Member Info for stt1

Rthm have now de-registered for SEC filings.

https://www.apnews.com/Business%20Wire/c6798af8e2a442e9b437826925710f21

At least now they won't have to follow the stringent SEC filings..

Like...the one which was filed weeks before the NDA was signed... followed by 2 CFOs resigning within a space of 5 months...coincidence!!

The company has warned:
"MATERIAL WEAKNESSES", "SIGNIFICANT" costs, "ADVERSELY AFFECT...OPERATING results..IN THE FUTURE.""

"D. Changes in Internal Control Over Financial Reporting

As a result of material weaknesses related to the ......."

https://www.sec.gov/Archives/edgar/data/1713721/000143774918014094/rhyth20180713_20f.htm

Page 43..

"SIGNIFICANT costs", SUBSTANTIAL MANAGEMENT TIME", "ADVERSELY AFFECT...OPERATING results..IN THE FUTURE."

"The combined company will incur significant costs and devote substantial management time as a result of becoming subject to reporting requirements in the United States, which may adversely affect the operating results of RhythmOne in the future. "

https://www.sec.gov/Archives/edgar/data/1713721/000119312517377843/d399085df4.htm

Gray,
6 yrs, more like 10yrs of being on track....

all sp in new money (10-1 consolidation)

IPO 450p, mcap around £170m by end of 1st day..

22/05/07 IPO - 450p, $50m
03/11/09 180p, $7.5m (£5m)
15/10/10 890p, $31.2m (£19m)
09/11/11 1340p, $15.1m (£9.4m)
04/12/13 1950p, $64m (£39m)

$167.8m raised

and last day of listing..

sp around 170p
and mcap around £136m..

"Lots of shareholder questions about the background to the deal, lack of financials etc but no material comment from Eric."

Hardly surprising... He's hardly going to mention why 2 CFOs have left within a space of 5 months and what problems exist at rthm

"He isn’t tied in regards his shareholding in any way."

Good old Singer..

Good Afternoon...Jarvis...

Have you checked the sp?
Have you checked the terms at which this rthm/TAP deal is taking place? Not very favourable are they?

The current sp and current terms of the deal, the company/industry stats/newsflow..all there to see..
GDPR, Apple's ITP, Move to Fee transparency, move to fewer SSPs/DSPs...etc...

Rthm will disappear as an individual entity soon with questions over it's model...
How many rthm BoD are joining TAP then?
Have a look at the mcap against forecast revenue... oh, 1/3 revenue AS EXPECTED...

Everyone can read my posts...

ALL AS EXPECTED from me then .. ;-) I'm sure cheerleaders/posters will still try to show I've been wrong and will now, after the event, come back with the usual 'it was going to happen or as expected' ..
;-)

How many BoD from rthm are joining the new merged rthm/TAP group?

After all Singer and Co came over with the rthm/Yume takeover, you would have thought they would have wanted to continue to be part of the 'great' future...

Yume also seemed to be profitable, had buy backs, special dividend, dividends before being sold to rthm... There haven't been any post rthm/Yume takeover

After the takeover Singer moved from Yume to rthm...rthm 'BoD resigned'..

Within months, rthm (inc Yume) there's talks regarding merging with TAP AT A MCAP LOWER THAN RTHM/YUME... so Singer's deal values rthm/Yume at less than when he sold Yume to rthm... Really...

There were 2 CFOs who 'resigned' from rthm within a space of 6 months, from Sept 2018 to Feb 2019...
https://investor.rhythmone.com/newsroom/2018/09/25/directorate-and-management-changes-092518

https://investor.rhythmone.com/newsroom/2019/02/04/directorate-and-management-changes_020419

Are any of the current rthm BoD joining the new TAP group?

Just months before the rthm/Yume deal was announced, Yume also announced a $10m buy back.

For fy2016, their results were:
Revenue: $160m (2015 $173m) ** rthm H1 Yume contribution $58m
Gross Margin 50% (2015 45%) ** rthm H1 margin 45%
Cash (and equivalents) $65.7m ** rthm H1 cash $22m

Their buy backs were around $3.61-$3.64..

https://www.businesswire.com/news/home/20170216006240/en/YuMe-Reports-Fourth-Quarter-Full-Year-2016

There was also a special divi of $1 a share, just before the rthm/Yume deal was announced...

Yume's last sp on Feb 1, before completion closed at $3.70. Compare that to the buy back prices!

https://finance.yahoo.com/quote/YUME/

Special Divi announcement:
https://www.businesswire.com/news/home/20170622005385/en/YuMe-Declares-Special-Dividend-Quarterly-Dividend

Rusty,
Here you go, discuss...

Industry move to fee transparency..

Telaria independently verified..
Rubicon removes buy side fees...

Telaria Is First Technology Platform to Confirm 100% Fee Transparency

- No arbitrage or hidden fees in any deal transaction
- Revenue sharing is calculated correctly for publishers
- Final sale price to bidders is calculated correctly

"For publishers, this means the publisher fee is based on a fixed contract and is not dependent in any way on the demand partner or demand activity level. The publisher sees the exact bid from the DSP, the clearing price, and Telaria’s publisher fee.

For buyers, it means 100% confidence in the way that Telaria runs auctions and determines bid prices— with no "adjustments." Telaria does not charge buyers any fees on top of the clearing price."

"While many advertising companies claim transparency, Telaria is the first and only to open its system to such scrutiny and achieve verification of its practices from a neutral, third-party firm."

https://www.businesswire.com/news/home/20180516005148/en/Telaria-Technology-Platform-Confirm-100-Fee-Transparency

Rubicon lost a huge chunk of revenue whilst making their fees more transparent...

"In November 2017, Rubicon Project announced that it is to drop its buy-side fees as part of its ongoing transparency drive with the impact of this move demonstrated in its previous quarterly results when revenue dropped 57%.

http://www.thedrum.com/news/2018/05/04/rubicon-project-tops-q1-expectations-despite-low-cost-model-declines

rthm/DataXu
https://adexchanger.com/online-advertising/rhythmone-dataxu-tussel-unpaid-bills-hidden-fees/

rthm/DataXu court action..
https://www.pacermonitor.com/public/case/22028832/RhythmOne_LLC_v_DataXu,_Inc

Rthm and fees:

Anyone heard anything more from rthm regarding fees???

"RHYTHMONE (INCLUDING YUME)

Does it charge buy-side fees or other nontransparent fees: No response."

https://adexchanger.com/platforms/rubicon-got-rid-buy-side-fees-else-charging/

with the industry move to fee transparency, how dependent are rthm on fees...
Rubicon revenue's dropped over 50% after they dropped buy side fees...
How much would rthm lose?

DISCUSS...

Eddie,

Your post:
""back up your repeated claims that GDPR has and is damaging R1.. ""

which, if you read my post, I answered..

Not for the 1st time, you've twisted any reply I give to suit your agenda...
You guys can never have a proper discussion, can you? Why's that?

Over a long time, I've provided company/industry stats/newsflow, industry challenges and red flags... It's up to individuals whether they wish to discuss or ignore them...

When things go wrong, you guys come back with 'it was expected'..... IN HINDSIGHT!!!

The sp is at 140p and Singer is selling the company to TAP on unfavourable terms...

Keep your head in the sand. I won't be replying to any more of your loaded, goading posts...

Eddie,

"back up your repeated claims that GDPR has and is damaging R1.. "

I assumed you read and followed the company news... Do you not read the company newsflow then?

rthm 20-F filing..Mar 31, filed 31st July 2018, so soon after GDPR became effective.

"As a result, RhythmOne is subject to the GDPR when it provides its targeting services in Europe."
"Complying with any new regulatory requirements HAS resulted in increased costs"

Form 20-F RhythmOne plc For: Mar 31

"In particular, Europe's new General Data Protection Regulation ("GDPR") (which came into force in May 2018) extends the jurisdictional scope of European data protection law. As a result, RhythmOne IS subject to the GDPR when it provides its targeting services in Europe. The GDPR imposes stricter data protection requirements that may necessitate changes to RhythmOne's services and business practices. Potential penalties for non-compliance with the GDPR include administrative fines of up to 4% of annual worldwide turnover. Complying with any new regulatory requirements HAS RESULTED IN INCREASED COSTS and could force RhythmOne to incur further SUBSTANTIAL COSTS or require RhythmOne to change its business practices in a manner that REDUCE ITS REVENUE or compromise its ability to effectively pursue its growth strategy."

https://www.streetinsider.com/SEC+Filings/Form+20-F+RhythmOne+plc+For%3A+Mar+31/14454121.html

1gw,

You've made various posts about one or another would be interested in buying rthm, it's impossible to keep up with what your latest speculation is...
Do you remember you suggested Tosca were possibly looking at merging rthm with Imimobile because Tosca were building at stake in both?

So if Telaria were going to buy bits of rthm, doesn't that prove my point questioning whether a full stack works?
It also backs up my point about industry moves to fewer DSPs/SSPs and moves to fee transparency... Maybe rthm are suffering because of these moves?

Have you noticed that rthm are trading around 1/3 this year's revenue forecast. Again, back up my point about Rocket Fuel and TremorDSP being sold at around 1/3 revenues and a possible punt value for rthm... ;-)

As to Yume, they had declining revenues, didn't they?

This from 2 yrs ago...
when margins were quoted at 50%..
fy2016 revenues of $160m (2015 $173m)

They also announced a $10m share buyback back then...

Then a few months later, the paid a special divi then sold to rthm..

https://www.businesswire.com/news/home/20170216006240/en/YuMe-Reports-Fourth-Quarter-Full-Year-2016

rthm H1 Yume contribution was $58m

https://investor.rhythmone.com/assets/pdf/RHYTHMONE_PLC_H12019_RESULTS_FINAL_TABLES.pdf

1gw,

"Tellaria, TTD, S4C - come on someone."

rthm have run a full stack for years....They have also been reporting losses for years...

Telaria (as Tremor) sold TremorDSP to TAP for around 1/3 revenues, with the following comments...

Tremor reasons for selling their DSP.. 'perceived conflict of interest'

"Clients were also uneasy with Tremor servicing both the buy- and sell-sides."
"There's always been a little bit of friction because we were selling agencies and advertisers different products while we were representing publishers," Zagorski said. "And the people who plug into that sell-side platform would always be somewhat hesitant to commit to it in a huge way because we had that perceived conflict."

https://adexchanger.com/digital-tv/tremor-video-sells-demand-side-business-taptica-50m/

The Trade Desk (TTD) previously quoted as saying that their one sided approach was the key to its success...other companies have also ditched both sides...

"Many companies that tried to run ad tech businesses on both sides later have sold one side off: Rubicon shut down buy-side platform Chango, with then-CEO Frank Addante admitting the acquisition was a failure. Tremor Video just sold off its buy-side business to focus on the supply side. Amobee sold its sell-side business to focus only on the buy side. The Trade Desk, which has seen its stock skyrocket post-IPO, consistently cites its single-side, agency-focused approach as a key to its success."

https://adexchanger.com/platforms/appnexus-buy-side-falls-wayside/

Wouldn't Telaria/TTD buying rthm then be a backward step for them?

But you already know this..
Again feel free to discuss why Telaria/TTD would want to buy a company operating a full stack...

Rubicon/Rthm comparison...
Industry challenge - Move to fee transparency...

Rubicon Project's moves to remove Buy side fees..

Anyone heard anything more from rthm regarding fees???

"RHYTHMONE (INCLUDING YUME)

Does it charge buy-side fees or other nontransparent fees: No response. "

https://adexchanger.com/platforms/rubicon-got-rid-buy-side-fees-else-charging/

Rubicon/Guardian & rthm/DataXu had legal battles over fees...

The industry is moving to a more transparent system, where fees are also transparent.... If that continues then the winners will be those promote fee transparency.. RUBICON PROMOTES FEE TRANSPARENCY..

Rubicon/Guardian:

The Guardian is suing adtech outfit Rubicon Project for breach of contract

https://www.thedrum.com/news/2017/03/28/the-guardian-suing-adtech-outfit-rubicon-project-breach-contract

rthm/DataXu:
https://adexchanger.com/online-advertising/rhythmone-dataxu-tussel-unpaid-bills-hidden-fees/

rthm/DataXu court action..
https://www.pacermonitor.com/public/case/22028832/RhythmOne_LLC_v_DataXu,_Inc

Rubicon/Guardian have SINCE declared that have reached a mutual agreement..

https://www.wsj.com/articles/the-guardian-and-ad-tech-vendor-rubicon-project-settle-legal-dispute-1539348209

I haven't seen anything in the public domain from rthm regarding them and DataXu - has anyone else?

Rubicon's revenues fell substantially after they removed fees... However, since then they have gained reputation, hence the rise...

How much are rthm dependent on fees?

ads.txt ranking:

Rubicon has a much higher ads.txt ranking than rthm
Rubicon: 3rd/30th for 1k/5k/10k/30k sites
rthm; 16th-18th /30th

https://adstxt.firstimpression.io/

"just pulling bits and bobs together makes little sense stt1"

Really...you would say that NOW...

Read my posts... The industry challenges hitting the industry is exactly as expected...2018 going into 2019...

From Methbot fraud, P&G demands for change, industry challenges GDPR, move to fee transparency, move to fewer DSPs/SSPs, move to 1 side of ecosystem, as opposed to rthm's full stack...California Privacy law,

Rthm's own problems were also documented..

3 CEOs and 3 CFOs within a short period...

There's so many red flags....

Read my posts...nothing new nor unexpected to me...

"I would be way more worried about tap s future profitability"

I would be more worried about rthm's...

They already warned about significant costs ahead...
Plus the industry challenges, GDPR, Move to fee transparency, move to fewer SSPs/DSPs, Apple's ITP...

Feb 2018 - rthm/yume takeover, 'new' management takeover.
July 20-F published in July
Aug NDA signed
Sept CFO resigns, Mark Zorko appointed...
Nov New Nomad, Broker
Feb Mark Zorko, 'new cfo' resigns after just 5 months..

20-F
"As a result, RhythmOne is subject to the GDPR when it provides its targeting services in Europe."
"Complying with any new regulatory requirements HAS resulted in increased costs"

Form 20-F RhythmOne plc For: Mar 31

"In particular, Europe's new General Data Protection Regulation ("GDPR") (which came into force in May 2018) extends the jurisdictional scope of European data protection law. As a result, RhythmOne IS subject to the GDPR when it provides its targeting services in Europe. The GDPR imposes stricter data protection requirements that may necessitate changes to RhythmOne's services and business practices. Potential penalties for non-compliance with the GDPR include administrative fines of up to 4% of annual worldwide turnover. Complying with any new regulatory requirements HAS RESULTED IN INCREASED COSTS and could force RhythmOne to incur further SUBSTANTIAL COSTS or require RhythmOne to change its business practices in a manner that REDUCE ITS REVENUE or compromise its ability to effectively pursue its growth strategy."

https://www.streetinsider.com/SEC+Filings/Form+20-F+RhythmOne+plc+For%3A+Mar+31/14454121.html

These risks include those the company has already warned about...

The company has warned:
"MATERIAL WEAKNESSES", "SIGNIFICANT" costs, "ADVERSELY AFFECT...OPERATING results..IN THE FUTURE.""

"D. Changes in Internal Control Over Financial Reporting

As a result of material weaknesses related to the ......."

https://www.sec.gov/Archives/edgar/data/1713721/000143774918014094/rhyth20180713_20f.htm

Page 43..

"SIGNIFICANT costs", SUBSTANTIAL MANAGEMENT TIME", "ADVERSELY AFFECT...OPERATING results..IN THE FUTURE."

"The combined company will incur significant costs and devote substantial management time as a result of becoming subject to reporting requirements in the United States, which may adversely affect the operating results of RhythmOne in the future. "

https://www.sec.gov/Archives/edgar/data/1713721/000119312517377843/d399085df4.htm

Tardis, Ed Regineli resigned with immediate effect in Sept 2018. Mark Zorko was appointed but then resigned last month, after just 4 months.. His appointment was after rthm/tap started negotiations... Did the CFOs find anything untoward? Reason given for appointing Mark Zorko...yet 4 months later, what happened to the execution of its financial plan? The mcap is now around £100m.. "This transition supports RhythmOne’s continued execution of its financial plan focused on accelerating growth and profitability. " https://investor.rhythmone.com/newsroom/2018/09/25/directorate-and-management-changes-092518

Rthm don't have a full time CFO.. CFO... RTHM's rns... Everyone check for yourself. .. Is it possible he found something untoward and didn't want to stay on... Mark Bonney now President, CEO and interim CFO... So TAP are merging with a company without a full time CFO where the last CFO resigned after just 4 months... More cost saving...on appointing a CFO... " and in a continued effort to streamline costs"

1gw, "Isn't it possible that the Harrisons feared that was happening and that was behind their decision to sell up?" They were in a 12 month lock in period.. They were always expected to sell at some point after the 12 month lock in expired...

Up The Junction, Can you please post the link showing the contracts you've mentioned.. TLY revenues are recurring and NHS organisations tend to be reluctant to move... so they don't need to win £80m contracts every year.. IUC contracts are for Vocare ONLY, which is ONLY 1 subsidiary.. There's also potential for About Care, PPH, Optimum, Totally Health... As to the contracts you list, TLY don't provide an Ambulance service, so wouldn't tender for it.. Devon Doctors - Vocare are part of that contract.. https://www.111devon.nhs.uk Contracts won by Care UK... I'm not expecting TLY to win every IUC contract, are you? Can you please provide a link?

Why would it suicide to accept the merger... If rthm management see similar problems as TAP then it would make sense to them... Industry challenges are not restricted to TAP alone..

Given the industry challenges previously mentioned, the update was as expected.. GDPR, Apple ITP etc... Rthm and TAP NEED each other... The rthm events since July show that they want the deal to go through...