RMG Networks Reports Third Quarter 2014 Results

Enterprise and Media Units Report Year-Over-Year Adjusted Gross Margin Improvement; Adjusted EBITDA Loss Narrowed Sequentially


DALLAS, TX--(Marketwired - Nov 6, 2014) - RMG Networks Holding Corporation (NASDAQ: RMGN)

Third Quarter Highlights

  • Adjusted gross margin1 increased to 44.9% compared to 43.5% in the third quarter of 2013
  • Cost rationalization underway to establish platform for launching long-term growth and profitability initiatives including new product development and sales organization revitalization
  • Total cash operating expenses2 reduced by 16.6% sequentially
  • Adjusted EBITDA loss of $2.2 million3 represented an $0.6 million improvement from the second quarter 2014

RMG Networks Holding Corporation (NASDAQ: RMGN), or RMG Networks, a leading provider of technology-driven visual communications solutions, today announced its financial results for the third quarter ended September 30, 2014.

RMG Networks helps brands and organizations communicate more effectively using location-based video networks. The company builds enterprise video networks that empower organizations to visualize critical data to better run their business. The company also connects brands with target audiences using video advertising networks comprised of over 200,000 display screens, reaching over 100 million consumers each month.

Robert Michelson, Chief Executive Officer, commented, "In the three months I've served as CEO of RMG Networks, my confidence in the vision for our company has been reaffirmed as our team works to bolster our financial discipline, establish a sales strategy for accelerated growth, deliver a robust road-map driving product innovation and ultimately drive profitability. Our third quarter results convey the quick actions we have taken to stringently scrutinize our cash operating expenses to extract the excess and instill discipline and accountability throughout the organization. Simultaneously, we are methodically assessing our portfolio of products and the sales processes utilized to successfully propose, sell and install our solutions into customers' environments. With a reset cost base, RMG Networks can now focus on these near and longer-term growth initiatives to expand the company's position as an industry-leading innovator of visual communication solutions."

"While cost cutting is the prudent action to take, we must focus on growth," continued Mr. Michelson. "After looking closely at our sales processes, organizational structure and post-sale customer care, we identified enhancements that we expect will facilitate a high-achieving sales effort. We have already taken steps to better support our sales organizations, and we are deploying initiatives to improve processes, increase accountability, and improve global collaboration. Simultaneously, we are making strides in reinforcing RMG Networks' standing as an innovator, with a disciplined, customer-driven product development effort. With this in mind, we have identified new verticals where we are confident our demonstrated ability to drive a deep return on investment for customers who deploy our solutions will enable us to harvest opportunities similar to those we have found in our existing areas of expertise. We plan to aggressively pursue these new verticals in the coming quarters."

Third Quarter Financial Review

Adjusted Results4,5
Third Quarter Revenue. Total adjusted revenues in the third quarter of 2014 were $14.1 million, a sequential decline of 13.9% from $16.4 million in the second quarter of 2014.

  • Adjusted Enterprise revenue of $10.6 million decreased 8.5% from $11.5 million in the second quarter of 2014, driven by a decline in product sales and professional services which was partially offset by an increase in maintenance and content services. Gross margin declined to 52.7% from 58.9% in the second quarter of 2014, due to a large, high-margin software sale occurring in the second quarter of 2014.
  • Media revenue of $3.6 million decreased 26.7% from $4.9 million in the second quarter of 2014, due to poor sales execution. Gross margin improved to 21.9% from 13.8% in the second quarter of 2014, due to an improved sales mix.

On a year over year basis, total adjusted revenues in the third quarter of 2014 represented a decrease of 14.1% from $16.4 million of adjusted revenues in the third quarter of 2013.

  • Enterprise revenue decreased 13.1% from $12.1 million in the third quarter of 2013, due to a decrease in product sales and professional services. Enterprise gross margin was 52.7% compared to 51.0% in the third quarter of 2013, increasing year over year due to an improved sales mix.
  • Media revenue decreased 17.1% from $4.3 million in the third quarter of 2013, primarily due to poor sales execution. Media gross margin was 21.9% compared to 22.2% in the third quarter of 2013.

"While we are not satisfied with our Q3 results, a number of deals we expected to close in the quarter shifted into future periods reflecting the sometimes long sales cycle in our Enterprise business. We have not lost this business, but the slippage of these opportunities caused revenues in the third quarter to fall below expectations. We are encouraged by the improvements we have seen in our pipeline and our ability to streamline the business, and we have identified steps we can take to reignite our growth engine," continued Mr. Michelson. "I am also extremely pleased that with these collective efforts we significantly narrowed our Adjusted EBITDA loss over the second quarter."

Third Quarter Adjusted EBITDA4. Adjusted EBITDA loss was $2.2 million, improving from a loss of $2.8 million in the second quarter of 2014, due primarily to lower cash operating expenses6.

On a year over year basis, adjusted EBITDA decreased in the third quarter from an adjusted EBITDA loss of $1.4 million in the third quarter of 2013, due to the reasons described above.

During the third quarter of 2014, the company recorded the following non-recurring items:

  • A reversal (non-cash benefit) of $2.8 million related to a previously booked loss accrual charge on a long-term contract, resulting from revised estimates for the performance of the contract over its term.
  • Impairment charges of $7.1 million and $10.1 million related to goodwill and intangible assets, respectively, of the Media Unit.

Reported Results
Third Quarter. Total reported revenue for the quarter ended September 30, 2014 was $13.9 compared to total reported revenue of $15.6 million for the same quarter last year.

Operating loss for the quarter ended September 30, 2014 was $18.5 million compared to an operating loss of $5.3 million for the same quarter last year.

Business Outlook

"If we are able to fully execute on the strategies we have outlined above, we believe the results delivered in the third quarter of 2014 will be an anomaly in our ongoing financial performance," continued Mr. Michelson. "We have in front of us numerous and specific opportunities to deliver growth and we are committed to executing on them. However, with many of these initiatives just beginning, the visibility into the exact timing of their impact is still not clear, and in that environment, we believe it would be inappropriate to provide specific, near-term guidance. As we execute on our planned product development and sales enhancement programs, we remain strongly convinced in our prospects for revenue growth, for developing material operating leverage and for producing significant adjusted EBITDA over the intermediate- and long-term. Growing to generate EBITDA and become self-sustaining is our key focus."

Conference Call

Management will host a conference call to discuss these results today, Thursday, November 6, 2014 at 9 a.m. ET. To access the call, please dial 866-515-2909 (toll free) or 617-399-5123 and passcode # 69305154. The conference call will also be broadcast live over the Internet with an accompanying slide presentation, which can be accessed via the Investor Relations section of RMG Networks' web site at http://ir.rmgnetworks.com/phoenix.zhtml?c=251935&p=irol-calendar. All participants should call or access the website approximately 10 minutes before the conference begins. The webcast and slide presentation will be available for replay for 90 days.

A telephonic replay of this conference call will also be available by dialing 888-286-8010 (toll free) or 617-801-6888 (passcode: 93295231) from 11 a.m. ET on Thursday, November 6, 2014 until midnight ET on November 10, 2014.

About RMG Networks

RMG Networks (NASDAQ: RMGN) helps brands and organizations communicate more effectively using location-based video networks. The company connects brands with target audiences using video advertising networks comprised of over 200,000 display screens, reaching over 100 million consumers each month. The company also builds enterprise video networks that empower organizations to visualize critical data to better run their business. RMG Networks works with over 70% of the Fortune 100. The company is headquartered in Dallas, Texas, with offices in the United States, United Kingdom, China, India, Singapore and the UAE. For more information, visit http://www.rmgnetworks.com.

About Non-GAAP Financial Measures

This release includes certain non-GAAP financial measures as defined under SEC regulations, including Adjusted Revenue, Adjusted Gross Margin, Cash Operating Expenses and Adjusted EBITDA. In evaluating its business, RMG Networks considers and uses Adjusted Revenue, Adjusted Gross Margin, Cash Operating Expenses and Adjusted EBITDA as supplemental measures of its operating performance, and believes that many of the company's investors use these non-GAAP measures to monitor the company's performance. These measures should not be considered as a substitute for the most directly comparable GAAP measures and should not be used in isolation, but in conjunction with these GAAP measures. Definitions and reconciliations between non-GAAP measures and relevant GAAP measures are set forth in the tables at the end of this press release.

Cautionary Note Regarding Forward Looking Statements

This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: "anticipate," "intend," "plan," "goal," "seek," "believe," "project," "estimate," "expect," "strategy," "future," "likely," "may," "should," "will" and similar references to future periods. Examples of forward-looking statements include, among others, statements we make regarding guidance relating to future financial performance, expected operating results, such as revenue growth, our ability to achieve profitability, our position within the markets that we serve, efforts to grow our business and the impact of litigation.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: the company's ability to raise additional capital on satisfactory terms, or at all; success in retaining or recruiting, or changes required in, its management and other key personnel; the limited liquidity and trading volume of the company's securities; Reach Media Group's ("RMG") history of incurring significant net losses and limited operating history; the competitive environment in the advertising markets in which the company operates; the risk that the anticipated benefits of the combination of RMG or Symon Holdings Corporation, or of other acquisitions that the company may complete, may not be fully realized; the risk that any projections, including earnings, revenues, margins or any other financial items are not realized; changing legislation and regulatory environments; business development activities, including the company's ability to contract with, and retain, customers on attractive terms; the general volatility of the market price of the company's common stock; risks and costs associated with regulation of corporate governance and disclosure standards (including pursuant to Section 404 of the Sarbanes-Oxley Act); and general economic conditions.

Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

(Financial tables appear below)

   
RMG Networks Holding Corporation  
Consolidated Balance Sheets  
September 30, 2014 and December 31, 2013  
   
    September 30,
2014
    December 31,
2013
 
    (Unaudited)        
Assets                
Current assets:                
  Cash and cash equivalents   $ 5,045,819     $ 8,235,566  
  Accounts receivable, net     11,565,009       22,731,678  
  Inventory, net     2,919,876       4,633,213  
  Deferred tax assets     18,884       63,617  
  Other current assets     2,113,491       2,224,547  
Total current assets     21,663,079       37,888,621  
Property and equipment, net     4,941,016       3,548,985  
Intangible assets, net     18,330,125       38,782,000  
Goodwill     20,798,027       28,642,398  
Loan origination fees     800,243       971,726  
Other assets     181,198       496,879  
Total assets   $ 66,713,688     $ 110,330,609  
Liabilities and Stockholders' equity                
Current liabilities:                
  Accounts payable   $ 3,369,494     $ 6,606,200  
  Revenue share liabilities     3,747,139       3,998,794  
  Accrued liabilities     3,789,117       4,510,848  
  Loss on long-term contract     2,204,424       -  
  Deferred revenue     7,714,130       10,074,420  
Total current liabilities     20,824,304       25,190,262  
Notes payable - non current     12,000,000       8,000,000  
Warrant liability     1,929,743       4,573,123  
Deferred revenue - non current     1,683,881       990,989  
Deferred tax liabilities     6,173,925       6,430,853  
Loss on long-term contract - non current     902,220       -  
Other     986,872       392,558  
Total liabilities     44,500,945       45,577,785  
Commitments and Contingencies                
Stockholders' equity:                
  Common stock, $.0001 par value, (250,000,000 shares authorized; 12,467,756 and 11,920,583 shares issued, 12,167,756 and 11,920,583 shares outstanding, at September 30, 2014 and December 31, 2013, respectively)     1,247       1,192  
  Additional paid-in capital     81,512,431       77,452,317  
  Accumulated comprehensive income     201,414       299,618  
  Retained earnings (accumulated deficit)     (59,022,349 )     (13,000,303 )
  Treasury stock (300,000 shares at September 30, 2014)     (480,000 )     -  
Total stockholders' equity     22,212,743       64,752,824  
Total liabilities and stockholders' equity   $ 66,713,688     $ 110,330,609  
                 
                 
                 
RMG Networks Holding Corporation  
Consolidated Statements of Comprehensive Income (Loss)  
For The Nine Months Ended September 30, 2014 and the Period April 20 through September 30, 2013  
   
    Successor     Successor     Predecessor  
    Company     Company     Company  
    Nine Months
Ended
September 30,
2014
    April 20, 2013
Through
September 30,
2013
    February 1, 2013
Through
April 19,
2013
 
    (Unaudited)     (Unaudited)        
Revenue:                        
  Advertising   $ 10,989,894     $ 9,565,274     $ -  
  Products     9,976,720       10,529,906       2,239,236  
  Maintenance and content services     12,044,494       5,805,021       3,594,520  
  Professional services     6,053,823       4,732,649       1,323,559  
Total Revenue     39,064,931       30,632,850       7,157,315  
                         
Cost of Revenue:                        
  Advertising     8,581,701       6,707,899       -  
  Products     7,411,693       6,990,780       1,498,135  
  Maintenance and content services     2,210,373       1,445,773       611,692  
  Professional services     4,393,966       2,542,140       861,640  
      Cost of Revenue - products and services     22,597,733       17,686,592       2,971,467  
  Loss on long-term contract     1,373,371       -       -  
Total Cost of Revenue     23,971,104       17,686,592       2,971,467  
Gross Profit     15,093,827       12,946,258       4,185,848  
Operating expenses:                        
      Sales and marketing     14,776,478       7,675,656       1,729,871  
      General and administrative     13,617,293       6,504,162       1,739,348  
      Research and development     3,114,219       1,711,010       512,985  
      Acquisition expenses     378,193       1,995,250       3,143,251  
      Depreciation and amortization     5,398,978       2,971,620       140,293  
      Impairment of intangible assets and goodwill     24,421,849       -       -  
Total operating expenses     61,707,010       20,857,698       7,265,748  
Operating income (loss)     (46,613,183 )     (7,911,440 )     (3,079,900 )
Other Income (Expense):                        
    Warrant liability income (expense)     182,889       (1,829,333 )     -  
    Interest expense and other - net     (1,194,967 )     (1,695,988 )     (14,553 )
Income (loss) before income taxes     (47,625,261 )     (11,436,761 )     (3,094,453 )
Income tax expense (benefit)     (1,603,215 )     -       (540,897 )
Net income (loss)     (46,022,046 )     (11,436,761 )     (2,553,556 )
Other comprehensive income (loss) -                        
  Foreign currency translation adjustments     (98,204 )     191,818       (121,144 )
Total comprehensive income (Loss)   $ (46,120,250 )   $ (11,244,943 )   $ (2,674,700 )
  Net income(loss) per share:                        
  Basic and dilutive net income (loss) per share of Common Stock   $ (3.79 )   $ (1.46 )   $ -  
  Basic and dilutive net income (loss) per share of Class L Common Stock   $ -     $ -     $ (2.55 )
  Basic and dilutive net income (loss) per share of Class A Non-Voting Common Stock   $ -     $ -     $ -  
  Weighted average shares used in computing basic and dilutive net income (loss) per share of Common Stock     12,151,630       7,824,059       -  
  Weighted average shares used in computing basic and dilutive net income (loss) per share of Class L Common Stock     -       -       1,000,000  
  Weighted average shares used in computing basic and dilutive net income (loss) per share of Class A Non-Voting Common Stock     -       -       68,889  
                           
                           
                           
RMG Networks Holding Corporation  
Consolidated Statements of Comprehensive Income (Loss)  
For The Three Months Ended September 30, 2014 and 2013  
   
    Successor
Company
    Successor
Company
 
    Three Months
Ended
September 30,
2014
    Three Months
Ended
September 30,
2013
 
    (Unaudited)     (Unaudited)  
Revenue:                
  Advertising   $ 3,572,657     $ 4,308,717  
  Products     4,387,418       5,460,746  
  Maintenance and content services     4,140,207       3,232,466  
  Professional services     1,813,134       2,580,894  
Total Revenue     13,913,416       15,582,823  
Cost of Revenue:                
  Advertising     2,791,791       3,352,016  
  Products     2,989,925       3,729,288  
  Maintenance and content services     694,289       873,340  
  Professional services     1,308,998       1,344,836  
    Cost of Revenue - products and services     7,785,003       9,299,480  
  Adjustment of loss on long-term contract     (2,756,733 )     -  
Total Cost of Revenue     5,028,270       9,299,480  
Gross Profit     8,885,146       6,283,343  
Operating expenses:                
  Sales and marketing     4,140,374       4,324,370  
  General and administrative     3,126,949       3,888,646  
  Research and development     994,182       904,610  
  Acquisition expenses     378,193       789,653  
  Depreciation and amortization     1,598,160       1,679,344  
  Impairment of intangible assets and goodwill     17,176,490       -  
Total operating expenses     27,414,348       11,586,623  
Operating income (loss)     (18,529,202 )     (5,303,280 )
Other Income (Expense):                
  Warrant liability income (expense)     771,898       2,090,667  
  Interest expense and other - net     (1,080,276 )     (949,671 )
Income (loss) before income taxes     (18,837,580 )     (4,162,284 )
Income tax expense (benefit)     (1,274,355 )     -  
Net income (loss)     (17,563,225 )     (4,162,284 )
Other comprehensive income -                
  Foreign currency translation adjustments     (199,992 )     178,661  
Total comprehensive income (loss)   $ (17,763,217 )   $ (3,983,623 )
  Net income (loss) per share:                
    Basic and diluted net income (loss) per share of Common Stock   $ (1.45 )   $ (.46 )
    Weighted average shares used in computing basic and diluted net income (loss) per share of Common Stock     12,132,973       9,028,083  
                     
                     
                     
RMG Networks Holding Corporation  
Consolidated Statements of Cash Flows  
For The Nine Months Ended September 30, 2014 and the Period April 20 through September 30, 2013  
   
    Successor     Successor     Predecessor  
    Company     Company     Company  
    Nine Months     April 20, 2013     February 1, 2013  
    Ended     Through     Through  
    September 30,     September 30,     April 19,  
    2014     2013     2013  
    (Unaudited)     (Unaudited)        
Cash flows from operating activities:                        
  Net income (loss)   $ (46,022,046 )   $ (11,436,761 )   $ (2,553,556 )
  Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:                        
    Depreciation and amortization     5,398,978       2,971,620       140,293  
    Change in warrant liability     (182,889 )     1,829,333       -  
    Impairment of intangible assets and goodwill     24,421,849       -       -  
    Stock-based compensation     1,483,214       557,641       -  
    Non-cash treasury stock     (480,000 )     -       -  
    Non-cash loan origination fees     171,483       249,650       -  
    Non-cash consulting fees     384,750       80,000       -  
    Non-cash directors' fees     116,464       -       -  
    Interest capitalized as debt     -       135,000       -  
    Deferred tax (benefit)     (212,029 )     -       (12,294 )
    Changes in operating assets and liabilities:                        
      Accounts receivable     11,166,670       (2,608,668 )     2,846,332  
      Inventory     1,713,337       (295,315 )     (488,722 )
      Other current assets     31,056       (188,155 )     (154,529 )
      Other assets, net     10,929       (34,994 )     12,572  
      Accounts payable     (3,236,706 )     (159,338 )     (2,978,808 )
      Accrued liabilities     2,110,418       (1,435,808 )     (767,991 )
      Deferred revenue     (1,667,397 )     378,732       (372,579 )
Net cash provided by (used in) operating activities     (4,791,919 )     (9,957,063 )     (4,329,282 )
Cash flows from investing activities:                        
  Acquisition of Symon Holdings Corporation     -       (209,079 )     -  
  Purchases of property and equipment     (2,299,624 )     (775,055 )     (86,470 )
Net cash provided by (used in) investing activities     (2,299,624 )     (984,134       (86,470 )
                         
Cash flows from financing activities:                        
  Proceeds from debt     4,000,000       -       -  
  Proceeds from stock     -       39,115,785       -  
  Repayment of debt     -       (10,943,590 )     -  
Net cash provided by (used in) financing activities     4,000,000       28,172,195       -  
                         
Effect of exchange rate changes on cash     (98,204 )     230,758       (121,144 )
                         
Net increase (decrease) in cash and cash equivalents     (3,189,747 )     17,461,756       (4,536,896 )
                         
Cash and cash equivalents, beginning of period     8,235,566       10,824,943       10,203,169  
                         
Cash and cash equivalents, end of period   $ 5,045,819     $ 28,286,699     $ 5,666,273  
                         
Supplemental disclosures of cash flow information:                        
  Cash paid during the year for interest   $ 1,114,699     $ 1,247,465     $ 2,053  
  Cash paid during the year for income taxes   $ 68,670     $ -     $ 150,000  
                           
                           
                           
RMG Networks Holding Corporation
Reconciliation of Gross Profit
For The Three Months Ended September 30, 2014
 
                     
    Successor Company
Three Months Ended
September 30, 2014
(GAAP)
    Purchase Price Accounting Adjustment   Loss on Long-Term Contract     Adjusted
(Non-GAAP)
    (Unaudited)                
Revenue:                            
  Advertising   $ 3,572,657     $ -   $ -     $ 3,572,657
  Product sales     4,387,418       -     -       4,387,418
  Maintenance and content services     4,140,207       209,913     -       4,350,120
  Professional services     1,813,134       -     -       1,813,134
Total Revenue     13,913,416       209,913     -       14,123,329
                             
Cost of Revenues:                            
  Advertising     2,791,791       -     -       2,791,791
  Product sales     2,989,925       -     -       2,989,925
  Maintenance and content services     694,289       -     -       694,289
  Professional services     1,308,998       -     -       1,308,998
  Loss on long-term contract     (2,756,733 )     -     2,756,733       -
Total Cost of Revenue     5,028,270       -     2,756,733       7,785,003
                             
Gross Profit   $ 8,885,146     $ 209,913   $ (2,756,733 )   $ 6,338,326
                             
                             
                             
RMG Networks Holding Corporation
Reconciliation of Gross Profit
For The Three Months Ended September 30, 2013
 
             
    Successor Company Three Months Ended September 30, 2013
(GAAP)
  Purchase Price Accounting Adjustment   Adjusted
(Non-GAAP)
    (Unaudited)        
Revenue:                  
  Advertising   $ 4,308,717   $ -   $ 4,308,717
  Product sales     5,460,746     -     5,460,746
  Maintenance and content services     3,232,466     862,640     4,095,106
  Professional services     2,580,894     -     2,580,894
Total Revenue     15,582,823     862,640     16,445,463
                   
Cost of Revenues:                  
  Advertising     3,352,016     -     3,352,016
  Product sales     3,729,285     -     3,729,285
  Maintenance and content services     873,350     -     873,350
  Professional services     1,344,836     -     1,344,836
  Loss on long-term contract     -     -     -
Total Cost of Revenue     9,299,487     -     9,299,487
                   
Gross Profit   $ 6,283,343   $ 862,640   $ 7,145,976
                   
                   
                   
RMG Networks Holding Corporation  
Reconciliation of Operating Income (Loss) to Adjusted EBITDA  
   
             
             
    Third Quarter  
    2014     2013  
                 
Operating income (loss) per Statements of Comprehensive Income   $ (18,529,202 )   $ (5,303,280 )
                 
Revenues that would have been recognized in the period had                
the balance in deferred revenue at the acquisition date not                
been required to be adjusted to market value at the acquisition                
date in accordance with GAAP purchase accounting guidelines     209,913       862,640  
                 
Depreciation and amortization     1,598,160       1,679,344  
Acquisition expenses     378,193       789,653  
Stock-based compensation     (260,622 )     557,634  
Impairment of intangible assets and goodwill     17,176,490       -  
Loss on long-term contract     (2,756,733 )     -  
                 
  Adjusted EBITDA   $ (2,183,801 )   $ (1,414,009 )
                 
                 

1 Q3 2014 & Q3 2013 GAAP gross margin was 63.9% and 40.3%, respectively. Please see the tables at the end of this press release for a reconciliation of GAAP results to adjusted results.

2 Cash operating expenses exclude depreciation & amortization, stock-based compensation and other one-time or non-recurring charges.

3 Q2 & Q3 2014 GAAP operating loss was $19.6 million and $18.5 million, respectively. Please see the tables at the end of this press release for a reconciliation of GAAP results to adjusted results.

4 Q2 & Q3 2014 GAAP consolidated revenue was $13.4 million and $13.9 million, respectively, and Q2 & Q3 2014 GAAP Enterprise revenue was $8.5 million and $10.3 million, respectively. Q2 & Q3 2014 GAAP operating loss was $19.6 million and $18.5 million, respectively. Please see the tables at the end of this press release for a reconciliation of GAAP results to adjusted results.

5 Enterprise revenues represent Products, Maintenance and Content Services, and Professional Services revenue line items; Media revenues represent Advertising revenue line item.

6 Cash operating expenses exclude depreciation & amortization, stock-based compensation and other one-time or non-recurring charges.

Contact Information:

Contact:
For RMG Networks Holding Corporation

Investor
Brett Maas
646-536-7331


or

Media
Julie Rasco
800-827-9666