Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Apr. 30, 2023 | Jun. 12, 2023 | |
Document Information Line Items | ||
Entity Registrant Name | Zedge, Inc. | |
Trading Symbol | ZDGE | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --07-31 | |
Amendment Flag | false | |
Entity Central Index Key | 0001667313 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Apr. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 1-37782 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-3199071 | |
Entity Address, Address Line One | 1178 Broadway | |
Entity Address, Address Line Two | 3rd Floor #1450 | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10001 | |
City Area Code | (330) | |
Local Phone Number | 577-3424 | |
Title of 12(b) Security | Class B common stock, par value $.01 per share | |
Security Exchange Name | NYSE | |
Entity Interactive Data Current | Yes | |
Class A Common Stock | ||
Document Information Line Items | ||
Entity Common Stock, Shares Outstanding | 524,775 | |
Class B Common Stock | ||
Document Information Line Items | ||
Entity Common Stock, Shares Outstanding | 13,913,353 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Apr. 30, 2023 | Jul. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 18,067 | $ 17,085 |
Trade accounts receivable | 3,056 | 2,411 |
Prepaid expenses and other receivables | 897 | 396 |
Total current assets | 22,020 | 19,892 |
Property and equipment, net | 2,067 | 1,660 |
Intangible assets, net | 19,287 | 21,025 |
Goodwill | 1,870 | 10,788 |
Deferred tax assets, net | 1,816 | 861 |
Other assets | 516 | 400 |
Total assets | 47,576 | 54,626 |
Current liabilities: | ||
Trade accounts payable | 1,056 | 1,180 |
Deferred acquisition payment payable | 962 | |
Contingent consideration-current portion | 215 | |
Accrued expenses and other current liabilities | 3,653 | 2,898 |
Deferred revenues | 2,552 | 3,402 |
Total current liabilities | 7,261 | 8,657 |
Term Loan, net of deferred financing costs | 1,984 | |
Contingent consideration-long term portion | 1,728 | |
Other liabilities | 218 | 53 |
Total liabilities | 9,463 | 10,438 |
Commitments and contingencies (Note 10) | ||
Stockholders’ equity: | ||
Preferred stock, $.01 par value; authorized shares—2,400; no shares issued and outstanding | ||
Class A common stock, $.01 par value; authorized shares—2,600; 525 shares issued and outstanding at April 30, 2023 and July 31, 2022 | 5 | 5 |
Class B common stock, $.01 par value; authorized shares—40,000; 14,674 shares issued and 13,913 shares outstanding at April 30, 2023, and 13,951 shares issued and 13,877 outstanding at July 31, 2022 | 147 | 139 |
Additional paid-in capital | 45,558 | 43,609 |
Accumulated other comprehensive loss | (1,712) | (1,391) |
(Accumulated deficit) retained earnings | (4,097) | 2,160 |
Treasury stock, 761 shares at April 30, 2023 and 74 shares at July 31, 2022, at cost | (1,788) | (334) |
Total stockholders’ equity | 38,113 | 44,188 |
Total liabilities and stockholders’ equity | $ 47,576 | $ 54,626 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares shares in Thousands | Apr. 30, 2023 | Jul. 31, 2022 |
Preferred stock par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 2,400 | 2,400 |
Preferred stock, shares issued | ||
Preferred stock, and outstanding | ||
Treasury stock, shares | 761 | 74 |
Class A Common Stock | ||
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 2,600 | 2,600 |
Common stock, shares issued | 525 | 525 |
Common stock, shares outstanding | 525 | 525 |
Class B Common Stock | ||
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 40,000 | 40,000 |
Common stock, shares issued | 14,674 | 13,913 |
Common stock, shares outstanding | 13,951 | 13,877 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenues, net | $ 6,726 | $ 6,230 | $ 20,609 | $ 19,173 |
Costs and expenses: | ||||
Direct cost of revenues (excluding amortization of capitalized software and technology development costs which is included below) | 498 | 401 | 1,762 | 1,053 |
Selling, general and administrative | 5,016 | 4,064 | 16,713 | 9,902 |
Depreciation and amortization | 897 | 423 | 2,505 | 1,181 |
Goodwill impairment | 8,727 | 8,727 | ||
Change in fair value of contingent consideration | (1,943) | |||
(Loss) income from operations | (8,412) | 1,342 | (7,155) | 7,037 |
Interest and other income, net | 84 | 15 | 196 | 42 |
Net loss resulting from foreign exchange transactions | (84) | (125) | (220) | |
(Loss) income before income taxes | (8,412) | 1,232 | (6,959) | 6,859 |
(Benefit from) provision for income taxes | (718) | 429 | (702) | 1,676 |
Net (loss) income | (7,694) | 803 | (6,257) | 5,183 |
Other comprehensive loss: | ||||
Changes in foreign currency translation adjustment | (214) | (195) | (321) | (275) |
Total other comprehensive loss | (214) | (195) | (321) | (275) |
Total comprehensive (loss) income | $ (7,908) | $ 608 | $ (6,578) | $ 4,908 |
Income per share attributable to Zedge, Inc. common stockholders: | ||||
Basic (in Dollars per share) | $ (0.55) | $ 0.06 | $ (0.44) | $ 0.36 |
Diluted (in Dollars per share) | $ (0.55) | $ 0.05 | $ (0.44) | $ 0.35 |
Weighted-average number of shares used in calculation of (loss) income per share: | ||||
Basic (in Shares) | 14,017 | 14,307 | 14,221 | 14,295 |
Diluted (in Shares) | 14,017 | 14,859 | 14,221 | 14,974 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders’ Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Class A Common Stock | Class B Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Treasury Stock | Total |
Balance at Jul. 31, 2021 | $ 5 | $ 139 | $ 41,664 | $ (997) | $ (7,554) | $ (102) | $ 33,155 |
Balance (in Shares) at Jul. 31, 2021 | 525 | 13,923 | 58 | ||||
Stock-based compensation | 319 | 319 | |||||
Stock-based compensation (in Shares) | 12 | ||||||
Purchase of treasury stock | $ (232) | (232) | |||||
Purchase of treasury stock (in Shares) | 16 | ||||||
Foreign currency translation adjustment | 142 | 142 | |||||
Net Income (loss) | 2,055 | 2,055 | |||||
Balance at Oct. 31, 2021 | $ 5 | $ 139 | 41,983 | (855) | (5,499) | $ (334) | 35,439 |
Balance (in Shares) at Oct. 31, 2021 | 525 | 13,935 | 74 | ||||
Balance at Jul. 31, 2021 | $ 5 | $ 139 | 41,664 | (997) | (7,554) | $ (102) | 33,155 |
Balance (in Shares) at Jul. 31, 2021 | 525 | 13,923 | 58 | ||||
Net Income (loss) | 5,183 | ||||||
Balance at Apr. 30, 2022 | $ 5 | $ 146 | 42,955 | (1,272) | (2,371) | $ (334) | 39,129 |
Balance (in Shares) at Apr. 30, 2022 | 525 | 14,575 | 74 | ||||
Balance at Oct. 31, 2021 | $ 5 | $ 139 | 41,983 | (855) | (5,499) | $ (334) | 35,439 |
Balance (in Shares) at Oct. 31, 2021 | 525 | 13,935 | 74 | ||||
Exercise of stock options | 7 | 7 | |||||
Exercise of stock options (in Shares) | 3 | ||||||
Stock-based compensation | 446 | 446 | |||||
Stock-based compensation (in Shares) | 6 | ||||||
Stock issued for matching contributions to the 401(k) Plan | 43 | 43 | |||||
Stock issued for matching contributions to the 401(k) Plan (in Shares) | 5 | ||||||
Foreign currency translation adjustment | (222) | (222) | |||||
Net Income (loss) | 2,325 | 2,325 | |||||
Balance at Jan. 31, 2022 | $ 5 | $ 139 | 42,479 | (1,077) | (3,174) | $ (334) | 38,038 |
Balance (in Shares) at Jan. 31, 2022 | 525 | 13,949 | 74 | ||||
Restricted stock issuance in connection with GuruShots acquisition | $ 7 | (7) | |||||
Restricted stock issuance in connection with GuruShots acquisition (in Shares) | 626 | ||||||
Stock-based compensation | 483 | 483 | |||||
Foreign currency translation adjustment | (195) | (195) | |||||
Net Income (loss) | 803 | 803 | |||||
Balance at Apr. 30, 2022 | $ 5 | $ 146 | 42,955 | (1,272) | (2,371) | $ (334) | 39,129 |
Balance (in Shares) at Apr. 30, 2022 | 525 | 14,575 | 74 | ||||
Balance at Jul. 31, 2022 | $ 5 | $ 139 | 43,609 | (1,391) | 2,160 | $ (334) | 44,188 |
Balance (in Shares) at Jul. 31, 2022 | 525 | 13,951 | 74 | ||||
Stock-based compensation | $ 1 | 589 | 590 | ||||
Stock-based compensation (in Shares) | 30 | ||||||
Purchase of treasury stock | $ (310) | (310) | |||||
Purchase of treasury stock (in Shares) | 130 | ||||||
Foreign currency translation adjustment | (259) | (259) | |||||
Net Income (loss) | (169) | (169) | |||||
Balance at Oct. 31, 2022 | $ 5 | $ 140 | 44,198 | (1,650) | 1,991 | $ (644) | 44,040 |
Balance (in Shares) at Oct. 31, 2022 | 525 | 13,981 | 204 | ||||
Balance at Jul. 31, 2022 | $ 5 | $ 139 | 43,609 | (1,391) | 2,160 | $ (334) | 44,188 |
Balance (in Shares) at Jul. 31, 2022 | 525 | 13,951 | 74 | ||||
Net Income (loss) | (6,257) | ||||||
Balance at Apr. 30, 2023 | $ 5 | $ 147 | 45,558 | (1,712) | (4,097) | $ (1,788) | 38,113 |
Balance (in Shares) at Apr. 30, 2023 | 525 | 14,674 | 761 | ||||
Balance at Oct. 31, 2022 | $ 5 | $ 140 | 44,198 | (1,650) | 1,991 | $ (644) | 44,040 |
Balance (in Shares) at Oct. 31, 2022 | 525 | 13,981 | 204 | ||||
Restricted stock issuance in connection with GuruShots acquisition | $ 6 | (6) | |||||
Restricted stock issuance in connection with GuruShots acquisition (in Shares) | 617 | ||||||
Stock-based compensation | $ 1 | 742 | 743 | ||||
Stock-based compensation (in Shares) | 58 | ||||||
Purchase of treasury stock | $ (679) | (679) | |||||
Purchase of treasury stock (in Shares) | 318 | ||||||
Stock issued for matching contributions to the 401(k) Plan | 45 | 45 | |||||
Stock issued for matching contributions to the 401(k) Plan (in Shares) | 18 | ||||||
Foreign currency translation adjustment | 152 | 152 | |||||
Net Income (loss) | 1,606 | 1,606 | |||||
Balance at Jan. 31, 2023 | $ 5 | $ 147 | 44,979 | (1,498) | 3,597 | $ (1,323) | 45,907 |
Balance (in Shares) at Jan. 31, 2023 | 525 | 14,674 | 522 | ||||
Stock-based compensation | 579 | 579 | |||||
Purchase of treasury stock | $ (465) | (465) | |||||
Purchase of treasury stock (in Shares) | 239 | ||||||
Foreign currency translation adjustment | (214) | (214) | |||||
Net Income (loss) | (7,694) | (7,694) | |||||
Balance at Apr. 30, 2023 | $ 5 | $ 147 | $ 45,558 | $ (1,712) | $ (4,097) | $ (1,788) | $ 38,113 |
Balance (in Shares) at Apr. 30, 2023 | 525 | 14,674 | 761 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Apr. 30, 2023 | Apr. 30, 2022 | |
Operating activities | ||
Net (loss) income | $ (6,257) | $ 5,183 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation | 44 | 34 |
Amortization of intangible assets | 1,738 | 429 |
Amortization of capitalized software and technology development costs | 723 | 718 |
Amortization of deferred financing costs | 2 | |
Change in fair value of contingent consideration | (1,943) | |
Loss on goodwill impairment | 8,727 | |
Stock-based compensation | 1,957 | 1,291 |
Deferred income taxes | (955) | (83) |
Change in assets and liabilities: | ||
Trade accounts receivable | (645) | 64 |
Prepaid expenses and other current assets | (501) | (274) |
Other assets | 50 | 7 |
Trade accounts payable and accrued expenses | 653 | 2,042 |
Deferred revenue | (850) | 1,903 |
Net cash provided by operating activities | 2,743 | 11,314 |
Investing activities | ||
Payments for business combination, net of cash acquired | (17,422) | |
Payments for asset acquisitions | (962) | (917) |
Capitalized software and technology development costs | (1,110) | (438) |
Purchase of property and equipment | (57) | (30) |
Net cash used in investing activities | (2,129) | (18,807) |
Financing activities | ||
Proceeds from term loan payable | 2,000 | |
Payment of deferred financing costs | (18) | |
Proceeds from exercise of stock options | 7 | |
Purchase of treasury stock in connection with share buyback program and restricted stock vesting | (1,454) | (232) |
Net cash provided by (used in) financing activities | 528 | (225) |
Effect of exchange rate changes on cash and cash equivalents | (160) | (95) |
Net increase (decrease) in cash and cash equivalents | 982 | (7,813) |
Cash and cash equivalents at beginning of period | 17,085 | 24,908 |
Cash and cash equivalents at end of period | 18,067 | 17,095 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Cash payments made for income taxes | 711 | 309 |
Cash payments made for interest expenses | 72 | |
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Contingent consideration fair value on acquisition date | 5,904 | |
Right-of-use assets acquired under operating leases | 86 | |
Acquistion of Emojipedia through release of escrow funds of $4,776, plus additional amounts due to seller of $1,923 and legal fees of $12 | 6,711 | |
Accounts receivable from certain Emojipedia websites collected by Seller | $ 45 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parentheticals) $ in Thousands | 9 Months Ended |
Apr. 30, 2023 USD ($) | |
Statement of Cash Flows [Abstract] | |
Escrow funds | $ 4,776 |
Due to seller | 1,923 |
Legal fees | $ 12 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Apr. 30, 2023 | |
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |
Basis of Presentation and Summary of Significant Accounting Policies | Note 1—Basis of Presentation and Summary of Significant Accounting Policies Description of Business Zedge, Inc. (“Zedge”) builds digital marketplaces and friendly competitive games around content that people use to express themselves. Our leading products include Zedge Ringtones and Wallpapers, a freemium digital content marketplace offering mobile phone wallpapers, video wallpapers, ringtones, and notification sounds which historically was branded as Zedge Premium, and GuruShots, a skill-based photo challenge game. Our vision is to connect creators who enjoy friendly competitions with a community of prospective consumers in order to drive commerce. Except where the context clearly indicates otherwise, the terms the “Company,” “Zedge” “we,” “us” or “our” refer to Zedge, Inc. and its consolidated subsidiaries. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Zedge, Inc. and its subsidiaries, GuruShots Ltd. (“GuruShots”), Zedge Europe AS and Zedge Lithuania UAB (the “Company”), have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended April 30, 2023 are not necessarily indicative of the results that may be expected for the fiscal year ending July 31, 2023 or any other period. The balance sheet at July 31, 2022 has been derived from the Company’s audited financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. For further information, please refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2022 (the “2022 Form 10-K”), as filed with the U.S. Securities and Exchange Commission (the “SEC”). The Company’s fiscal year ends on July 31 of each calendar year. Each reference below to a fiscal year refers to the fiscal year ending in the calendar year indicated (e.g., fiscal 2022 refers to the fiscal year ended July 31, 2022). Reportable Segments Effective August 1, 2022, the Company revised the presentation of segment information to reflect its acquisition of GuruShots (see Note 5). As such, the Company now reports operating results through two reportable segments: Zedge App and GuruShots, as further discussed in Note 12 Use of Estimates The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, as well as related disclosure of contingent assets and liabilities. Actual results could differ materially from the Company’s estimates due to risks and uncertainties, including uncertainty in the economic environment due to various global events. To the extent that there are material differences between these estimates and actual results, the Company’s financial condition or operating results will be affected. The Company bases its estimates on past experience and other assumptions that the Company believes are reasonable under the circumstances, and the Company evaluates these estimates on an ongoing basis. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) In October 2021, the FASB issued ASU No. 2021-08, Accounting for Contract Assets and Contract Liabilities From Contracts With Customers Revenue from Contracts with Customers With the exception of the standards discussed above, there have been no other recent accounting pronouncements or changes in accounting pronouncements during the nine months ended April 30, 2023, as compared to the recent accounting pronouncements described in the Company’s 2022 Form 10-K, that are of significance or potential significance to the Company. Related Party Transactions The Company was formerly a majority-owned subsidiary of IDT Corporation (“IDT”). On June 1, 2016, IDT’s interest in the Company was spun-off by IDT to IDT’s stockholders and the Company became an independent public-held company. IDT charges the Company for services it provides, and the Company charges IDT for services it provides, pursuant to a Transition Services Agreement (“TSA”). The Company is party to a consulting agreement with Activist Artist Management, LLC (“Activist”), which assists the Company in strategic business development. A member of the Company’s Board of Directors owns a significant minority stake in Activist. Transactions with these related parties did not have a material impact to the consolidated balance sheets as of April 30, 2023 or July 31, 2022, or the consolidated statements of operations and comprehensive (loss) income for the three and nine months ended April 30, 2023 or 2022. |
Revenue
Revenue | 9 Months Ended |
Apr. 30, 2023 | |
Revenue [Abstract] | |
Revenue | Note 2—Revenue Disaggregation of Revenue The following table presents revenue disaggregated by segment and type (in thousands): Three Months Ended Nine Months Ended April 30, April 30, 2023 2022 2023 2022 Zedge App (in thousands) (in thousands) Advertising revenue $ 4,572 $ 4,842 $ 13,691 $ 15,439 Paid subscription revenue 832 910 2,598 2,823 Other revenues 232 184 652 617 Total Zedge App revenue 5,636 5,936 16,941 18,879 GuruShots Digital goods and services 1,090 294 3,668 294 Total revenue $ 6,726 $ 6,230 $ 20,609 $ 19,173 Note- GuruShots’ operating results are consolidated with our operating results beginning on April 13, 2022. Accordingly, GuruShots’ revenue shown in the above table represents only revenue from April 13, 2022 to April 30, 2022 Contract Balances The Company enters into contracts with its customers, which may give rise to contract liabilities (deferred revenue) and contract assets (unbilled revenue). The payment terms and conditions within the Company’s contracts vary by products or services purchased, the substantial all of which are due in less than one year. When the timing of revenue recognition differs from the timing of payments made by customers, the Company recognizes only deferred revenue (customer payment is received in advance of performance). The Company does not have unbilled revenue (its performance precedes the billing date). Deferred revenues On April 1, 2022, the AppLovin Corporation paid the Company a one-time integration bonus of $2 million for migrating to their mediation platform. This amount is being amortized over an estimated service period of 24 months. The Company’s deferred revenue balance related to this bonus was approximately $0.9 million and $1.7 million as of April 30, 2023 and July 31, 2022, respectively. The Company records deferred revenues related to the unsatisfied performance obligations with respect to subscription revenue. The Company’s deferred revenue balance related to paid subscriptions was approximately $1.4 million related to approximately 631,000 active subscribers, and approximately $1.5 million, related to approximately 692,000 active subscribers as of April 30, 2023 and July 31, 2022, respectively. The amount of revenue related to subscribers recognized in the nine months ended April 30, 2023 that was included in the deferred revenue balance at July 31, 2022 was $1.4 million. The Company also records deferred revenues when users purchase or earn Zedge Credits. Unused Zedge Credits represent the value of the Company’s unsatisfied performance obligation to its users. Revenue is recognized when Zedge App users use Zedge Credits to acquire Zedge Premium content or upon expiration of the Zedge Credits upon 180 days of account inactivity (“Breakage”). As of April 30, 2023, and July 31, 2022, the Company’s deferred revenue balance related to Zedge Premium was approximately $268,000 and $259,000, respectively. Total deferred revenues decreased by $0.8 million from $3.4 million at July 31, 2022 to $2.6 million at April 30, 2023, primarily attributed to the amortization of the one-time integration bonus mentioned above. Significant Judgments The advertising networks and advertising exchanges to which the Company sell its inventory track and report the impressions and revenues to Zedge and Zedge recognizes revenues based on these reports. The networks and exchanges base their payments off of those reports and Zedge independently compares the data to each of the client sites to validate the imported data and identify any differences. The number of impressions and revenues delivered by the advertising networks and advertising exchanges is determined at the end of each month, which resolves any uncertainty in the transaction price during the reporting period. Practical Expedients The Company expenses the fees retained by Google Play and App Store related to subscription revenue when incurred as marketing expense because the duration of the contracts for which the Company pays commissions are less than one year. These costs are included in the selling, general and administrative expenses of the condensed consolidated statements of operations and comprehensive (loss) income. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Apr. 30, 2023 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | Note 3—Fair Value Measurements The following tables present the balance of assets and liabilities measured at fair value on a recurring basis (in thousands): Level 1 Level 2 Level 3 Total April 30, 2023 Liabilities: Contingent consideration-short term $ - $ - $ - $ - Contingent consideration-long term $ - $ - $ - $ - Foreign exchange forward contracts $ - $ 61 $ - $ 61 July 31, 2022 Liabilities: Contingent consideration-short term $ - $ - $ 215 $ 215 Contingent consideration-long term $ - $ - $ 1,728 $ 1,728 Foreign exchange forward contracts $ - $ 141 $ - $ 141 (1) – quoted prices in active markets for identical assets or liabilities (2) – observable inputs other than quoted prices in active markets for identical assets and liabilities (3) – no observable pricing inputs in the market Contingent Consideration Contingent consideration related to the business combinations discussed below in Note 5 are classified within Level 3 of the fair value hierarchy as the determination of fair value uses considerable judgement and represents the Company’s best estimate of an amount that could be realized in a market exchange for the asset or liability. The following table provides a rollforward of the contingent consideration related to the GuruShots acquisition (in thousands): Balance at July 31, 2022 $ 1,943 Change in fair value (1,943 ) Balance at April 30, 2023 $ 0 The overall fair value of the contingent consideration decreased by $1,943,000 during the nine months ended April 30, 2023, due primarily to the decrease in the likelihood that certain contingent milestones would be achieved. Fair Value of Other Financial Instruments Fair value of the outstanding foreign exchange forward contracts are marked to market price at the end of each measurement period. The Company’s other financial instruments at April 30, 2023 and July 31, 2022 included trade accounts receivable and trade accounts payable. The carrying amounts of the trade accounts receivable and trade accounts payable approximated fair value due to their short-term nature. |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Apr. 30, 2023 | |
Derivative Instruments [Abstract] | |
Derivative Instruments | Note 4—Derivative Instruments The primary risk managed by the Company using derivative instruments is foreign exchange risk. Foreign exchange forward contracts are entered into as hedges against unfavorable fluctuations in the U.S. Dollar (USD) to Norwegian Kroner (NOK) and USD to Euro (EUR) exchange rates. The Company is party to a Foreign Exchange Agreement with WAB allowing the Company to enter into foreign exchange contracts under its revolving credit facility with the bank (see Note 11). The Company does not apply hedge accounting to these contracts, and therefore the changes in fair value are recorded in unaudited condensed consolidated statements of operations and comprehensive (loss) income. By using derivative instruments to mitigate exposures to changes in foreign exchange rates, the Company is exposed to credit risk from the failure of the counterparty to perform under the terms of the contract. The credit or repayment risk is minimized by entering into transactions with high-quality counterparties. The outstanding contracts at April 30, 2023, were as follows: Settlement Date U.S. Dollar Amount NOK Amount May-23 225,000 2,317,545 Jun-23 225,000 2,274,975 Jul-23 225,000 2,271,285 Aug-23 225,000 2,267,100 Sep-23 225,000 2,263,388 Oct-23 225,000 2,260,238 Nov-23 225,000 2,256,750 Dec-23 225,000 2,253,285 Jan-24 225,000 2,249,730 Feb-24 225,000 2,246,265 Mar-24 225,000 2,242,823 Apr-24 225,000 2,240,550 May-24 225,000 2,237,738 Total 2,925,000 29,381,670 Settlement Date U.S. Dollar Amount EUR Amount May-23 225,000 220,070 Jun-23 225,000 208,507 Jul-23 225,000 208,160 Aug-23 225,000 207,852 Sep-23 225,000 207,526 Oct-23 225,000 207,240 Nov-23 225,000 206,935 Dec-23 225,000 206,555 Jan-24 225,000 206,271 Feb-24 225,000 205,893 Mar-24 225,000 205,611 Apr-24 225,000 205,386 May-24 225,000 205,142 Total 2,925,000 2,701,147 The fair value of outstanding derivative instruments recorded in the accompanying unaudited condensed consolidated balance sheets were as follows: April 30, July 31, Assets and Liabilities Derivatives: Balance Sheet Location 2023 2022 Derivatives not designated or not qualifying as hedging instruments (in thousands) Foreign exchange forward contracts Accrued expenses and other current liabilities $ 61 $ 141 The effects of derivative instruments on the condensed consolidated statements of operations and comprehensive (loss) income were as follows: Three Months Ended April 30, Nine Months Ended April 30, Amount of Loss Recognized on Derivatives 2023 2022 2023 2022 Derivatives not designated or not qualifying as hedging instruments Location of loss recognized on derivatives (in thousands) (in thousands) Foreign exchange forward contracts Net loss resulting from foreign exchange transactions $ (122 ) $ (154 ) (58 ) $ (271 ) |
Business Combination and Assets
Business Combination and Assets Acquisition | 9 Months Ended |
Apr. 30, 2023 | |
Business Combination and Assets Acquisition [Abstract] | |
Business Combination and Assets Acquisition | Note 5—Business Combination and Assets Acquisition GuruShots Acquisition On April 12, 2022, the Company consummated the acquisition of 100% of the outstanding equity securities of GuruShots, Ltd., an Israeli company that operates a platform used for its competitive photography game available across iOS, Android and the web. The acquisition was effected pursuant to a Share Purchase Agreement (the “SPA”) between the Company, GuruShots and the holders of the GuruShots equity interests. This acquisition was accounted for as a business combination under the acquisition method of accounting and the results of operations of GuruShots have been included in the Company’s results of operations as of the acquisition date. The purchase price for the equity securities of GuruShots consists of approximately $18 million in cash paid at closing and contingent payments (the “Earnout”) of up to a maximum of $8.4 million due on each of the first and second anniversaries from the closing, payable either in cash or Class B common stock of the Company or a combination thereof, at the Company’s discretion, and subject to GuruShots achieving certain financial targets set forth in the SPA. The fair value of the earnout amount at the acquisition date was estimated at $5.9 million based on a Monte Carlo simulation model in an option pricing framework, whereby a range of possible scenarios were simulated. This fair value was reduced from $5.9 million to $1.9 million as of July 31, 2022 and further reduced to $0 as of April 30, 2023. See Note 3, Fair Value Measurements Under the SPA, the Company agreed to make certain minimum investments in user acquisition for GuruShots in the period covered by the Earnout, subject to the acquired users generating minimum levels of Return On Ad Spend (“ROAS”) as set forth in the SPA. As of April 30, 2023, based on the Company’s assessment of ROAS, including the combination of industry-specific, macroeconomic, and geopolitical challenges that negatively impacted ROAS during the period, the Company did not make the minimum investment for the first annual period covered by the Earnout. In addition, the Company has committed to a retention pool of $4 million in cash and 626,242 shares of the Company Class B common stock (the number of shares was determined based on a value of $4 million or $6.39 per share which was the volume weighted average closing prices of the Class B common stock on the NYSE American Exchange for the thirty trading days ended April 12, 2022) for GuruShots’ founders and employees that will be payable or vest, as applicable, over three years from April 1, 2022 based on the beneficiaries thereof remaining employed by the Company or a subsidiary. On April 17, 2023, 205,618 shares were vested with a fair value of $1.93 per share. The parties to the SPA have made customary representations, warranties and covenants therein. The assertions embodied in those representations and warranties were made for purposes of the SPA and are subject to qualifications and limitations agreed by the respective parties in connection with negotiating the terms of the SPA. The cash purchase price and the earnout have been allocated to GuruShots’ tangible assets, identifiable intangible assets, and assumed liabilities based on their estimated fair values. The preliminary fair value estimates of the net assets acquired are based upon preliminary calculations and valuations, and those estimates and assumptions are subject to change as the Company obtains additional information for those estimates during the measurement period. The excess of the total consideration over the tangible assets, identifiable intangible assets, and assumed liabilities was recorded as goodwill which was $8.9 million at closing. The Company recorded a measurement period adjustment of $180,000 in the three month period ended July 31, 2022 which reduced the goodwill balance from $8.9 million to $8.7 million. The Company wrote off the remaining goodwill balance and recorded a loss on goodwill impairment of $8.7 million in the three month period ended April 30, 2023 as discussed below in Note 6. The allocation of the preliminary purchase price is as follows (in thousands): (Dollar Amounts in Thousands) Purchase price consideration: Cash consideration paid at close $ 15,242 Cash contributed to escrow accounts at close 2,700 Cash deducted from purchase price and contributed to GuruShots’ working capital 58 Fair value of contingent consideration to be achieved at year 1 3,396 Fair value of contingent consideration to be achieved at year 2 2,508 Fair value of total consideration transferred 23,904 Total purchase price, net of cash acquired $ 23,384 Fair value allocation of purchase price: Cash and cash equivalents $ 520 Trade accounts receivable 282 Prepaid expenses 145 Property and equipment, net 17 Other assets (including ROU) 151 Accounts payable and accrued expenses (1,351 ) Operating lease liabilities, current (53 ) Operating lease liabilities, noncurrent (34 ) Acquired intangible assets 15,320 Goodwill 8,907 Total purchase price $ 23,904 The cash consideration paid includes $2.7 million deposited with the escrow agent that is available to satisfy for post-closing indemnification claims made within 18 months of the acquisition date. There have been no claims made as of April 30, 2023. The earnout amount to be paid (up to the maximum of $16.8 million) will be determined based upon the satisfaction of certain defined operational milestones and will be remeasured at fair value at each reporting period through earnings. As the fair value is based on unobservable inputs, the liabilities are included in Level 3 of the fair value measurement hierarchy. The unobservable inputs used in the determination of the fair value of the earnout which is assumed to be paid in cash include management’s reasonable assumptions about the likelihood of payment based on the satisfaction of certain defined operational milestones and discount rates based on cost of debt. Please see Note 3 for the fair value measurement. The Company has issued 601,192 (net of forfeiture of 25,050 shares for employees who left the Company) shares of the Company’s Class B common in respect of the retention pool to the GuruShots founders and employees, which are held by a trustee based in Israel. These shares will vest, in equal tranches, over three years from April 1, 2023 assuming that the recipients remain employed by the Company or a subsidiary through the vesting dates, 205,618 shares vested on April 1, 2023. The grant date fair value of these unvested restricted stock of $4 million is not included as purchase consideration above, as it has a post-combination service requirement and will be accounted for separately from the business combination as stock compensation expense. Additionally, the founders and employees are also entitled to receive an aggregate of up to $4 million retention cash bonus over three years subject to the same continued service requirement, which was not included in the purchase price above. As of April 30, 2023, the Company has accrued $1.4 million in retention bonus which is included in accrued expenses and other current liabilities, of which $1.3 million was paid in May 2023. Identified intangible assets consist of trade names, technology and customer relationships. The fair value of intangible assets and the determination of their respective useful lives were made in accordance with ASC 805 and are outlined in the table below: (Dollar Amounts in Thousands) Asset Value Useful Life Identified intangible assets: Trade names $ 3,570 12 years Acquired developed technology 3,950 5 years Customer relationships 7,800 10 years Total identified intangible assets $ 15,320 The Company’s initial fair value estimates related to the various identified intangible assets were determined under various valuation approaches including the relief-from-royalty method and multi-period excess earnings. These valuation methods require management to project revenues, operating expenses, working capital investment, capital spending and cash flows for GuruShots over a multiyear period, as well as determine the weighted average cost of capital to be used as a discount rate. The Company amortizes its intangible assets assuming no residual value over periods in which the economic benefit of these assets is consumed. The Company recorded the excess of the purchase price over the identified tangible and intangible assets as goodwill. The Company believes that the investment value of the future enhancement of the Company’s products and offerings created as a result of this acquisition has principally contributed to a purchase price that resulted in the recognition of $8.9 million of goodwill, which was subsequent reduced by $180,000 and to $0 as discussed below in Note 6. $2.8 million of the write-off of goodwill is deductible for tax purposes. Acquisition-related transaction costs (e.g., legal, due diligence, valuation, and other professional fees) are not included as a component of consideration transferred but are required to be expensed as incurred. During fiscal 2022, we incurred $860,000 of acquisition-related costs, which are included in Selling, General and Administrative expenses on the Company’s condensed consolidated statements of operations and comprehensive (loss) income. Unaudited Pro Forma Consolidated Financial Information The unaudited pro forma financial information for all periods presented below has been calculated after adjusting the results of a combined Zedge and GuruShots to reflect the business combination accounting effects resulting from this acquisition, including acquisition costs and the amortization expense from acquired intangible assets as though the acquisition occurred on August 1, 2020. The information below reflects adjustments to Zedge’s historical consolidated financial statements to give effect to pro forma events that are directly attributable to the business combination. The pro forma financial information is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place on August 1, 2020. Three Months Ended Nine Months Ended April 30 (1) April 30 (1) 2021 2022 2021 2022 Revenue $ 7,522 $ 7,625 $ 21,002 $ 24,134 Net income $ 1,625 $ 571 $ 2,240 $ 2,580 1) The fiscal year end of Zedge is July 31 and the fiscal year end of GuruShots was December 31. The pro forma financial information above has been prepared utilizing the three and nine months ended April 30th for Zedge and March 31st for GuruShots. The unaudited pro forma financial information includes the following adjustments, net of any tax impacts: (i) incremental amortization expense recognized based on fair value of intangible assets recorded upon acquisition of GuruShots; (ii) incremental compensation expense related to the vesting of retention awards to GuruShots employees consisting of restricted stock awards and cash payments; and (iii) the reversal of historical fair value adjustments and interest expense recorded on GuruShots’ convertible notes that were settled on the acquisition date. (iv) income tax expense (benefit) was adjusted for the impact of the above adjustments for each period. Transaction costs related to the acquisition of GuruShots incurred during the three and nine months ended April 30, 2022 were $0.7 million and $0.9 million, respectively. For pro forma purposes, these expenses were reclassified to the earliest period presented. The unaudited pro forma financial information is for comparative purposes only and is not necessarily indicative of what the Company’s operating results would have been had the GuruShots Acquisition taken place on August 1, 2020. GuruShots’ operating results are consolidated with our operating results beginning on April 13, 2022. Therefore, our consolidated results of operations for the three and nine months ended April 30, 2023 may not be comparable to the corresponding periods in 2022. GuruShots’ results of operations included in our consolidated results of operations for the three and nine months ended April 30, 2022 include revenues of $0.3 million and a net loss of $0.2 million. Emojipedia Acquisition Pursuant to an Asset Purchase Agreement, on August 1, 2021 (“Closing”), the Company consummated the acquisition of substantially all of the assets of Emojipedia Pty Ltd, a proprietary company organized under the laws of Australia. The total purchase price of the assets was $6.7 million, of which $4.8 million was paid on August 2, 2021, $917,000 was paid on February 1, 2022, and the remaining $962,000 paid on August 2, 2022. The $4.8 million was funded into an escrow account and classified as other assets on our consolidated balance sheet as of July 31, 2021. The assets purchased include emojipeida.org, a set of smaller websites, a bank of emoji related URLs related to the seller’s business, including World Emoji Day, the annual World Emoji Awards, and Emojitracker. The asset purchase does not qualify as a business combination under FASB ASC 805, Business Combinations |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 9 Months Ended |
Apr. 30, 2023 | |
Intangible Assets and Goodwill [Abstract] | |
Intangible Assets and Goodwill | Note 6—Intangible Assets and Goodwill The following table presents the detail of intangible assets, net as of April 30, 2023 and July 31, 2022 (in thousands): April 30, 2023 July 31, 2022 Gross Accumulated Net Carrying Gross Accumulated Net Carrying Emojipedia.org and other internet domains acquired 6,711 783 5,928 6,711 447 6,264 Acquired developed technology 3,950 832 3,118 3,950 238 3,713 Customer relationships 7,800 818 6,982 7,800 233 7,567 Trade names 3,570 311 3,259 3,570 89 3,481 Total intangible assets $ 22,031 $ 2,744 $ 19,287 $ 22,031 $ 1,007 $ 21,025 Estimated future amortization expense as of April 30, 2023 is as follows (in thousands): Fiscal 2023 579 Fiscal 2024 2,315 Fiscal 2025 2,315 Fiscal 2026 2,315 Fiscal 2027 2,315 Thereafter 9,448 Total $ 19,287 The Company’s amortization expense for intangible assets were $579,000 and $205,000 for the three months ended April 30, 2023 and 2022, respectively. The Company’s amortization expense for intangible assets were $1,736,000 and $429,000 for the nine months ended April 30, 2023 and 2022, respectively. There were only 18 days of intangible amortization expenses related to GuruShots in the three and nine months ended April 30, 2022 following the April 12, 2022 acquisition date. Goodwill Goodwill represents the difference between the purchase price and the fair value of assets and liabilities acquired in a business combination (see Note 5). The Company reviews goodwill yearly, or more frequently whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recovered, for impairment by initially considering qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill, as a basis for determining whether it is necessary to perform a quantitative analysis. If it is determined that it is more likely than not that the fair value of reporting unit is less than its carrying amount, a quantitative analysis is performed to identify goodwill impairment. If it is determined that it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, it is unnecessary to perform a quantitative analysis. The Company may elect to bypass the qualitative assessment and proceed directly to performing a quantitative analysis. The Company has two reporting units and assesses impairment based upon qualitative factors and if necessary, quantitative factors. A reporting unit’s fair value is determined using the income approach and discounted cash flow models by utilizing Level 3 inputs and assumptions such as future cash flows, discount rates, long-term growth rates, market value and income tax considerations. Specifically, the value of each reporting unit is determined on a stand-alone basis from the perspective of a market participant and represents the price estimated to be received in a sale of the reporting unit in an orderly transaction between market participants at the measurement date. The Company then reconciles the values of all reporting units to the market capitalization of the Company. Interim Impairment Assessment The Company performs its annual goodwill impairment tests on May 1 each year (the first day of fiscal 4 th The following table summarizes the changes in the carrying amount of goodwill for the nine months ended April 30, 2023 and 2022. (in thousands) Carrying Balance as of July 31, 2022 $ 10,788 Goodwill impairment charge (8,727 ) Impact of currency translation (191 ) Balance as of April 30, 2023 $ 1,870 Balance as of July 31, 2021 $ 2,262 Goodwill acquired during the period 8,907 Impact of currency translation (138 ) Balance as of April 30, 2022 $ 11,031 The total accumulated impairment loss of the Company’s goodwill as of April 30, 2023 was $8.7 million. There were no accumulated impairment losses prior to the fiscal year ended July 31, 2022. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 9 Months Ended |
Apr. 30, 2023 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Accrued Expenses and Other Current Liabilities | Note 7—Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following (in thousands): April 30, July 31, 2023 2022 Accrued payroll and bonuses $ 2,040 $ 1,084 Accrued vacation 669 585 Accrued payroll taxes 272 214 Due to artists 253 301 Accrued expenses 170 262 Operating lease liability-current portion 93 142 Derivative liability for foreign exchange contracts 61 141 Accrued income taxes payable 89 169 Other 6 - Total accrued expenses and other current liabilities $ 3,653 $ 2,898 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Apr. 30, 2023 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | Note 8—Stock-Based Compensation 2016 Incentive Plan On March 23, 2022, the Company’s Board of Directors amended the Company’s 2016 Stock Option and Incentive Plan (as amended to date, the “2016 Incentive Plan”) to increase the number of shares of the Company’s Class B common stock available for the grant of awards thereunder by an additional 685,000 shares to an aggregate of 2,531,000 shares, including 626,000 shares for the GuruShots retention pool. This amendment was ratified by the Company’s stockholders at the Annual Meeting of Stockholders held on January 18, 2023. On November 10, 2021, the Company’s Board of Directors amended the 2016 Incentive Plan to increase the number of shares of the Company’s Class B common stock available for the grant of awards thereunder by an additional 325,000 shares to an aggregate of 1,846,000 shares. This amendment was ratified by the Company’s stockholders at the Annual Meeting of Stockholders held on January 12, 2022. At April 30, 2023, there were 448,000 shares of Class B common stock available for awards under the 2016 Incentive Plan before accounting for the 204,000 contingently issuable shares related to the deferred stock units (“DSUs”) with both service and market conditions. Stock-based compensation The Company recognizes stock-based compensation for stock-based awards, including stock options, restricted stock and DSUs based on the estimated fair value of the awards and recognized over the relevant service period and/or market conditions. The Company estimates the fair value of stock options on the measurement date using the Black-Scholes option valuation model. The Company estimates the fair value of the restricted stock and DSU’s with service conditions only using the current market price of the stock. The Company estimates the fair value of the DSU’s with both service and market conditions using the Monte Carlo Simulation valuation model. The Black-Scholes and Monte Carlo Simulation valuation models incorporate assumptions as to stock price volatility, the expected life of options or awards, a risk-free interest rate and dividend yield. The Company recognizes stock-based compensation expense related to options and restricted stock units on a straight-line basis over the service period of the award, which is generally 4 years for options and 3 years for restricted stock units. In our accompanying unaudited condensed consolidated statements of operations and comprehensive (loss) income, the Company recognized stock-based compensation expense for our employees and non-employees as follows: Three Months Ended Nine Months Ended April 30, April 30, 2023 2022 2023 2022 (in thousands) (in thousands) Stock-based compensation expense $ 578 $ 483 $ 1,957 $ 1,291 As of April 30, 2023, the Company’s unrecognized stock-based compensation expense was $350,000 for unvested stock options, $804,000 for unvested DSUs and $2.5 million for unvested restricted stock including the $4 million portion of retention bonus to be paid in the Company’s Class B common stock in connection with the GuruShots acquisition. In the nine months ended April 30, 2023 and 2022, awards with respect to 237,000 shares and 65,000 shares vested. In connection with this vesting, the Company purchased 6,310 shares and 16,115 shares respectively of Class B Stock from certain employees for $17,000 and $232,000 respectively, to satisfy tax withholding obligations in connection with the vesting of restricted stock and DSUs. Repricing of Outstanding and Unexercised Options On October 20, 2022, the Board unanimously approved the repricing of all outstanding and unexercised stock options granted under the 2016 Plan with exercise prices above the then current market value held by then current employees, executive officers, and consultants of the Company (the “Eligible Stock Options”). Effective October 20, 2022, the exercise price of the eligible stock options was reduced to $2.27, the closing price of its common stock on October 19, 2022. Except for the modification to the exercise price of the Eligible Stock Options, all other terms and conditions of each of the Eligible Stock Options remained in full force and effect. Pursuant to the 2016 Incentive Plan, the Compensation Committee of the Board of Directors, as the administrator, has discretionary authority, exercisable on such terms and conditions that it deems appropriate under the circumstances, to reduce the exercise price in effect for outstanding options under the 2016 Incentive Plan. In approving the repricing, the Compensation Committee considered the impact of the current exercise prices of outstanding stock options on the incentives provided to employees and consultants, the lack of retention value provided by the outstanding stock options to employees and consultants, and the impact of such options on the capital structure of the Company. As of October, 2022, there were 532,750 stock options outstanding under the 2016 Incentive Plan, of which 191,663 outstanding stock options had exercise prices in excess of the market price of the Company’s common stock as of October 20, 2022, which is why the Compensation Committee made the determination to deem all outstanding and unexercised stock options held by current employees, executive officers, and consultants as Eligible Stock Options. Jonathan Reich, the Company’s Chief Executive Officer, and Yi Tsai, the Company’s Chief Financial Officer, hold Eligible Stock Options exercisable for an aggregate of 64,898 and 15,000 shares of the Company’s common stock, respectively. The option repricing resulted in incremental stock-based compensation of $87,000, of which $48,000 was recorded as expense in the nine months ended April 30, 2023, and $39,000 will be recognized as expense over the requisite service periods over which the Eligible Stock Options vest. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Apr. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 9—Earnings Per Share Basic earnings per share is computed by dividing net income attributable to all classes of common stockholders of the Company by the weighted average number of shares of all classes of common stock outstanding during the applicable period. Diluted earnings per share is computed in the same manner as basic earnings per share, except that the number of shares is increased to include restricted stock still subject to risk of forfeiture, issuances to be made on the vesting of unvested DSUs and the exercise of potentially dilutive stock options using the treasury stock method, unless the effect of such increase is anti-dilutive. The rights of holders of Class A common stock and Class B common stock are identical except for certain voting and conversion rights and restrictions on transferability. As such, the Company is not required to break out earnings per share by class. The weighted-average number of shares used in the calculation of basic and diluted earnings per share attributable to the Company’s common stockholders consists of the following (in thousands): Three Months Ended Nine Months Ended April 30, April 30, 2023 2022 2023 2022 Basic weighted-average number of shares 14,017 14,307 14,221 14,295 Effect of dilutive securities: Stock options - 505 - 598 Non-vested restricted Class B common stock - 30 - 63 Deferred stock units - 17 - 18 Diluted weighted-average number of shares 14,017 14,859 14,221 14,974 The following shares were excluded from the dilutive earnings per share computations because their inclusion would have been anti-dilutive (in thousands): Three Months Ended Nine Months Ended April 30, April 30, 2023 2022 2023 2022 Stock options 855 95 831 59 Non-vested restricted Class B common stock 426 - 426 - Deferred stock units 237 277 237 238 Shares excluded from the calculation of diluted earnings per share 1,518 372 1,494 297 For the three and nine months ended April 30, 2023, the diluted earnings per share equals basic earnings per share because the Company incurred a net loss during those periods and the impact of the assumed exercise of stock options and vesting of restricted stock and DSUs would have been anti-dilutive. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Apr. 30, 2023 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 10—Commitments and Contingencies Commitments In connection with the acquisition of GuruShots, the Company has (i) committed to a retention pool of $4 million in cash to be paid to the founders and employees of GuruShots that will be payable over three years from April 1, 2022 based on the beneficiaries thereof remaining employed by the Company or a subsidiary; and (ii) agreed to make certain minimum investments in user acquisition for GuruShots in the period covered by the Earnout, subject to the acquired users generating minimum levels of Return On Ad Spend as set forth in the SPA. As of April 30, 2023, based on the Company’s assessment of ROAS, including the combination of industry-specific, macroeconomic, and geopolitical challenges that negatively impacted ROAS during the period, the Company did not make the minimum investment for the first annual period covered by the Earnout. Legal Proceedings The Company may from time to time be subject to other legal proceedings that arise in the ordinary course of business. Although there can be no assurance in this regard, the Company does not expect any of those legal proceedings to have a material adverse effect on the Company’s results of operations, cash flows or financial condition. |
Term Loan and Revolving Credit
Term Loan and Revolving Credit Facilities | 9 Months Ended |
Apr. 30, 2023 | |
Term Loan and Revolving Credit Facilities [Abstract] | |
Term Loan and Revolving Credit Facilities | Note 11—Term Loan and Revolving Credit Facilities As of September 27, 2016, the Company entered into a loan and security agreement with Western Alliance Bank (“WAB”) for a revolving credit facility of up to $2.5 million for an initial two-year term which was extended twice for another two-year term which expired September 26, 2022 and was amended on October 28, 2022 as discussed below. The revolving credit facility was secured by a lien on substantially all of the Company’s assets. Effective with the September 2020 extension, the outstanding principal amount bore interest per annum at the greater of 3.5% or the prime rate plus 1.25%. Previously the interest rate was capped at 5.0%. Interest was payable monthly and all outstanding principal and any accrued and unpaid interest was due on the maturity date of September 26, 2022. The Company was required to pay an annual facility fee of $10 to WAB. The Company was also required to comply with various affirmative and negative covenants and to maintain certain financial ratios during the term of the revolving credit facility. The covenants included a prohibition on the Company paying any dividend on its capital stock. At October 27, 2022 and July 31, 2022, there were no amounts outstanding under the revolving credit facility and the Company was in compliance with all of the covenants. On October 28, 2022, the Company entered into an Amended and Restated Loan and Security Agreement (“Amended Loan Agreement”) with WAB. Pursuant to the Amended Loan Agreement, WAB agreed to provide the Company with a new term loan facility in the maximum principal amount of $7 million for a four-year term and a $4 million revolving credit facility for a two-year term. Amounts outstanding under the term loan and credit facility of the Amended Loan Agreement bear interest at a per annum rate equal to the Prime Rate (as published in The Wall Street Journal) plus 0.5%, with a Prime “floor” rate of 4.00%. Pursuant to the Amended Loan Agreement, the Company discontinued the existing $2 million revolving credit facility under the prior version of the Loan and Security Agreement. At the time of the discontinuance, there was no outstanding balance on the revolving credit facility. Pursuant to the Amended Loan Agreement, $2 million was advanced in a single-cash advance on October 28, 2022, with the remaining $5 million available for drawdown during twenty-four (24) months after closing. Each drawdown must be in an amount of not less than One Million Dollars ($1 million). On May 11, 2023, the Company entered into a Modification Agreement pursuant to which the Company agreed to modify the Amended Loan Agreement to reduce the remaining $5 million availability to $0, see Note 15. Interest accrued under the Amended Loan Agreement is due monthly, and the Company shall make monthly interest-only payments related to the term loan through the eighteen (18) month anniversary of the closing date. From the nineteen (19) month anniversary of the Closing Date through the maturity date, the Company shall repay each outstanding term loan by paying the Applicable Term Advance Amortization Payment equal to 1/12 th th The Amended Loan Agreement may also require early repayments if certain conditions are met. Borrowings under the Amended Loan Agreement is secured by substantially all of the assets of the Company, its subsidiaries, and certain of its affiliates. The Amended Loan Agreement includes the following financial covenants: a) Debt Service Coverage Ratio b) Maximum Debt to EBITDA Maximum Debt to Quarter Ending EBITDA Ratio October 31, 2022 1.75 to 1.00 April 30, 2023 1.75 to 1.00 April 30, 2023 1.75 to 1.00 July 31, 2023 1.75 to 1.00 October 31, 2023 1.25 to 1.00 January 31, 2024 1.25 to 1.00 April 30, 2024 1.25 to 1.00 July 31, 2024 1.25 to 1.00 Thereafter To be agreed upon The Amended Loan Agreement also includes customary negative covenants, subject to exceptions, which limit transfers, capital expenditures, indebtedness, certain liens, investments, acquisitions, dispositions of assets, restricted payments and the business activities of the Company, as well as customary representations and warranties, affirmative covenants and events of default, including cross defaults and a change of control default. As of November 16, 2016, the Company entered into a Foreign Exchange Agreement with WAB to allow the Company to enter into foreign exchange contracts not to exceed $5.0 million in the aggregate at any point in time under its revolving credit facility. This limit was raised to approximately $7.5 million pursuant to the Loan and Security Modification Agreement dated May 30, 2018. The available borrowing under the revolving credit facility is reduced by an applicable foreign exchange reserve percentage as determined by WAB, in its reasonable discretion from time to time, which was set at 10% of the nominal amount of the foreign exchange contracts in effect at the relevant time. At April 30, 2023, there were $5.8 million of outstanding foreign exchange contracts, which reduced the available borrowing under the revolving credit facility by $585,000. |
Segment and Geographic Informat
Segment and Geographic Information | 9 Months Ended |
Apr. 30, 2023 | |
Segment and Geographic Information [Abstract] | |
Segment and Geographic Information | Note 12—Segment and Geographic Information Segment Information Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), or decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its Chief Executive Officer as of April 30, 2023. Based on the criteria established by ASC 280, Segment Reportin Beginning in the first quarter of fiscal 2023, the Company revised the presentation of segment information to align with changes to how the Company’s CODM manages the business, allocates resources and assesses operating performance reports operating results based on two reportable segments, which are Zedge App and GuruShots. The CODM evaluates the performance of each operating segment using revenue and income (loss) from operations. The following table provides information about the Company’s two reportable segments (in thousands): Three Months Ended Nine Months Ended April 30, April 30, 2023 2022 2023 2022 (in thousands) (in thousands) Revenue: Zedge App $ 5,636 $ 5,936 $ 16,941 $ 18,879 GuruShots 1,090 294 3,668 294 Total $ 6,726 $ 6,230 $ 20,609 $ 19,173 Segment income (loss) from operations: Zedge App $ 1,850 $ 1,590 $ 4,785 $ 7,285 GuruShots (10,262 ) (248 ) (11,940 ) (248 ) Total $ (8,412 ) $ 1,342 $ (7,155 ) $ 7,037 The CODM does not evaluate operating segments using asset information and, accordingly, the Company does not report asset information by segment. GuruShots’ operating results are consolidated with our operating results beginning on April 13, 2022. Therefore, our consolidated results of operations for the three and nine months ended April 30, 2023 may not be comparable to the corresponding periods in 2022. Please refer to the unaudited pro forma consolidated financial information contained in Note 5. Geographic Information Net long-lived assets and total assets held outside of the United States, which are located primarily in Israel and Norway, were as follows (in thousands): United States Foreign Total Long-lived assets, net: April 30, 2023 $ 7,275 $ 14,545 $ 21,820 July 31, 2022 $ 7,818 $ 15,217 $ 23,035 Total assets: April 30, 2023 $ 27,066 $ 20,510 $ 47,576 July 31, 2022 $ 26,229 $ 28,397 $ 54,626 |
Operating Leases
Operating Leases | 9 Months Ended |
Apr. 30, 2023 | |
Operating Leases [Abstract] | |
Operating Leases | Note 13— Operating Leases The Company has operating leases primarily for office space. Operating lease right-of-use assets recorded and included in other assets were $324,000 and $204,000 at April 30, 2023 and July 31, 2022, respectively. The Company has one office lease in Norway with a term that was scheduled to expire on March 31, 2024. This lease was extended on April 26, 2023 for an additional three-year term from April 1, 2024 to March 31, 2027 at a cost of approximately $83,000 per year. The lease extension resulted in the recognition of an additional right of use asset and a lease liability of $232,000 and $229,000, respectively, in the nine months ended April 30, 2023. Except for the lease extension discussed above, there were no material changes in the Company’s operating and finance leases in the nine months ended April 30, 2023, as compared to the disclosure regarding such leases in the Company’s 2022 Form 10-K. |
Provision for Income Taxes
Provision for Income Taxes | 9 Months Ended |
Apr. 30, 2023 | |
Provision for Income Taxes [Abstract] | |
Provision for Income Taxes | Note 14—Provision for Income Taxes The Company’s tax provision or benefit from income taxes for interim periods has generally been determined using an estimate of its annual effective tax rate applied to year-to-date income and records the discrete tax items in the period to which they relate. In each quarter, the Company updates the estimated annual effective tax rate and makes a year-to-date adjustment to the tax provision as necessary. The Company expects its overall effective tax rate for fiscal year ending July 31, 2023 to be approximately 24% before any discrete items. During the third quarter the Company accounted for various discrete items including stock-based compensation, contingent liability and goodwill impairment which resulted in a net effective tax rate of approximately 10%. As of April 30, 2023, the Company had $3.7 million of deferred tax assets for which it has established a valuation allowance of $1.9 million, related to U.S. federal and state taxes and for a certain international subsidiary. The Company is subject to taxation in the United States and certain foreign jurisdictions. Earnings from non-U.S. activities are subject to local country income tax. The material jurisdictions where the Company is subject to potential examination by tax authorities include the United States, Norway, Lithuania and Israel. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Apr. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 15—Subsequent Events On May 11, 2023 the Company entered into a Modification Agreement, pursuant to which the Company agreed to modify the Amended Loan Agreement on the terms and conditions set forth therein, including, without limitation, reducing the maximum amount that can be advanced in respect of the Term Loan from $7 million to $2 million, and agreed to keep cash deposit at WAB no less than 1.05 times total indebtedness to WAB. This will provide the Company with additional flexibility in cash management operations, including the ability to deposit a greater portion of funds in FDIC-insured deposits and other secure vehicles, as well as other commercial banking relationships. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Apr. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Zedge, Inc. and its subsidiaries, GuruShots Ltd. (“GuruShots”), Zedge Europe AS and Zedge Lithuania UAB (the “Company”), have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended April 30, 2023 are not necessarily indicative of the results that may be expected for the fiscal year ending July 31, 2023 or any other period. The balance sheet at July 31, 2022 has been derived from the Company’s audited financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements. For further information, please refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2022 (the “2022 Form 10-K”), as filed with the U.S. Securities and Exchange Commission (the “SEC”). The Company’s fiscal year ends on July 31 of each calendar year. Each reference below to a fiscal year refers to the fiscal year ending in the calendar year indicated (e.g., fiscal 2022 refers to the fiscal year ended July 31, 2022). |
Reportable Segments | Reportable Segments Effective August 1, 2022, the Company revised the presentation of segment information to reflect its acquisition of GuruShots (see Note 5). As such, the Company now reports operating results through two reportable segments: Zedge App and GuruShots, as further discussed in Note 12 |
Use of Estimates | Use of Estimates The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, as well as related disclosure of contingent assets and liabilities. Actual results could differ materially from the Company’s estimates due to risks and uncertainties, including uncertainty in the economic environment due to various global events. To the extent that there are material differences between these estimates and actual results, the Company’s financial condition or operating results will be affected. The Company bases its estimates on past experience and other assumptions that the Company believes are reasonable under the circumstances, and the Company evaluates these estimates on an ongoing basis. |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) In October 2021, the FASB issued ASU No. 2021-08, Accounting for Contract Assets and Contract Liabilities From Contracts With Customers Revenue from Contracts with Customers With the exception of the standards discussed above, there have been no other recent accounting pronouncements or changes in accounting pronouncements during the nine months ended April 30, 2023, as compared to the recent accounting pronouncements described in the Company’s 2022 Form 10-K, that are of significance or potential significance to the Company. |
Related Party Transactions | Related Party Transactions The Company was formerly a majority-owned subsidiary of IDT Corporation (“IDT”). On June 1, 2016, IDT’s interest in the Company was spun-off by IDT to IDT’s stockholders and the Company became an independent public-held company. IDT charges the Company for services it provides, and the Company charges IDT for services it provides, pursuant to a Transition Services Agreement (“TSA”). The Company is party to a consulting agreement with Activist Artist Management, LLC (“Activist”), which assists the Company in strategic business development. A member of the Company’s Board of Directors owns a significant minority stake in Activist. Transactions with these related parties did not have a material impact to the consolidated balance sheets as of April 30, 2023 or July 31, 2022, or the consolidated statements of operations and comprehensive (loss) income for the three and nine months ended April 30, 2023 or 2022. |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Revenue [Abstract] | |
Schedule of revenue disaggregated by segment and type | Three Months Ended Nine Months Ended April 30, April 30, 2023 2022 2023 2022 Zedge App (in thousands) (in thousands) Advertising revenue $ 4,572 $ 4,842 $ 13,691 $ 15,439 Paid subscription revenue 832 910 2,598 2,823 Other revenues 232 184 652 617 Total Zedge App revenue 5,636 5,936 16,941 18,879 GuruShots Digital goods and services 1,090 294 3,668 294 Total revenue $ 6,726 $ 6,230 $ 20,609 $ 19,173 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Fair Value Measurements [Abstract] | |
Schedule of balance of assets and liabilities measured at fair value on a recurring basis | Level 1 Level 2 Level 3 Total April 30, 2023 Liabilities: Contingent consideration-short term $ - $ - $ - $ - Contingent consideration-long term $ - $ - $ - $ - Foreign exchange forward contracts $ - $ 61 $ - $ 61 July 31, 2022 Liabilities: Contingent consideration-short term $ - $ - $ 215 $ 215 Contingent consideration-long term $ - $ - $ 1,728 $ 1,728 Foreign exchange forward contracts $ - $ 141 $ - $ 141 |
Schedule of contingent consideration related to the GuruShots acquisition | Balance at July 31, 2022 $ 1,943 Change in fair value (1,943 ) Balance at April 30, 2023 $ 0 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Derivative Instruments [Abstract] | |
Schedule of outstanding contracts | Settlement Date U.S. Dollar Amount NOK Amount May-23 225,000 2,317,545 Jun-23 225,000 2,274,975 Jul-23 225,000 2,271,285 Aug-23 225,000 2,267,100 Sep-23 225,000 2,263,388 Oct-23 225,000 2,260,238 Nov-23 225,000 2,256,750 Dec-23 225,000 2,253,285 Jan-24 225,000 2,249,730 Feb-24 225,000 2,246,265 Mar-24 225,000 2,242,823 Apr-24 225,000 2,240,550 May-24 225,000 2,237,738 Total 2,925,000 29,381,670 Settlement Date U.S. Dollar Amount EUR Amount May-23 225,000 220,070 Jun-23 225,000 208,507 Jul-23 225,000 208,160 Aug-23 225,000 207,852 Sep-23 225,000 207,526 Oct-23 225,000 207,240 Nov-23 225,000 206,935 Dec-23 225,000 206,555 Jan-24 225,000 206,271 Feb-24 225,000 205,893 Mar-24 225,000 205,611 Apr-24 225,000 205,386 May-24 225,000 205,142 Total 2,925,000 2,701,147 |
Schedule of fair value of outstanding derivative instruments | April 30, July 31, Assets and Liabilities Derivatives: Balance Sheet Location 2023 2022 Derivatives not designated or not qualifying as hedging instruments (in thousands) Foreign exchange forward contracts Accrued expenses and other current liabilities $ 61 $ 141 |
Schedule of derivative instruments on the condensed consolidated statements of operations and comprehensive (loss) income | Three Months Ended April 30, Nine Months Ended April 30, Amount of Loss Recognized on Derivatives 2023 2022 2023 2022 Derivatives not designated or not qualifying as hedging instruments Location of loss recognized on derivatives (in thousands) (in thousands) Foreign exchange forward contracts Net loss resulting from foreign exchange transactions $ (122 ) $ (154 ) (58 ) $ (271 ) |
Business Combination and Asse_2
Business Combination and Assets Acquisition (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Business Combination and Assets Acquisition [Abstract] | |
Schedule of allocation of the preliminary purchase price | (Dollar Amounts in Thousands) Purchase price consideration: Cash consideration paid at close $ 15,242 Cash contributed to escrow accounts at close 2,700 Cash deducted from purchase price and contributed to GuruShots’ working capital 58 Fair value of contingent consideration to be achieved at year 1 3,396 Fair value of contingent consideration to be achieved at year 2 2,508 Fair value of total consideration transferred 23,904 Total purchase price, net of cash acquired $ 23,384 Fair value allocation of purchase price: Cash and cash equivalents $ 520 Trade accounts receivable 282 Prepaid expenses 145 Property and equipment, net 17 Other assets (including ROU) 151 Accounts payable and accrued expenses (1,351 ) Operating lease liabilities, current (53 ) Operating lease liabilities, noncurrent (34 ) Acquired intangible assets 15,320 Goodwill 8,907 Total purchase price $ 23,904 |
Schedule of intangible assets | (Dollar Amounts in Thousands) Asset Value Useful Life Identified intangible assets: Trade names $ 3,570 12 years Acquired developed technology 3,950 5 years Customer relationships 7,800 10 years Total identified intangible assets $ 15,320 |
Schedule of pro forma consolidated financial information | Three Months Ended Nine Months Ended April 30 (1) April 30 (1) 2021 2022 2021 2022 Revenue $ 7,522 $ 7,625 $ 21,002 $ 24,134 Net income $ 1,625 $ 571 $ 2,240 $ 2,580 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Intangible Assets and Goodwill [Abstract] | |
Schedule of intangible assets | April 30, 2023 July 31, 2022 Gross Accumulated Net Carrying Gross Accumulated Net Carrying Emojipedia.org and other internet domains acquired 6,711 783 5,928 6,711 447 6,264 Acquired developed technology 3,950 832 3,118 3,950 238 3,713 Customer relationships 7,800 818 6,982 7,800 233 7,567 Trade names 3,570 311 3,259 3,570 89 3,481 Total intangible assets $ 22,031 $ 2,744 $ 19,287 $ 22,031 $ 1,007 $ 21,025 |
Schedule of estimated future amortization expense | Fiscal 2023 579 Fiscal 2024 2,315 Fiscal 2025 2,315 Fiscal 2026 2,315 Fiscal 2027 2,315 Thereafter 9,448 Total $ 19,287 |
Schedule of carrying amount of goodwill | (in thousands) Carrying Balance as of July 31, 2022 $ 10,788 Goodwill impairment charge (8,727 ) Impact of currency translation (191 ) Balance as of April 30, 2023 $ 1,870 Balance as of July 31, 2021 $ 2,262 Goodwill acquired during the period 8,907 Impact of currency translation (138 ) Balance as of April 30, 2022 $ 11,031 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Accrued Expenses and Other Current Liabilities [Abstract] | |
Schedule of accrued expenses and other current liabilities | April 30, July 31, 2023 2022 Accrued payroll and bonuses $ 2,040 $ 1,084 Accrued vacation 669 585 Accrued payroll taxes 272 214 Due to artists 253 301 Accrued expenses 170 262 Operating lease liability-current portion 93 142 Derivative liability for foreign exchange contracts 61 141 Accrued income taxes payable 89 169 Other 6 - Total accrued expenses and other current liabilities $ 3,653 $ 2,898 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Stock-Based Compensation [Abstract] | |
Schedule of operations and comprehensive (loss) income | Three Months Ended Nine Months Ended April 30, April 30, 2023 2022 2023 2022 (in thousands) (in thousands) Stock-based compensation expense $ 578 $ 483 $ 1,957 $ 1,291 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of weighted-average number of shares basic and diluted | Three Months Ended Nine Months Ended April 30, April 30, 2023 2022 2023 2022 Basic weighted-average number of shares 14,017 14,307 14,221 14,295 Effect of dilutive securities: Stock options - 505 - 598 Non-vested restricted Class B common stock - 30 - 63 Deferred stock units - 17 - 18 Diluted weighted-average number of shares 14,017 14,859 14,221 14,974 |
Schedule of the dilutive earnings per share | Three Months Ended Nine Months Ended April 30, April 30, 2023 2022 2023 2022 Stock options 855 95 831 59 Non-vested restricted Class B common stock 426 - 426 - Deferred stock units 237 277 237 238 Shares excluded from the calculation of diluted earnings per share 1,518 372 1,494 297 |
Term Loan and Revolving Credi_2
Term Loan and Revolving Credit Facilities (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Term Loan and Revolving Credit Facilities [Abstract] | |
Schedule of maximum debt to EBITDA ratio | Maximum Debt to Quarter Ending EBITDA Ratio October 31, 2022 1.75 to 1.00 April 30, 2023 1.75 to 1.00 April 30, 2023 1.75 to 1.00 July 31, 2023 1.75 to 1.00 October 31, 2023 1.25 to 1.00 January 31, 2024 1.25 to 1.00 April 30, 2024 1.25 to 1.00 July 31, 2024 1.25 to 1.00 Thereafter To be agreed upon |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 9 Months Ended |
Apr. 30, 2023 | |
Segment and Geographic Information [Abstract] | |
Schedule of operating segment using revenue and income (loss) from operations | Three Months Ended Nine Months Ended April 30, April 30, 2023 2022 2023 2022 (in thousands) (in thousands) Revenue: Zedge App $ 5,636 $ 5,936 $ 16,941 $ 18,879 GuruShots 1,090 294 3,668 294 Total $ 6,726 $ 6,230 $ 20,609 $ 19,173 Segment income (loss) from operations: Zedge App $ 1,850 $ 1,590 $ 4,785 $ 7,285 GuruShots (10,262 ) (248 ) (11,940 ) (248 ) Total $ (8,412 ) $ 1,342 $ (7,155 ) $ 7,037 |
Schedule of Net long-lived assets and total assets held outside of the United States | United States Foreign Total Long-lived assets, net: April 30, 2023 $ 7,275 $ 14,545 $ 21,820 July 31, 2022 $ 7,818 $ 15,217 $ 23,035 Total assets: April 30, 2023 $ 27,066 $ 20,510 $ 47,576 July 31, 2022 $ 26,229 $ 28,397 $ 54,626 |
Revenue (Details)
Revenue (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |
Apr. 01, 2022 | Apr. 30, 2023 | Jul. 31, 2022 | |
Revenue (Details) [Line Items] | |||
One-time integration bonus | $ 2,000,000 | ||
Deferred revenue balance | $ 900,000 | $ 1,700,000 | |
Unsatisfied performance obligations, description | The Company records deferred revenues related to the unsatisfied performance obligations with respect to subscription revenue. The Company’s deferred revenue balance related to paid subscriptions was approximately $1.4 million related to approximately 631,000 active subscribers, and approximately $1.5 million, related to approximately 692,000 active subscribers as of April 30, 2023 and July 31, 2022, respectively. The amount of revenue related to subscribers recognized in the nine months ended April 30, 2023 that was included in the deferred revenue balance at July 31, 2022 was $1.4 million. | ||
Zedge Premium [Member] | |||
Revenue (Details) [Line Items] | |||
Deferred revenue balance | $ 268,000 | 259,000 | |
Deferred revenues decreased | $ 2,600,000 | ||
Zedge Premium [Member] | Minimum [Member] | |||
Revenue (Details) [Line Items] | |||
Deferred revenues decreased | 800,000 | ||
Zedge Premium [Member] | Maximum [Member] | |||
Revenue (Details) [Line Items] | |||
Deferred revenues decreased | $ 3,400,000 |
Revenue (Details) - Schedule of
Revenue (Details) - Schedule of revenue disaggregated by segment and type - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Schedule of revenue disaggregated by segment and type [Abstract] | ||||
Total Revenues | $ 6,726 | $ 6,230 | $ 20,609 | $ 19,173 |
Zedge App [Member] | ||||
Schedule of revenue disaggregated by segment and type [Abstract] | ||||
Total Revenues | 5,636 | 5,936 | 16,941 | 18,879 |
Zedge App [Member] | Advertising revenue [Member] | ||||
Schedule of revenue disaggregated by segment and type [Abstract] | ||||
Total Revenues | 4,572 | 4,842 | 13,691 | 15,439 |
Zedge App [Member] | Paid subscription revenue [Member] | ||||
Schedule of revenue disaggregated by segment and type [Abstract] | ||||
Total Revenues | 832 | 910 | 2,598 | 2,823 |
Zedge App [Member] | Other revenues [Member] | ||||
Schedule of revenue disaggregated by segment and type [Abstract] | ||||
Total Revenues | 232 | 184 | 652 | 617 |
GuruShots App [Member] | Virtual items used for online game [Member] | ||||
Schedule of revenue disaggregated by segment and type [Abstract] | ||||
Total Revenues | $ 1,090 | $ 294 | $ 3,668 | $ 294 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) | Apr. 30, 2023 USD ($) |
Fair Value Measurements [Abstract] | |
Fair value of contingent consideration | $ 1,943,000 |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details) - Schedule of balance of assets and liabilities measured at fair value on a recurring basis - USD ($) $ in Thousands | Apr. 30, 2023 | Jul. 31, 2022 |
Liabilities: | ||
Contingent consideration-short term | $ 215 | |
Contingent consideration-long term | 1,728 | |
Foreign exchange forward contracts | 61 | 141 |
Level 1 [Member] | Fair Value, Recurring [Member] | ||
Liabilities: | ||
Contingent consideration-short term | ||
Contingent consideration-long term | ||
Foreign exchange forward contracts | ||
Level 2 [Member] | Fair Value, Recurring [Member] | ||
Liabilities: | ||
Contingent consideration-short term | ||
Contingent consideration-long term | ||
Foreign exchange forward contracts | 61 | 141 |
Level 3 [Member] | Fair Value, Recurring [Member] | ||
Liabilities: | ||
Contingent consideration-short term | 215 | |
Contingent consideration-long term | 1,728 | |
Foreign exchange forward contracts |
Fair Value Measurements (Deta_3
Fair Value Measurements (Details) - Schedule of contingent consideration related to the GuruShots acquisition - Business Acquisitions [Member] $ in Thousands | 9 Months Ended |
Apr. 30, 2023 USD ($) | |
Business Acquisition, Contingent Consideration [Line Items] | |
Balance at July 31, 2022 | $ 1,943 |
Change in fair value | (1,943) |
Balance at April 30, 2023 | $ 0 |
Derivative Instruments (Details
Derivative Instruments (Details) - Schedule of outstanding contracts - 9 months ended Apr. 30, 2023 € in Thousands, kr in Thousands, $ in Thousands | USD ($) | NOK (kr) | EUR (€) |
NOK Amount [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | kr 29,381,670 | ||
NOK Amount [Member] | May-23 [Member] | Western Alliance Bank [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,317,545 | ||
NOK Amount [Member] | Jun-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,274,975 | ||
NOK Amount [Member] | Jul-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,271,285 | ||
NOK Amount [Member] | Aug-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,267,100 | ||
NOK Amount [Member] | Sep-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,263,388 | ||
NOK Amount [Member] | Oct-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,260,238 | ||
NOK Amount [Member] | Nov-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,256,750 | ||
NOK Amount [Member] | Dec-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,253,285 | ||
NOK Amount [Member] | Jan-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,249,730 | ||
NOK Amount [Member] | Feb-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,246,265 | ||
NOK Amount [Member] | Mar-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,242,823 | ||
NOK Amount [Member] | Apr-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | 2,240,550 | ||
NOK Amount [Member] | May-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | kr | kr 2,237,738 | ||
EUR Amount [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | € 2,701,147 | ||
EUR Amount [Member] | May-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 220,070 | ||
EUR Amount [Member] | Jun-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 208,507 | ||
EUR Amount [Member] | Jul-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 208,160 | ||
EUR Amount [Member] | Aug-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 207,852 | ||
EUR Amount [Member] | Sep-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 207,526 | ||
EUR Amount [Member] | Oct-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 207,240 | ||
EUR Amount [Member] | Nov-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 206,935 | ||
EUR Amount [Member] | Dec-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 206,555 | ||
EUR Amount [Member] | Jan-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 206,271 | ||
EUR Amount [Member] | Feb-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 205,893 | ||
EUR Amount [Member] | Mar-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 205,611 | ||
EUR Amount [Member] | Apr-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | 205,386 | ||
EUR Amount [Member] | May-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | € | € 205,142 | ||
U.S.Dollar Amount [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | $ 2,925,000 | ||
U.S.Dollar Amount [Member] | May-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | May-23 [Member] | Western Alliance Bank [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Jun-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Jul-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Aug-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Sep-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Oct-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Nov-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Dec-23 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Jan-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Feb-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Mar-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | Apr-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | 225,000 | ||
U.S.Dollar Amount [Member] | May-24 [Member] | |||
Schedule of outstanding contracts [Abstract] | |||
Amount | $ 225,000 |
Derivative Instruments (Detai_2
Derivative Instruments (Details) - Schedule of fair value of outstanding derivative instruments - USD ($) $ in Thousands | 9 Months Ended | |
Apr. 30, 2023 | Jul. 31, 2022 | |
Schedule of fair value of outstanding derivative instruments [Abstract] | ||
Balance Sheet Location | Accrued expenses and other current liabilities | |
Foreign exchange forward contracts | $ 61 | $ 141 |
Derivative Instruments (Detai_3
Derivative Instruments (Details) - Schedule of derivative instruments on the condensed consolidated statements of operations and comprehensive (loss) income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Schedule of Derivative Instruments on the Condensed Consolidated Statements of Operations and Comprehensive Loss Income [Abstract] | ||||
Location of Loss Recognized on Derivatives | Net loss resulting from foreign exchange transactions | |||
Foreign exchange forward contracts | $ (122) | $ (154) | $ (58) | $ (271) |
Business Combination and Asse_3
Business Combination and Assets Acquisition (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||||
Apr. 17, 2023 | Apr. 30, 2023 | Jul. 31, 2022 | Apr. 30, 2022 | Jan. 31, 2023 | Apr. 30, 2023 | Apr. 30, 2022 | Apr. 12, 2022 | Jul. 31, 2021 | |
Business Combination and Assets Acquisition (Details) [Line Items] | |||||||||
Preliminary purchase price | $ 5,900,000 | $ 5,900,000 | |||||||
Fair value | 0 | $ 0 | |||||||
Business combination and assets acquisition, description | the Company has committed to a retention pool of $4 million in cash and 626,242 shares of the Company Class B common stock (the number of shares was determined based on a value of $4 million or $6.39 per share which was the volume weighted average closing prices of the Class B common stock on the NYSE American Exchange for the thirty trading days ended April 12, 2022) for GuruShots’ founders and employees that will be payable or vest, as applicable, over three years from April 1, 2022 based on the beneficiaries thereof remaining employed by the Company or a subsidiary. | ||||||||
Vested shares (in Shares) | 205,618 | ||||||||
Fair value per share (in Dollars per share) | $ 1.93 | ||||||||
Goodwill | $ 8,900,000 | ||||||||
Measurement period adjustment | $ 180,000 | ||||||||
Loss on goodwill impairment | 8,727,000 | 8,727,000 | |||||||
Retention bonus amount | 1,400,000 | 1,400,000 | |||||||
Accrued expenses and other current liabilities | 1,300,000 | 1,300,000 | |||||||
Recognition of goodwill | 8,900,000 | ||||||||
Write-off of goodwill | 2,800,000 | ||||||||
Transaction costs | $ 700,000 | $ 900,000 | |||||||
Revenues | $ 300,000 | ||||||||
Net loss | $ 200,000 | ||||||||
Fund amount | $ 4,800,000 | ||||||||
Estimated useful lives | fifteen years | ||||||||
Maximum [Member] | |||||||||
Business Combination and Assets Acquisition (Details) [Line Items] | |||||||||
Fair value | 5,900,000 | ||||||||
Goodwill balance | 8,900,000 | ||||||||
Recognition of goodwill | 180,000 | ||||||||
Minimum [Member] | |||||||||
Business Combination and Assets Acquisition (Details) [Line Items] | |||||||||
Fair value | 1,900,000 | ||||||||
Goodwill balance | $ 8,700,000 | ||||||||
Recognition of goodwill | 0 | ||||||||
Business Combination [Member] | |||||||||
Business Combination and Assets Acquisition (Details) [Line Items] | |||||||||
Acquisition-related costs | 860,000,000 | ||||||||
GuruShots Acquisition [Member] | |||||||||
Business Combination and Assets Acquisition (Details) [Line Items] | |||||||||
Outstanding equity securities percentage | 100% | ||||||||
Purchase price for the equity securities | 18,000,000 | 18,000,000 | |||||||
Cash consideration paid includes deposited | 2,700,000 | ||||||||
Maximum earnout amount | $ 16,800,000 | ||||||||
Compensation expenses, description | The Company has issued 601,192 (net of forfeiture of 25,050 shares for employees who left the Company) shares of the Company’s Class B common in respect of the retention pool to the GuruShots founders and employees, which are held by a trustee based in Israel. These shares will vest, in equal tranches, over three years from April 1, 2023 assuming that the recipients remain employed by the Company or a subsidiary through the vesting dates, 205,618 shares vested on April 1, 2023. The grant date fair value of these unvested restricted stock of $4 million is not included as purchase consideration above, as it has a post-combination service requirement and will be accounted for separately from the business combination as stock compensation expense. Additionally, the founders and employees are also entitled to receive an aggregate of up to $4 million retention cash bonus over three years subject to the same continued service requirement, which was not included in the purchase price above. | ||||||||
GuruShots Acquisition [Member] | Maximum [Member] | |||||||||
Business Combination and Assets Acquisition (Details) [Line Items] | |||||||||
Purchase price for the equity securities | $ 8,400,000 | $ 8,400,000 | |||||||
Emojipedia Acquisition [Member] | |||||||||
Business Combination and Assets Acquisition (Details) [Line Items] | |||||||||
Purchase agreement, description | Pursuant to an Asset Purchase Agreement, on August 1, 2021 (“Closing”), the Company consummated the acquisition of substantially all of the assets of Emojipedia Pty Ltd, a proprietary company organized under the laws of Australia. The total purchase price of the assets was $6.7 million, of which $4.8 million was paid on August 2, 2021, $917,000 was paid on February 1, 2022, and the remaining $962,000 paid on August 2, 2022. |
Business Combination and Asse_4
Business Combination and Assets Acquisition (Details) - Schedule of allocation of the preliminary purchase price $ in Thousands | 9 Months Ended |
Apr. 30, 2023 USD ($) | |
Purchase price consideration: | |
Cash consideration paid at close | $ 15,242 |
Cash contributed to escrow accounts at close | 2,700 |
Cash deducted from purchase price and contributed to GuruShots’ working capital | 58 |
Fair value of contingent consideration to be achieved at year 1 | 3,396 |
Fair value of contingent consideration to be achieved at year 2 | 2,508 |
Fair value of total consideration transferred | 23,904 |
Total purchase price, net of cash acquired | 23,384 |
Fair value allocation of purchase price: | |
Cash and cash equivalents | 520 |
Trade accounts receivable | 282 |
Prepaid expenses | 145 |
Property and equipment, net | 17 |
Other assets (including ROU) | 151 |
Accounts payable and accrued expenses | (1,351) |
Operating lease liabilities, current | (53) |
Operating lease liabilities, noncurrent | (34) |
Acquired intangible assets | 15,320 |
Goodwill | 8,907 |
Total purchase price | $ 23,904 |
Business Combination and Asse_5
Business Combination and Assets Acquisition (Details) - Schedule of intangible assets $ in Thousands | Apr. 30, 2023 USD ($) |
Identified intangible assets: | |
Asset Value | $ 15,320 |
Trade names [Member] | |
Identified intangible assets: | |
Asset Value | $ 3,570 |
Useful Life | 12 years |
Acquired developed technology [Member] | |
Identified intangible assets: | |
Asset Value | $ 3,950 |
Useful Life | 5 years |
Customer relationships [Member] | |
Identified intangible assets: | |
Asset Value | $ 7,800 |
Useful Life | 10 years |
Business Combination and Asse_6
Business Combination and Assets Acquisition (Details) - Schedule of pro forma consolidated financial information - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2022 | Apr. 30, 2021 | Apr. 30, 2022 | Apr. 30, 2021 | |
Schedule of Pro Forma Consolidated Financial Information [Abstract] | ||||
Revenue | $ 7,625 | $ 7,522 | $ 24,134 | $ 21,002 |
Net income | $ 571 | $ 1,625 | $ 2,580 | $ 2,240 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense intangible assets | $ 579,000 | $ 205,000 | $ 1,736,000 | $ 429,000 |
Non-cash goodwill impairment charge | 8,700,000 | |||
Total accumulated impairment loss | $ 8,700,000 | $ 8,700,000 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill (Details) - Schedule of intangible assets - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Apr. 30, 2023 | Jul. 31, 2022 | |
Gross Carrying Value [Member] | ||
Schedule of intangible assets [Abstract] | ||
Emojipedia.org and other internet domains acquired | $ 6,711 | $ 6,711 |
Acquired developed technology | 3,950 | 3,950 |
Customer relationships | 7,800 | 7,800 |
Trade names | 3,570 | 3,570 |
Total intangible assets | 22,031 | 22,031 |
Accumulated Amortization [Member] | ||
Schedule of intangible assets [Abstract] | ||
Emojipedia.org and other internet domains acquired | 783 | 447 |
Acquired developed technology | 832 | 238 |
Customer relationships | 818 | 233 |
Trade names | 311 | 89 |
Total intangible assets | 2,744 | 1,007 |
Net Carrying Value [Member] | ||
Schedule of intangible assets [Abstract] | ||
Emojipedia.org and other internet domains acquired | 5,928 | 6,264 |
Acquired developed technology | 3,118 | 3,713 |
Customer relationships | 6,982 | 7,567 |
Trade names | 3,259 | 3,481 |
Total intangible assets | $ 19,287 | $ 21,025 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill (Details) - Schedule of estimated future amortization expense $ in Thousands | Apr. 30, 2023 USD ($) |
Schedule of estimated future amortization expense [Abstract] | |
Fiscal 2023 | $ 579 |
Fiscal 2024 | 2,315 |
Fiscal 2025 | 2,315 |
Fiscal 2026 | 2,315 |
Fiscal 2027 | 2,315 |
Thereafter | 9,448 |
Total | $ 19,287 |
Intangible Assets and Goodwil_5
Intangible Assets and Goodwill (Details) - Schedule of carrying amount of goodwill - Carrying amounts [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Jul. 31, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Schedule of carrying amount of goodwill [Abstract] | |||
Balance beginning | $ 11,031 | $ 10,788 | $ 2,262 |
Goodwill acquired during the period | 8,907 | ||
Goodwill impairment charge | (8,727) | ||
Impact of currency translation | (191) | (138) | |
Balance ending | $ 10,788 | $ 1,870 | $ 11,031 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - Schedule of accrued expenses and other current liabilities - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Apr. 30, 2023 | Jul. 31, 2022 | |
Schedule of Accrued Expenses and Other Current Liabilities [Abstract] | ||
Accrued payroll and bonuses | $ 2,040 | $ 1,084 |
Accrued vacation | 669 | 585 |
Accrued payroll taxes | 272 | 214 |
Due to artists | 253 | 301 |
Accrued expenses | 170 | 262 |
Operating lease liability-current portion | 93 | 142 |
Derivative liability for foreign exchange contracts | 61 | 141 |
Accrued income taxes payable | 89 | 169 |
Other | 6 | |
Total accrued expenses and other current liabilities | $ 3,653 | $ 2,898 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) | 9 Months Ended | |||||
Oct. 20, 2022 | Mar. 23, 2022 | Nov. 10, 2021 | Apr. 30, 2023 | Apr. 30, 2022 | Oct. 31, 2022 | |
Stock-Based Compensation (Details) [Line Items] | ||||||
Options period | 4 years | |||||
Restricted stock units | 3 years | |||||
Shares vested | 237,000 | 65,000 | ||||
Purchased from employees, value (in Dollars) | $ 17,000 | $ 232,000 | ||||
Exercise price (in Dollars per share) | $ 2.27 | |||||
Outstanding stock option (in Dollars) | $ 191,663 | |||||
Incremental stock-based compensation (in Dollars) | 87,000 | |||||
Stock-based compensation, expense (in Dollars) | 48,000 | |||||
Recognized expenses (in Dollars) | $ 39,000 | |||||
2016 Incentive Plan [Member] | ||||||
Stock-Based Compensation (Details) [Line Items] | ||||||
Outstanding stock option (in Dollars) | $ 532,750 | |||||
Class B Common Stock [Member] | ||||||
Stock-Based Compensation (Details) [Line Items] | ||||||
Additional shares | 325,000 | 448,000 | ||||
Aggregate shares | 1,846,000 | 204,000 | ||||
Class B Common Stock [Member] | Employees [Member] | ||||||
Stock-Based Compensation (Details) [Line Items] | ||||||
Shares purchased | 6,310 | 16,115 | ||||
Class B Common Stock [Member] | 2016 Incentive Plan [Member] | ||||||
Stock-Based Compensation (Details) [Line Items] | ||||||
Additional shares | 685,000 | |||||
Aggregate of shares | 2,531,000 | |||||
Chief Executive Officer [Member] | ||||||
Stock-Based Compensation (Details) [Line Items] | ||||||
Aggregate shares | 64,898 | |||||
Chief Financial Officer [Member] | ||||||
Stock-Based Compensation (Details) [Line Items] | ||||||
Aggregate shares | 15,000 | |||||
Deferred Stock Units [Member] | ||||||
Stock-Based Compensation (Details) [Line Items] | ||||||
Vesting percentage, description | As of April 30, 2023, the Company’s unrecognized stock-based compensation expense was $350,000 for unvested stock options, $804,000 for unvested DSUs and $2.5 million for unvested restricted stock including the $4 million portion of retention bonus to be paid in the Company’s Class B common stock in connection with the GuruShots acquisition. | |||||
Gurushots Retention Pool [Member] | 2016 Incentive Plan [Member] | ||||||
Stock-Based Compensation (Details) [Line Items] | ||||||
Including shares | 626,000 |
Stock-Based Compensation (Det_2
Stock-Based Compensation (Details) - Schedule of operations and comprehensive (loss) income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Schedule of operations and comprehensive (loss) income [Abstract] | ||||
Stock-based compensation expense | $ 578 | $ 483 | $ 1,957 | $ 1,291 |
Earnings Per Share (Details) -
Earnings Per Share (Details) - Schedule of weighted-average number of shares basic and diluted - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Schedule of Weighted Average Number of Shares Basic and Diluted [Abstract] | ||||
Basic weighted-average number of shares | 14,017 | 14,307 | 14,221 | 14,295 |
Effect of dilutive securities: | ||||
Stock options | 505 | 598 | ||
Non-vested restricted Class B common stock | 30 | 63 | ||
Deferred stock units | 17 | 18 | ||
Diluted weighted-average number of shares | 14,017 | 14,859 | 14,221 | 14,974 |
Earnings Per Share (Details) _2
Earnings Per Share (Details) - Schedule of the dilutive earnings per share - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Schedule of the Dilutive Earnings Per Share [Abstract] | ||||
Stock options | 855 | 95 | 831 | 59 |
Non-vested restricted Class B common stock | 426 | 426 | ||
Deferred stock units | 237 | 277 | 237 | 238 |
Shares excluded from the calculation of diluted earnings per share | 1,518 | 372 | 1,494 | 297 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Apr. 30, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Cash to be paid | $ 4 |
Term Loan and Revolving Credi_3
Term Loan and Revolving Credit Facilities (Details) - USD ($) | 1 Months Ended | 9 Months Ended | ||||
Oct. 28, 2022 | Sep. 30, 2020 | Nov. 16, 2016 | Apr. 30, 2023 | May 11, 2023 | Sep. 27, 2016 | |
Term Loan and Revolving Credit Facilities (Details) [Line Items] | ||||||
Borrowing under the revolving credit facility | $ 2,500,000 | |||||
Interest per annum, percentage | 3.50% | |||||
Prime rate plus, percentage | 1.25% | |||||
Interest rate, description | Previously the interest rate was capped at 5.0%. Interest was payable monthly and all outstanding principal and any accrued and unpaid interest was due on the maturity date of September 26, 2022. | |||||
Line of credit facility annual fee | $ 10,000 | |||||
Agreement description | On October 28, 2022, the Company entered into an Amended and Restated Loan and Security Agreement (“Amended Loan Agreement”) with WAB. Pursuant to the Amended Loan Agreement, WAB agreed to provide the Company with a new term loan facility in the maximum principal amount of $7 million for a four-year term and a $4 million revolving credit facility for a two-year term. | As of November 16, 2016, the Company entered into a Foreign Exchange Agreement with WAB to allow the Company to enter into foreign exchange contracts not to exceed $5.0 million in the aggregate at any point in time under its revolving credit facility. This limit was raised to approximately $7.5 million pursuant to the Loan and Security Modification Agreement dated May 30, 2018. The available borrowing under the revolving credit facility is reduced by an applicable foreign exchange reserve percentage as determined by WAB, in its reasonable discretion from time to time, which was set at 10% of the nominal amount of the foreign exchange contracts in effect at the relevant time. | ||||
Revolving credit facility | 2,000,000 | |||||
Existing revolving credit facility | $ 2,000,000 | |||||
Revolving credit facility | $ 5,000,000 | |||||
Amount drawdown | $ 1,000,000 | |||||
Outstanding term loan percentage | 10% | |||||
Foreign Exchange Contract [Member] | ||||||
Term Loan and Revolving Credit Facilities (Details) [Line Items] | ||||||
Line of credit facility, borrowing capacity, description | $ 5,800,000 | |||||
Borrowing under the revolving credit facility | $ 585,000,000 | |||||
Minimum [Member] | ||||||
Term Loan and Revolving Credit Facilities (Details) [Line Items] | ||||||
Loan agreement bear interest rate | 0.50% | |||||
Loan agreement | $ 0 | |||||
Debt service coverage ratio | 1 | |||||
Maximum [Member] | ||||||
Term Loan and Revolving Credit Facilities (Details) [Line Items] | ||||||
Loan agreement bear interest rate | 4% | |||||
Loan agreement | $ 5,000,000 | |||||
Debt service coverage ratio | 1.25 |
Term Loan and Revolving Credi_4
Term Loan and Revolving Credit Facilities (Details) - Schedule of maximum debt to EBITDA ratio | 9 Months Ended |
Apr. 30, 2023 | |
Term Loan and Revolving Credit Facilities (Details) - Schedule of maximum debt to EBITDA ratio [Line Items] | |
Balance of Maximum Debt | To be agreed upon |
October 31, 2022 [Member] | |
Term Loan and Revolving Credit Facilities (Details) - Schedule of maximum debt to EBITDA ratio [Line Items] | |
Balance of Maximum Debt | 1.75 to 1.00 |
April 30, 2023 [Member] | |
Term Loan and Revolving Credit Facilities (Details) - Schedule of maximum debt to EBITDA ratio [Line Items] | |
Balance of Maximum Debt | 1.75 to 1.00 |
April 30, 2023 [Member] | |
Term Loan and Revolving Credit Facilities (Details) - Schedule of maximum debt to EBITDA ratio [Line Items] | |
Balance of Maximum Debt | 1.75 to 1.00 |
July 31, 2023 [Member] | |
Term Loan and Revolving Credit Facilities (Details) - Schedule of maximum debt to EBITDA ratio [Line Items] | |
Balance of Maximum Debt | 1.75 to 1.00 |
October 31, 2023 [Member] | |
Term Loan and Revolving Credit Facilities (Details) - Schedule of maximum debt to EBITDA ratio [Line Items] | |
Balance of Maximum Debt | 1.25 to 1.00 |
January 31, 2024 [Member] | |
Term Loan and Revolving Credit Facilities (Details) - Schedule of maximum debt to EBITDA ratio [Line Items] | |
Balance of Maximum Debt | 1.25 to 1.00 |
April 30, 2024 [Member] | |
Term Loan and Revolving Credit Facilities (Details) - Schedule of maximum debt to EBITDA ratio [Line Items] | |
Balance of Maximum Debt | 1.25 to 1.00 |
July 31, 2024 [Member] | |
Term Loan and Revolving Credit Facilities (Details) - Schedule of maximum debt to EBITDA ratio [Line Items] | |
Balance of Maximum Debt | 1.25 to 1.00 |
Segment and Geographic Inform_3
Segment and Geographic Information (Details) - Schedule of operating segment using revenue and income (loss) from operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Apr. 30, 2023 | Apr. 30, 2022 | |
Revenue: | ||||
Revenue | $ 6,726 | $ 6,230 | $ 20,609 | $ 19,173 |
Segment income (loss) from operations: | ||||
Segment income (loss) from operations | (8,412) | 1,342 | (7,155) | 7,037 |
Zedge App [Member] | ||||
Revenue: | ||||
Revenue | 5,636 | 5,936 | 16,941 | 18,879 |
Segment income (loss) from operations: | ||||
Segment income (loss) from operations | 1,850 | 1,590 | 4,785 | 7,285 |
GuruShots [Member] | ||||
Revenue: | ||||
Revenue | 1,090 | 294 | 3,668 | 294 |
Segment income (loss) from operations: | ||||
Segment income (loss) from operations | $ (10,262) | $ (248) | $ (11,940) | $ (248) |
Segment and Geographic Inform_4
Segment and Geographic Information (Details) - Schedule of Net long-lived assets and total assets held outside of the United States - USD ($) $ in Thousands | Apr. 30, 2023 | Jul. 31, 2022 |
Long-lived assets, net: | ||
United States | $ 7,275 | $ 7,818 |
Foreign | 14,545 | 15,217 |
Total | 21,820 | 23,035 |
Total assets: | ||
United States | 27,066 | 26,229 |
Foreign | 20,510 | 28,397 |
Total | $ 47,576 | $ 54,626 |
Operating Leases (Details)
Operating Leases (Details) - USD ($) | 9 Months Ended | |
Apr. 30, 2023 | Jul. 31, 2022 | |
Operating Leases [Abstract] | ||
Operating lease right-of-use assets | $ 324,000 | |
Other assets | $ 204,000 | |
Lease cost | 83,000 | |
Additional right of use asset | 232,000 | |
Lease liability | $ 229,000 |
Provision for Income Taxes (Det
Provision for Income Taxes (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended |
Jul. 31, 2023 | Apr. 30, 2023 | |
Provision for Income Taxes (Details) [Line Items] | ||
Net effective tax rate | 10% | |
Deferred tax assets | $ 3.7 | |
U.S. federal [Member] | ||
Provision for Income Taxes (Details) [Line Items] | ||
Deferred tax assets | $ 1.9 | |
Forecast [Member] | ||
Provision for Income Taxes (Details) [Line Items] | ||
Effective tax rate | 24% |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | May 11, 2023 USD ($) |
Maximum [Member] | |
Subsequent Events (Details) [Line Items] | |
Term loan | $ 7 |
Minimum [Member] | |
Subsequent Events (Details) [Line Items] | |
Term loan | $ 2 |