question, that's star one on your telephone keypad. There are currently no questions in queue, so I will pass the conference back over to Rob for any additional or closing remarks.

Rob Ellin
Chairman and CEO, LiveOne

Yeah. I just wanna thank everyone for joining and we look forward to announcing our second quarter and continue to grow top line as well as our EBITDA. Thank you, Kit and Brad, as always for doing a great job and talking to the audience here. You're gonna be hearing a lot of their voices going forward. You'll hear from our other five subsidiaries very shortly as well. As we continue to grow those laser-focused on EBITDA, bottom line and cash flows for the company going forward. Thank you, everyone, and I appreciate your time.

Operator

That concludes today's live-line webcast featuring senior management of its subsidiaries, Slacker Radio and PodcastOne. Thank you for your participation. You may now disconnect your lines.

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