Stock Quote

Fiverr Announces Third Quarter 2022 Results

  • Delivered strong results in Q3’22. A strong focus and our continued financial discipline allowed us to deliver revenue at the high end of expectations and Adjusted EBITDA above expectations.
  • Accelerated pace to long-term Adjusted EBITDA margin. Since we streamlined our workforce in July, we continued to scrutinize operating costs in terms of both marketing discipline and operational efficiency. Our Adjusted EBITDA margin of 7.9% represented a 250 bps expansion from the previous quarter and demonstrated our commitment to accelerating our pace to our long-term Adjusted EBITDA margin target of 25%.
  • Continued expansion of Promoted Gigs and Seller Plus. Promoted Gigs continued to expand audiences and coverage; while Seller Plus introduced two-tier pricing in order to widen the adoption. Both programs contributed to the continued expansion of take rate to 30%.
  • Fiverr Business expands benefits to include project management. The newly introduced Project Partner among Fiverr Business buyers is the latest value-added service that enables seamless experience and execution of large projects on our marketplace.

Fiverr International Ltd. (NYSE: FVRR), the company that is revolutionizing how the world works together, today reported financial results for the third quarter of 2022. Complete operating results and management commentary can be found in the Company’s shareholder letter, which is posted to its investor relations website at investors.fiverr.com.

“I am proud that our business has remained strong in a slowing macro economy. Our focus on driving the flywheel of our marketplace and investing in going upmarket is paying off as over 4.2 million businesses continue to make Fiverr the go-to place for digital services,” said Micha Kaufman, founder and CEO of Fiverr. “The secular trend of moving toward freelancing, and the opportunity of using technology to upend the old-school industry remains intact. And with our scale, differentiated solution, efficient go-to-market strategy and strong financial profile, I believe no one is better positioned than us to lead the change in the future of work.”

Ofer Katz, Fiverr’s President and CFO, added, “We delivered strong results in Q3, with improved efficiency across top-of-funnel and operationally. Our decision to realign our focus and cost structure earlier in the year put Fiverr’s Adjusted EBITDA on an accelerated growth trajectory. Our Adjusted EBITDA is indicative of the strong cash flow we generate, and together with a healthy balance sheet, we are in a strong financial position to navigate near term macroeconomic volatility and continue focusing on long-term value creation.”

Third Quarter 2022 Financial Highlights

  • Revenue in the third quarter of 2022 was $82.5 million, an increase of 11% year over year.
  • Active buyers as of September 30, 2022 grew to 4.2 million, compared to 4.1 million as of September 30, 2021, an increase of 3% year over year.
  • Spend per buyer as of September 30, 2022 reached $262, compared to $234 as of September 30, 2021, an increase of 12% year over year.
  • Take rate for the period ended September 30, 2022 was 30%, up from 28.4% for the period ended September 30, 2021, an increase of 160 basis points year over year.
  • GAAP gross margin in the third quarter of 2022 was 81.1%, a decrease of 220 basis points from 83.3% in the third quarter of 2021. Non-GAAP gross margin1 in the third quarter of 2022 was 82.8%, a decrease of 160 basis points from 84.4% in the third quarter of 2021.
  • GAAP net loss in the third quarter of 2022 was ($11.4) million, or ($0.31) basic and diluted net loss per share, compared to ($14.3) million, or ($0.39) basic and diluted net loss per share, in the third quarter of 2021. Non-GAAP net income1 in the third quarter of 2022 was $8.6 million, or $0.23 basic non-GAAP net income per share and $0.21 diluted non-GAAP net income per share, compared to $0.21 basic non-GAAP net income per share and $0.19 diluted non-GAAP net income per share, in the third quarter of 2021.
  • Adjusted EBITDA1 in the third quarter of 2022 was $6.6 million, compared to $7.3 million in the third quarter of 2021. Adjusted EBITDA margin1 was 7.9% in the third quarter of 2022, compared to 9.8% in the third quarter of 2021.

Financial Outlook

Our Q4’22 outlook and full year 2022 guidance reflects the recent trends on our marketplace and is largely consistent with our prior expectations.

 

Q4 2022

FY 2022

Revenue

$79.8 - $85.8 million

$334.0 - $340.0 million

y/y growth

0%-8% y/y growth

12%-14% y/y growth

Adjusted EBITDA(1)

$7.0 - $8.0 million

$22.0 - $23.0 million

______________________

1This is a non-GAAP financial measure. See “Key Performance Metrics and Non-GAAP Financial Measures” and reconciliation tables at the end of this release for additional information regarding the non-GAAP metrics used in this release.

Conference Call and Webcast Details

Fiverr’s management will host a conference call to discuss its financial results on Wednesday, November 9, 2022, at 8:30 a.m. Eastern Time. A live webcast of the call can be accessed from Fiverr’s Investor Relations website. An archived version will be available on the website after the call. Investors and analysts can participate in the conference call by dialing +1 (844) 200-6205, or +1 (929) 526-1599 for callers outside the United States, and enter the passcode, 988418.

About Fiverr

Fiverr’s mission is to revolutionize how the world works together. We exist to democratize access to talent and to provide talent with access to opportunities so anyone can grow their business, brand, or dreams. From small businesses to Fortune 500, over 4 million customers worldwide worked with freelance talent on Fiverr in the past year, ensuring their workforces remain flexible, adaptive, and agile. With Fiverr’s Talent Cloud, companies can easily scale their teams from a talent pool of skilled professionals from over 160 countries across more than 550 categories, ranging from programming to 3D design, digital marketing to content creation, from video animation to architecture.

Don’t get left behind - come be a part of the future of work by visiting fiverr.com, read our blog, and follow us on Twitter, Instagram, and Facebook.

CONSOLIDATED BALANCE SHEETS

(in thousands)

September 30,

 

December 31,

2022

 

2021

(Unaudited)

 

(Audited)

Assets
Current assets:
Cash and cash equivalents

$

152,936

 

$

71,151

 

Restricted cash

 

-

 

 

2,919

 

Marketable securities

 

222,630

 

 

118,150

 

User funds

 

145,297

 

 

127,713

 

Bank deposits

 

95,000

 

 

134,000

 

Restricted deposit

 

1,172

 

 

35

 

Other receivables

 

18,545

 

 

14,250

 

Total current assets

 

635,580

 

 

468,218

 

 
Marketable securities

 

169,291

 

 

317,524

 

Property and equipment, net

 

6,034

 

 

6,555

 

Operating lease right of use asset, net

 

9,893

 

 

11,727

 

Intangible assets, net

 

16,305

 

 

49,221

 

Goodwill

 

77,270

 

 

77,270

 

Other non-current assets

 

2,072

 

 

1,055

 

Total assets

$

916,445

 

$

931,570

 

 
Liabilities and Shareholders' Equity
Current liabilities:
Trade payables

$

5,814

 

$

8,699

 

User accounts

 

134,965

 

 

118,616

 

Deferred revenue

 

11,616

 

 

12,145

 

Other account payables and accrued expenses

 

58,011

 

 

44,260

 

Operating lease liabilities, net

 

3,014

 

 

3,055

 

Current maturities of long-term loan

 

-

 

 

2,269

 

Total current liabilities

 

213,420

 

 

189,044

 

 
Long-term liabilities:
Convertible notes

 

452,131

 

 

372,076

 

Operating lease liabilities

 

7,143

 

 

10,483

 

Long-term loan and other non-current liabilities

 

1,019

 

 

13,099

 

Total long-term liabilities

 

460,293

 

 

395,658

 

Total liabilities

$

673,713

 

$

584,702

 

 
Shareholders' equity:
Share capital and additional paid-in capital

 

545,752

 

 

585,548

 

Accumulated deficit

 

(286,740

)

 

(237,585

)

Accumulated other comprehensive income (loss)

 

(16,280

)

 

(1,095

)

Total shareholders' equity

 

242,732

 

 

346,868

 

Total liabilities and shareholders' equity

$

916,445

 

$

931,570

 

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)

Three Months Ended

 

Nine Months Ended

September 30,

 

September 30,

2022

 

2021

 

2022

 

2021

(Unaudited)

 

(Unaudited)

Revenue

$

82,541

 

$

74,324

 

$

254,236

 

$

217,907

 

Cost of revenue

 

15,631

 

 

12,436

 

 

50,134

 

 

36,510

 

Gross profit

 

66,910

 

 

61,888

 

 

204,102

 

 

181,397

 

 
Operating expenses:
Research and development

 

22,938

 

 

20,490

 

 

71,235

 

 

57,469

 

Sales and marketing

 

41,959

 

 

38,298

 

 

134,151

 

 

119,121

 

General and administrative

 

14,489

 

 

12,395

 

 

43,399

 

 

36,271

 

Impairment of intangible assets

 

-

 

 

-

 

 

27,629

 

 

-

 

Total operating expenses

 

79,386

 

 

71,183

 

 

276,414

 

 

212,861

 

Operating loss

 

(12,476

)

 

(9,295

)

 

(72,312

)

 

(31,464

)

Financial income (expenses), net

 

1,162

 

 

(4,959

)

 

2,233

 

 

(13,877

)

Loss before income taxes

 

(11,314

)

 

(14,254

)

 

(70,079

)

 

(45,341

)

Income taxes

 

(36

)

 

(95

)

 

(109

)

 

(151

)

Net loss attributable to ordinary shareholders

$

(11,350

)

$

(14,349

)

$

(70,188

)

$

(45,492

)

Basic and diluted net loss per share attributable to ordinary shareholders

$

(0.31

)

$

(0.39

)

$

(1.91

)

$

(1.27

)

Basic and diluted weighted average ordinary shares

 

37,205,489

 

 

36,512,243

 

 

36,843,383

 

 

35,959,243

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

Three Months Ended

 

Nine Months Ended

September 30,

 

September 30,

2022

 

2021

 

2022

 

2021

(Unaudited)

 

(Unaudited)

Operating Activities
Net loss

(11,350

)

(14,349

)

(70,188

)

(45,492

)

Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization

1,938

 

1,413

 

8,190

 

4,104

 

Loss from disposal of property and equipment

(9

)

(32

)

(21

)

(32

)

Amortization of premium and discount of marketable securities, net

1,368

 

2,135

 

5,052

 

5,616

 

Amortization of discount and issuance costs of convertible notes

632

 

5,040

 

1,894

 

14,917

 

Shared-based compensation

17,612

 

15,104

 

54,729

 

38,761

 

Net Gain from exchange rate fluctuations

12

 

26

 

183

 

328

 

Impairment of intangible assets

-

 

-

 

27,629

 

-

 

Changes in assets and liabilities:
User funds

(2,722

)

(5,133

)

(17,584

)

(28,762

)

Operating lease ROU assets and liabilities, net

(117

)

86

 

(1,547

)

(171

)

Other receivables

(2,402

)

(1,064

)

(4,837

)

(2,331

)

Trade payables

1,873

 

362

 

(2,884

)

615

 

Deferred revenue

(675

)

738

 

(529

)

3,133

 

User accounts

2,523

 

4,448

 

16,349

 

26,144

 

Account payable, accrued expenses and other

(1,994

)

968

 

9,184

 

13,704

 

Revaluation of contingent consideration

(945

)

-

 

(4,787

)

-

 

Payment of contingent consideration

-

 

-

 

(504

)

(507

)

Non-current liabilities

(38

)

-

 

178

 

(235

)

Net cash provided by operating activities

5,706

 

9,742

 

20,507

 

29,792

 

 
Investing Activities
Investment in marketable securities

-

 

(69,107

)

(90,007

)

(235,938

)

Proceeds from sale of marketable securities

34,175

 

65,325

 

117,521

 

144,320

 

Bank and restricted deposits

15,000

 

(5,000

)

37,863

 

(44,000

)

Acquisition of business, net of cash acquired

-

 

-

 

-

 

(9,288

)

Acquisition of intangible asset

-

 

-

 

(175

)

-

 

Purchase of property and equipment

(280

)

(654

)

(1,111

)

(1,354

)

Capitalization of internal-use software and other

(116

)

(250

)

(1,019

)

(572

)

Other non-current assets

(100

)

-

 

(1,178

)

-

 

Net cash provided by (used in) investing activities

48,679

 

(9,686

)

61,894

 

(146,832

)

 
Financing Activities
Payment of deferred issuance costs related to follow on offering

-

 

-

 

-

 

(381

)

Payment of convertible notes deferred issuance costs

-

 

-

 

-

 

(34

)

Payment of contingent consideration

-

 

-

 

(1,105

)

(1,105

)

Proceeds from exercise of share options

597

 

915

 

2,308

 

7,266

 

Tax withholding in connection with employees' options exercises and vested RSUs

(156

)

(1,732

)

(2,286

)

(10,361

)

Repayment of long-term loan

-

 

(143

)

(2,269

)

(416

)

Net cash provided by (used in) financing activities

441

 

(960

)

(3,352

)

(5,031

)

 
Effect of exchange rate fluctuations on cash and cash equivalents

(12

)

(177

)

(183

)

(318

)

 
Increase/(Decrease) in cash, cash equivalents and restricted cash

54,814

 

(1,081

)

78,866

 

(122,389

)

Cash, cash equivalents and restricted cash at the beginning of period

98,122

 

146,722

 

74,070

 

268,030

 

Cash and cash equivalents at the end of period

152,936

 

145,641

 

152,936

 

145,641

 

KEY PERFORMANCE METRICS

Three Months Ended

September 30,

2022

 

2021

 
Annual active buyers (in thousands)

 

4,249

 

4,121

Annual spend per buyer ($)

$

262

$

234

RECONCILIATION OF GAAP TO NON-GAAP GROSS PROFIT

(in thousands, except gross margin data)

Three Months Ended

 

Nine Months Ended

September 30,

 

September 30,

2022

 

2021

 

2022

 

2021

(Unaudited)

 

(Unaudited)

GAAP gross profit

$

66,910

 

$

61,888

 

$

204,102

 

$

181,397

 

Add:
Share-based compensation and other

 

477

 

 

372

 

 

1,955

 

 

989

 

Depreciation and amortization

 

922

 

 

454

 

 

4,895

 

 

1,331

 

Non-GAAP gross profit

$

68,309

 

$

62,714

 

$

210,952

 

$

183,717

 

Non-GAAP gross margin

 

82.8

%

 

84.4

%

 

83.0

%

 

84.3

%

 
 

RECONCILIATION OF GAAP NET LOSS TO NON-GAAP NET INCOME AND NET INCOME PER SHARE

(in thousands, except share and per share data)

 

Three Months Ended

 

Nine Months Ended

September 30,

 

September 30,

2022

 

2021

 

2022

 

2021

(Unaudited)

 

(Unaudited)

GAAP net loss attributable to ordinary shareholders

$

(11,350

)

$

(14,349

)

$

(70,188

)

$

(45,492

)

Add:
Depreciation and amortization

$

1,938

 

$

1,413

 

$

8,190

 

$

4,104

 

Share-based compensation

 

17,612

 

 

15,104

 

 

54,729

 

 

38,761

 

Impairment of intangible assets

 

-

 

 

-

 

 

27,629

 

 

-

 

Contingent consideration revaluation, acquisition related costs and other

 

(520

)

 

55

 

 

(3,210

)

 

2,576

 

Convertible notes amortization of discount and issuance costs

 

632

 

 

5,040

 

 

1,894

 

 

14,917

 

Exchange rate (gain)/loss, net

 

316

 

 

400

 

 

(932

)

 

377

 

Non-GAAP net income

$

8,628

 

$

7,663

 

$

18,112

 

$

15,243

 

Weighted average number of ordinary shares - basic

 

37,205,489

 

 

36,512,243

 

 

36,843,383

 

 

35,959,243

 

Non-GAAP basic net income per share attributable to ordinary shareholders

$

0.23

 

$

0.21

 

$

0.49

 

$

0.42

 

 
Weighted average number of ordinary shares - diluted

 

40,731,833

 

 

40,779,521

 

 

40,708,818

 

 

40,625,294

 

Non-GAAP diluted net income per share attributable to ordinary shareholders

$

0.21

 

$

0.19

 

$

0.44

 

$

0.38

 

 
 

RECONCILIATION OF GAAP NET LOSS TO ADJUSTED EBITDA

(in thousands, except adjusted EBITDA margin data)

 

Three Months Ended

 

Nine Months Ended

September 30,

 

September 30,

2022

 

2021

 

2022

 

2021

 
GAAP net loss

$

(11,350

)

$

(14,349

)

$

(70,188

)

$

(45,492

)

Add:
Financial (income) expenses, net

$

(1,162

)

$

4,959

 

$

(2,233

)

$

13,877

 

Income taxes

 

36

 

 

95

 

 

109

 

 

151

 

Depreciation and amortization

 

1,938

 

 

1,413

 

 

8,190

 

 

4,104

 

Share-based compensation

 

17,612

 

 

15,104

 

 

54,729

 

 

38,761

 

Impairment of intangible assets

 

-

 

 

-

 

 

27,629

 

 

-

 

Contingent consideration revaluation, acquisition related costs and other

 

(520

)

 

55

 

 

(3,210

)

 

2,576

 

Adjusted EBITDA

$

6,554

 

$

7,277

 

$

15,026

 

$

13,977

 

Adjusted EBITDA margin

 

7.9

%

 

9.8

%

 

5.9

%

 

6.4

%

 
 

RECONCILIATION OF GAAP TO NON-GAAP OPERATING EXPENSES

(in thousands)

 
Three Months Ended Nine Months Ended
September 30, September 30,

 

2022

 

 

2021

 

 

2022

 

 

2021

 

 
GAAP research and development

$

22,938

 

 

20,490

 

$

71,235

 

 

57,469

 

Less:
Share-based compensation

 

5,811

 

 

5,247

 

 

18,537

 

 

14,258

 

Depreciation and amortization

 

200

 

 

205

 

 

603

 

 

582

 

Non-GAAP research and development

$

16,927

 

$

15,038

 

$

52,095

 

$

42,629

 

 
GAAP sales and marketing

$

41,959

 

$

38,298

 

$

134,151

 

$

119,121

 

Less:
Share-based compensation

 

4,151

 

 

3,765

 

 

13,156

 

 

9,810

 

Depreciation and amortization

 

713

 

 

695

 

 

2,394

 

 

2,020

 

Contingent consideration revaluation, acquisition related costs and other

 

-

 

 

402

 

 

-

 

 

1,097

 

Non-GAAP sales and marketing

$

37,095

 

$

33,436

 

$

118,601

 

$

106,194

 

 
GAAP general and administrative

$

14,489

 

$

12,395

 

$

43,399

 

$

36,271

 

Less:
Share-based compensation

 

7,173

 

 

5,720

 

 

21,081

 

 

13,704

 

Depreciation and amortization

 

103

 

 

59

 

 

298

 

 

171

 

Contingent consideration revaluation, acquisition related costs and other

 

(520

)

 

(347

)

 

(3,210

)

 

1,479

 

Non-GAAP general and administrative

$

7,733

 

$

6,963

 

$

25,230

 

$

20,917

 

Key Performance Metrics and Non-GAAP Financial Measures

This release includes certain key performance metrics and financial measures not based on GAAP, including Adjusted EBITDA, Adjusted EBITDA margin, Non-GAAP gross profit, Non-GAAP gross margin, Non-GAAP operating expenses, Non-GAAP net income (loss) and Non-GAAP net income (loss) per share as well as operating metrics, including GMV, active buyers, spend per buyer and take rate. Some amounts in this release may not total due to rounding. All percentages have been calculated using unrounded amounts.

We define GMV or Gross Merchandise Value as the total value of transactions ordered through our platform, excluding value added tax, goods and services tax, service chargebacks and refunds. Active buyers on any given date is defined as buyers who have ordered a Gig or other services on our platform within the last 12-month period, irrespective of cancellations. Spend per buyer on any given date is calculated by dividing our GMV within the last 12-month period by the number of active buyers as of such date. Take rate is revenue for any such period divided by GMV for the same period.

Management and our board of directors use these metrics as supplemental measures of our performance that is not required by, or presented in accordance with GAAP because they assist us in comparing our operating performance on a consistent basis, as they remove the impact of items not directly resulting from our core operations. We also use these metrics for planning purposes, including the preparation of our internal annual operating budget and financial projections, to evaluate the performance and effectiveness of our strategic initiatives and capital expenditures and to evaluate our capacity to expand our business.

Adjusted EBITDA, Adjusted EBITDA margin, Non-GAAP gross profit, Non-GAAP gross margin, Non-GAAP operating expenses, Non-GAAP net income (loss) and Non-GAAP net income (loss) per share as well as operating metrics, including GMV, active buyers, spend per buyer and take rate should not be considered in isolation, as an alternative to, or superior to net loss, revenue, cash flows or other performance measure derived in accordance with GAAP. These metrics are frequently used by analysts, investors and other interested parties to evaluate companies in our industry. Management believes that the presentation of non-GAAP metrics is an appropriate measure of operating performance because they eliminate the impact of expenses that do not relate directly to the performance of our underlying business.

These non-GAAP metrics should not be construed as an inference that our future results will be unaffected by unusual or other items. Additionally, Adjusted EBITDA and other non-GAAP metrics used herein are not intended to be a measure of free cash flow for management's discretionary use, as they do not reflect our tax payments and certain other cash costs that may recur in the future, including, among other things, cash requirements for costs to replace assets being depreciated and amortized. Management compensates for these limitations by relying on our GAAP results in addition to using Adjusted EBITDA and other non-GAAP metrics as supplemental measures of our performance. Our measure of Adjusted EBITDA and other non-GAAP metrics used herein is not necessarily comparable to similarly titled captions of other companies due to different methods of calculation.

See the tables above regarding reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures.

We are not able to provide a reconciliation of Adjusted EBITDA guidance for the fourth quarter of 2022, and the fiscal year ending December 31, 2022 to net loss, the comparable GAAP measure, because certain items that are excluded from Adjusted EBITDA cannot be reasonably predicted or are not in our control. In particular, we are unable to forecast the timing or magnitude of share based compensation, amortization of intangible assets, impairment of intangible assets, income or loss on revaluation of contingent consideration, other acquisition-related costs, convertible notes amortization of discount and issuance costs and exchange rate income or loss, as applicable without unreasonable efforts, and these items could significantly impact, either individually or in the aggregate, GAAP measures in the future.

Forward-Looking Statements

This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding our expected financial performance and operational performance for the fourth quarter of 2022, the fiscal year ending December 31, 2022, our expected future Adjusted EBITDA margin, our business plans and strategy, as well as statements that include the words “expect,” “intend,” “plan,” “believe,” “project,” “forecast,” “estimate,” “may,” “should,” “anticipate” and similar statements of a future or forward-looking nature. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to: our ability to successfully implement our business plan during a global economic downturn that may impact the demand for our services or have a material adverse impact on our and our business partners’ financial condition and results of operations; our ability to attract and retain a large community of buyers and freelancers; our ability to achieve profitability; our ability to maintain and enhance our brand; our dependence on the continued growth and expansion of the market for freelancers and the services they offer; our ability to maintain user engagement on our website and to maintain and improve the quality of our platform; our dependence on the interoperability of our platform with mobile operating systems that we do not control; our ability and the ability of third parties to protect our users’ personal or other data from a security breach and to comply with laws and regulations relating to consumer data privacy and data protection; our ability to detect errors, defects or disruptions in our platform; our ability to comply with the terms of underlying licenses of open source software components on our platform; our ability to expand into markets outside the United States and our ability to manage the business and economic risks of international expansion and operations; our ability to achieve desired operating margins; our compliance with a wide variety of U.S. and international laws and regulations; our ability to protect our intellectual property rights and to successfully halt the operations of copycat websites or misappropriation of data; our reliance on Amazon Web Services; our ability to mitigate payment and fraud risks; our dependence on relationships with payment partners, banks and disbursement partners; our dependence on our senior management and our ability to attract new talent; the impact of currency exchange rate fluctuations on our results of operations; impacts resulting from inflationary pressures and geopolitical turmoil, including the war in Ukraine; and the other important factors discussed under the caption “Risk Factors” in our annual report on Form 20-F filed with the U.S. Securities and Exchange Commission (“SEC”) on February 17, 2022, as such factors may be updated from time to time in our other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. In addition, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements that we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this release are inherently uncertain and may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. Accordingly, you should not rely upon forward-looking statements as predictions of future events. In addition, the forward-looking statements made in this release relate only to events or information as of the date on which the statements are made in this release. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

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