−Removed: Cinedigm Corp.
was incorporated in Delaware on March 31, 2000 (“Cinedigm”, and collectively with its subsidiaries, the “Company”).
−Removed: We are (i) a leading distributor and aggregator of independent movie, television and other short form content managing a library of distribution rights to thousands of titles and episodes released across digital, physical, and home and mobile entertainment platforms as well as (ii) a leading servicer of digital cinema assets on over 12,000 domestic and foreign movie screens.
−Removed: Since our inception, we have played a significant role in the digital distribution revolution that continues to transform the media landscape.
−Removed: In addition to our pioneering role in transitioning over 12,000 movie screens from traditional analog film prints to digital distribution, we have become a leading distributor of independent content, both through organic growth and acquisitions.
−Removed: We distribute products for major brands such as Hallmark, Televisa, ITV, Nelvana, ZDF, Shout!
−Removed: Factory, NFL, NHL and Scholastic as well as leading international and domestic content creators, movie producers, television producers and other short form digital content producers.
−Removed: We collaborate with producers, major brands and other content owners to market, source, curate and distribute quality content to targeted audiences through (i) existing and emerging digital home entertainment platforms, including Apple, Amazon Prime, Netflix, Hulu, Xbox, PlayStation, Vudu and cable/satellite video-on-demand ("VOD") and (ii) packaged distribution of DVD and Blu-ray discs to wholesalers and retailers with sales coverage to over 60,000 brick and mortar storefronts, including Walmart, Target, Best Buy and Amazon.
−Removed: In addition, we operate a growing
−Removed: portfolio of owned and operated over-the-top ("OTT") streaming entertainment channels.
−Removed: Finally, Cinedigm also operates Matchpoint, a software-as-a-service platform to automate the distribution of streaming content and OTT channels.
−Removed: As previously announced, on December 27, 2019, the Company entered into, and on February 14, 2020 amended, (see Note 2 - Summary of Significant Accounting Policies ), a stock purchase agreement (as so amended, the “Stock Purchase Agreement”) with BeiTai Investment LP (“BeiTai”), a related party for accounting purposes of Cinedigm, and Aim Right Ventures Limited (“Aim Right”), two shareholders of Starrise Media Holdings Limited, a leading Chinese entertainment company (“Starrise”), and related party, to buy from them an aggregate of 410,901,000 outstanding Starrise ordinary shares (the “Share Acquisition”).
−Removed: On February 14, 2020, the Company purchased 162,162,162 of the Starrise ordinary shares from BeiTai and issued to BeiTai 21,646,604 shares of its Class A common stock in consideration.
−Removed: On April 10, 2020, the Company, in accordance with the terms of the Stock Purchase Agreement, terminated its obligation to purchase Starrise ordinary shares from Aim Right under the December 27, 2019 stock purchase agreement.
−Removed: On April 10, 2020, the Company entered into another stock purchase agreement (the “April Stock Purchase Agreement”) with five ( 5 ) shareholders of Starrise-Bison Global Investment SPC - Bison Global No.
−Removed: 1 SP, Huatai Investment LP, Antai Investment LP, Mingtai Investment LP and Shangtai Asset Management LP, to buy an aggregate of 223,380,000 outstanding Starrise ordinary shares from them and for the Company to issue to them an aggregate of 29,855,081 shares of its Class A common stock in consideration therefor (the “April Share Acquisition”).
−Removed: On April 15, 2020, the April Share Acquisition was consummated and this transaction was also was recorded as an equity investment in Starrise.
+Added: Cinedigm is (i) a leading independent distributor and aggregator of independent film and television content rights distributed across
+Added: digital, over-the-top (OTT), physical, and home and mobile entertainment platforms as well as (ii) a leading servicer of digital cinema
+Added: assets on over 6,200 domestic and foreign movie screens.
+Added: the past several years, Cinedigm has transformed itself from being a digital cinema equipment and physical content distributor to a leading
+Added: independent streaming company with the planned phasing out of its legacy projector division.
+Added: Cinedigm is a leading independent streaming entertainment
+Added: company serving global enthusiast fan bases.
+Added: Since our inception, we have played a significant role in the digital distribution revolution
+Added: that continues to transform the media and entertainment landscape.
+Added: Cinedigm delivers high-quality, curated content through subscription
+Added: video on demand (SVOD), dedicated ad-supported (AVOD) and free ad-supported streaming linear (FAST) channels.
+Added: Cinedigm’s broad portfolio enables the Company
+Added: to achieve significant market share on every key consumer streaming device and platform.
+Added: As the Company achieves distribution to multiple,
+Added: high-growth territories on a global basis, the Company expects each of these channels will generate high-margin annual revenues to Cinedigm.
+Added: As its channel portfolio has grown, the Company’s viewership and subscription metrics have grown significantly.
+Added: The Company currently
+Added: reaches over 23.8 million streaming channel monthly active viewers.
+Added: The Company controls a library of over 33,000 film & TV assets,
+Added: 16 different enthusiast streaming brands across 19 live streaming channels, and over 640,000 subscribers (SVOD) reaching 900 million unique
+Added: streaming devices globally.
+Added: Cinedigm has been a technological pioneer over
+Added: its history and continues to be one today.
+Added: Through its world-class, proprietary streaming technology, the Company has become a partner
+Added: of choice for content producers, rightsholders, and major media companies seeking to monetize their content in the streaming ecosystem.
+Added: The Company’s streaming technology platform, known as Matchpoint TM , is a software-as-a-service platform which automates
+Added: the distribution of streaming content and OTT channels.
+Added: The Company has a long legacy in using technology to transform the entertainment
+Added: industry, and played a pioneering role in transitioning over 11,000 movie screens from traditional analog film prints to digital distribution.
+Added: is a leading distributor of independent film and television content.
+Added: The Company operates a growing portfolio of owned and operated over-the-top
+Added: (“OTT”) streaming entertainment channels.
+Added: The Company distributes content for major brands such as Hallmark, Televisa, ITV,
+Added: Nelvana, ZDF, Konami, NFL, and NHL as well as leading international and domestic content creators, movie producers, television producers
+Added: and other short form digital content producers.
+Added: Cinedigm collaborates with producers, major brands and other IP owners to market, source,
+Added: curate and distribute quality content to targeted audiences through (i) existing and emerging digital home entertainment platforms, including
+Added: Apple, Amazon Prime, Netflix, Hulu, Xbox, Tubi, PlutoTV, Vudu and cable/satellite video-on-demand (“VOD”) and (ii) packaged
+Added: distribution of DVD and Blu-ray discs to wholesalers and retailers with sales coverage to over 48,000 retail storefronts, including Walmart,
+Added: Target, Best Buy and Amazon.
+Added: The Company is well positioned in a changing media
+Added: and entertainment landscape.
+Added: Cinedigm is capitalizing on an evolving competitive environment where the top of the streaming industry is
+Added: consolidating including competitors such as Netflix, Amazon Prime, Hulu and Disney Plus while Cinedigm has a complimentary offering as
+Added: a leading independent distributor with a focus on the enthusiast segment of the market.
+Added: The company believes the enthusiast segment, focusing
+Added: on audiences and genres underserved by the major streamers, will be a significant opportunity on a global basis.
+Added: Today, the Company operate
+Added: properties in numerous specialty sectors, including faith and family, science fiction, horror, kids, and other major segments.
+Added: extensive experience in operating and distributing enthusiast content, as well as the Company’s significantly improved financial
+Added: position, the Company has begun executing an M&A roll-up strategy with a focus on enthusiast channels, content, and supporting technology.
+Added: Over the past two years, the Company has acquired numerous channels and content libraries.
+Added: The Company is actively focused on integrating
+Added: the most recent acquisitions, as well as building and launching a variety of associated critical products, including:
+Added: Fantawild, Fandor,
+Added: The Film Detective, Screambox, Films Around the World and other initiatives driving major technological changes in the entertainment industry.
+Added: The Company will continue to pursue accretive
+Added: M&A opportunities in order to grow profitably and fortify its competitive advantage.
+Added: The Company has completed & integrated four
+Added: acquisitions between October 2020 and March 31, 2021 with ongoing active M&A pipeline.
+Added: As part of its M&A strategy, the Company
+Added: on roll-up by completing several content related acquisitions enabling monetization,
+Added: on acquiring higher quality content and streaming channels,
+Added: opportunities for new technology and other revenue channels including NFTs, ecommerce, podcasts
+Added: and merchandise,
+Added: its proprietary tech platform (Matchpoint TM ), which allows for on-boarding multiple
+Added: acquisitions concurrently, and
+Added: of the evolving consumer habits that are driving consumption of streaming and OTT content include:
+Added: “cord-cutting” resulting in rise in SVOD & AVOD migration,
+Added: preference towards third party channels and content platforms,
+Added: rapid adoption of connected televisions and other dedicated streaming devices,
+Added: rapid rise in consumption of ad-based content,
+Added: demand for underserved content, and the
+Added: in youth (kids) media consumption across multiple devices and brands.
+Added: Company believes it is positioned to deliver sustained profitable growth in the future by executing on several key initiatives:
+Added: Delivering high-quality, curated content through subscription video on demand (SVOD) and
+Added: dedicated ad-supported (AVOD) and free, ad-supported streaming (FAST) channels
+Added: & Distribution :
+Added: ○ Dramatically
+Added: expanding streaming content business through its Matchpoint™ platform,
+Added: and scaling our channel portfolio – including the building of an umbrella streaming
+Added: service encompassing all of the company’s brands.
+Added: Accelerating the Company’s device and platform reach, which has exceeded 900 million consumer devices, and establishing key strategic advantages through partnership deals with connected streaming TV including Samsung, Roku and Vizio, as well as large OEM’s, cable companies and technology platforms including Sinclair Broadcast Group, Samsung, Comcast Xfinity, Roku, Amazon, Vewd and Vizio, and others.
+Added: film and TV content to every key player in OTT streaming ecosystem with Amazon, Apple,
+Added: Netflix and Google.
+Added: Growing viewership and subscription numbers significantly beyond our current base of more than 23 million viewers to potentially hundreds
+Added: of millions of global viewers across billions of connected devices.
+Added: Performance/Metrics :
+Added: down debt and enhancing liquidity,
+Added: EBITDA through incremental revenue growth from new channel launches, expansion of distribution,
+Added: improved monetization and partnerships, and continuous efforts on cost mitigation.
+Added: Company announced its acquisition of FoundationTV on March 8, 2021, which was consummated on June 9, 2021, and the formation of Cinedigm
+Added: India, its wholly-owned subsidiary formed to house FoundationTV.
+Added: In addition to powering Cinedigm’s portfolio of streaming channels
+Added: and digital video distribution business, the new division will allow Cinedigm to expand their global streaming footprint.
+Added: is developing a channel umbrella with global reach, which is expected to further enable growth and profitability.
+Added: previously announced, on December 27, 2019, the Company entered into, and on February 14, 2020 amended, (see Note 2 - Summary of Significant
+Added: Accounting Policies ), a stock purchase agreement (as so amended, the “Stock Purchase Agreement”) with BeiTai Investment
+Added: LP (“BeiTai”), a related party for accounting purposes of Cinedigm, and Aim Right Ventures Limited (“Aim Right”),
+Added: two shareholders of Starrise Media Holdings Limited, a leading Chinese entertainment company (“Starrise”), and related party,
+Added: to buy from them an aggregate of 410,901,000 outstanding Starrise ordinary shares (the “Share Acquisition”).
+Added: 14, 2020, the Company purchased 162,162,162 of the Starrise ordinary shares from BeiTai and issued to BeiTai 21,646,604 shares of its
+Added: Class A common stock in consideration.
+Added: On April 10, 2020, the Company, in accordance with the terms of the Stock Purchase Agreement,
+Added: terminated its obligation to purchase Starrise ordinary shares from Aim Right under the December 27, 2019 stock purchase agreement.
+Added: April 10, 2020, the Company entered into another stock purchase agreement (the “April Stock Purchase Agreement”) with five
+Added: (5) shareholders of Starrise-Bison Global Investment SPC - Bison Global No.
+Added: 1 SP, Huatai Investment LP, Antai Investment LP, Mingtai
+Added: Investment LP and Shangtai Asset Management LP, to buy an aggregate of 223,380,000 outstanding Starrise ordinary shares from them and
+Added: for the Company to issue to them an aggregate of 29,855,081 shares of its Class A common stock in consideration therefor (the “April
+Added: Share Acquisition”).
+Added: On April 15, 2020, the April Share Acquisition was consummated and this transaction was also recorded as an
+Added: equity investment in Starrise.
Mingtai is indirectly managed by a subsidiary BFGL, which is controlled by Peixin Xu, one of our directors.
1 unchanged sentence
Shangtai and Hutai are indirectly managed by a subsidiary of BFGL.
−Removed: Peixin Xu controls the manager of the general partner of Antai.
−Removed: As of June 29, 2020, the market value of Cinedigm’s ownership in Starrise ordinary shares was approximately $35.1 million .
−Removed: On April 17, 2020, the Company received notice from Nasdaq that it has suspended, effective April 16, 2020 and until June 30,
−Removed: 2020, relevant grace periods to regain compliance with the Bid Price Rule and the MVPHS Rule due to the global market
−Removed: impact caused by COVID-19.
−Removed: Specifically, (x) no delisting will occur until July 1, 2020, and any extension to reach compliance
−Removed: with the Bid Price Rule, if granted by the Panel, will be further extended by the duration of the suspension, and (y) the
−Removed: Company now has until August 29, 2020 to regain compliance with the MVPHS Rule.
−Removed: On May 7, 2020, the Company was notified by The Nasdaq Stock Market LLC that the previously disclosed market value of
−Removed: publicly held securities deficiency relating to the Company’s Class A Common Stock has been cured, that the Company is in
−Removed: compliance with Nasdaq listing criteria, and, as a result, this Nasdaq listing matter has been closed.
−Removed: On June 17, 2020, the Company was notified by Nasdaq that the bid price deficiency of the Company's Class A Common Stock
−Removed: has been cured and that Company is in compliance Nasdaq Listing Rule 545(a)(1), and that Nasdaq considers the matter closed.
−Removed: Risk and Uncertainties
−Removed: The COVID-19 pandemic and related economic repercussions have created significant volatility, uncertainty, and turmoil in certain industries.
−Removed: Closures of certain entertainment facilities and retail locations have significantly impacted consumers’ behaviors as a result of the virus outbreak and corresponding preventative measures taken around the world to mitigate the spread of the virus.
−Removed: As part of our Content & Entertainment business, we sell physical goods, including DVDs and Blu-ray discs, at brick-and-mortar stores.
−Removed: Many of such stores in the United States closed during the spring of 2020 due to COVID-19 restrictions, and many of those have not yet re-opened, or have re-opened on a limited basis.
−Removed: We expect that we will experience a loss of sales of such physical goods due to such closures, and we cannot predict the extent of such losses, or how long the closures or limited openings of the stores may last.
−Removed: As part of our Cinema Equipment business, we earn revenues that are generated when movies are exhibited by theatres.
−Removed: Many movie theatres in the United States temporarily closed during the spring of 2020 due to COVID-19 restrictions due to mandatory theatre shut down.
−Removed: To the extent movies are not shown in movie theatres due to the closures, we have not received, and will not receive, related revenue.
−Removed: The studios that produce movies may elect to delay the release of movies until theatres re-open, or to bypass exhibiting movies in theatres at all and distribute the movies through other means, such as on streaming platforms, in which case we would not earn revenues at all from such movies.
−Removed: These events have negatively affected, and are expected to continue to negatively affect, our business and results of operations.
−Removed: Given the dynamic nature of these events, we cannot reasonably estimate the period of time that the COVID-19 pandemic and
−Removed: related closures and market conditions will persist, or the extent of the impact they will have on our business or results of
−Removed: operations and financial condition.
−Removed: The COVID-19 pandemic has created short term uncertainty related to the movie exhibition industry which impacts the Digital Cinema business.
−Removed: As a result of COVID-19, studios have temporarily halted distribution of new content to movie theatres due to mandatory theatre shutdown.
−Removed: The temporary theatre closures resulting from the COVID-19 pandemic will result in reduced revenues that service the Prospect Loan.
−Removed: We do not yet know the full impact of such reduced revenues or whether our ability to service the Prospect Loan will be materially affected.
−Removed: CONTENT & ENTERTAINMENT
−Removed: Content Distribution and our OTT Entertainment Channels and Applications
−Removed: Cinedigm Entertainment Group, or CEG, is a leading independent content distributor in North America as well as an innovator and leader in the quickly evolving OTT streaming channel business.
−Removed: We are unique among most independent distributors because of our direct relationships with thousands of physical retail locations and digital platforms, including Walmart, Target, Apple, Netflix and Amazon, as well as the national Video on Demand platforms.
−Removed: Our library of films and television episodes encompass award winning documentaries from Docurama Films®, acclaimed independent films, festival picks and a wide range of content from brand name suppliers, including Scholastic, NFL, Shout!
−Removed: Factory and Hallmark.
−Removed: Additionally, we are leveraging our infrastructure, technology, content and distribution expertise to rapidly and cost effectively build and expand our OTT digital network business.
−Removed: Our first channel, Docurama, launched in 2014 as an advertising supported video on demand service ("AVOD") across most Internet connected devices and now contains hundreds of documentary films to stream.
−Removed: In 2015, we added a subscription tier for the Docurama service with its launch on Amazon Prime.
−Removed: In March 2015, we launched CONtv in partnership with Wizard World, Inc., a fandom and pop culture entertainment channel and "Freemium" service with both AVOD and SVOD components.
−Removed: Our Freemium business model provides users with free content and the ability to upgrade to a selection of premium services by paying subscription fees.
−Removed: CONtv is one of the largest Freemium OTT channels available in terms of hours of content, with over 2,500 hours of film and television episodes, including original programs and live coverage of Comic-Con and pop culture events from around the country.
−Removed: In the fall of 2015, we introduced our third OTT channel, The Dove Channel, which is a family entertainment service providing high-quality film and television programs approved by the Dove Foundation.
−Removed: In 2018, we launched two channels:
−Removed: COMBAT GO, a 24/7, mixed martial arts, worldwide combat channel, and Hallypop, an Asian music and culture channel.
−Removed: Both of these channels premiered as linear FAST or “Free ad-supported TV” channels, which are broadly available on virtual and traditional cable systems like Comcast Xfinity and Dish Network’s Sling TV, on OEM smart TVs such as Samsung, Vizio and LG, and via popular apps featuring streaming channels such as Xumo, PlutoTV and The Roku Channel.
−Removed: Beginning in 2019, the Company has rolled out all of Cinedigm’s proprietary networks as FAST linear channels, and anticipates having 15 live networks by the end of the third quarter of 2020.
−Removed: The Company plans on expanding the portfolio of owned and operated networks to at least 30 within the next 18 months.
−Removed: We distribute our OTT content in two distinct ways:
−Removed: direct to consumer, through major application platforms such as the web, iOS, Android, Roku, AppleTV, Amazon Fire, Vizio, and Samsung;
−Removed: and through third party distributors of content on emerging platforms such as Amazon Prime, Twitch, Xumo and Sling/ Dish, and a wide variety of Smart TV manufacturers globally.
−Removed: Through our rapidly expanding base of distribution arrangements, Cinedigm has an estimated addressable device footprint of more than 330 million devices in North America and more than 370 million internationally.
−Removed: Our focus in the near term will be to expand our market position in the FAST and AVOD segments of the streaming industry, taking advantage of the shift of more than $70 billion dollars in television advertising revenue to the OTT market.
−Removed: We believe our scale channel portfolio, our superior capabilities in launching and managing channels at scale, and our strategic partnerships with key content owners and platforms will provide us a strategic advantage to gain considerable market share in the immediate future.
−Removed: Broadly speaking, CEG has focused its activities in the areas of:
−Removed: (1) ancillary market aggregation and distribution of entertainment content, and (2) branded and curated over-the-top OTT digital network business providing entertainment channels and applications.
−Removed: With these complementary entertainment distribution capabilities, we believe that we are capitalizing on the key drivers of value that we believe are critical to success in content distribution going forward.
−Removed: Our CEG segment holds direct relationships with physical retail locations and digital platforms, including Walmart, Target, Apple, Netflix and Amazon, as well as the national Video on Demand platforms.
−Removed: Direct to consumer digital distribution of film and television content over the Internet is rapidly growing.
−Removed: We believe that our large library of film and television episodes, long-standing relationships with digital platforms, up-to-date technologies and four years of experience operating OTT channels, will allow us to continue to build a diversified portfolio of narrowcast OTT channels that generate recurring revenue streams from advertising, merchandising and subscriptions.
−Removed: We plan to launch niche
−Removed: channels that make use of our existing library of titles, while partnering with strong brands that bring name recognition, marketing support and an existing customer base for new channel opportunities.
−Removed: Rapid changes in the entertainment landscape require that we continually refine our strategy to adapt to new technologies and consumer behaviors.
−Removed: For example, we have added acquisitions of home entertainment content to focus on long-term partnerships with producers of high quality, cast-driven, genre content, to our traditional catalog-based titles business.
−Removed: In recent years, we acquired all North American distribution rights to a variety of new and original films to fill an under served audience.
−Removed: In addition, we have accelerated our efforts to be a leader in the OTT digital network business, where we can leverage our existing technology infrastructure and content library, in partnership with well-known brands, to distribute our content direct-to-consumers.
−Removed: We believe that we are well positioned to succeed in the OTT channel business for the following key reasons:
−Removed: More than 12 years of experience as a primary distributor of content to scale 3rd party OTT platforms such as Netflix, Hulu, Amazon Prime, Apple iTunes and more, and nearly six years of history operating OTT channels with millions of downloads, hundreds of thousands of registered users, and hundreds of millions of discrete data points on our customer’s behavior and preferences,
−Removed: The depth and breadth of our almost 50,000 title film and television episode library,
−Removed: Our digital assets and deep, long-standing relationships as launch partners that cover the major digital platforms and devices,
+Added: Xu controls the manager of the general partner of Antai.
+Added: Starrise’s ordinary shares (HK 1616) are listed on the main
+Added: board of the Stock Exchange of Hong Kong Limited.
+Added: Based on the closing price of HKD 0.15 per share on July 23, 2021, calculated at an
+Added: exchange rate of $7.7698 Hong Kong Dollars to 1 US dollar, Cinedigm’s ownership in Starrise ordinary shares was approximately
+Added: $7.0 million.
+Added: October 11, 2019, the Company received a letter from the Listing Qualifications staff of The Nasdaq Stock Market LLC (“Nasdaq”)
+Added: indicating that, based upon the closing bid price of the Company’s Class A common stock, par value $0.001 per share (the “Common
+Added: Stock”), for the prior 30 consecutive business days, the Company no longer met the requirement to maintain a minimum bid price
+Added: of $1 per share (the “Bid Price Rule”), as set forth in Nasdaq Listing Rule 5450(a)(1).
+Added: December 18, 2019, the Company received a letter from Nasdaq indicating that the Company no longer met the requirement to maintain a
+Added: minimum market value of publicly held shares of $15,000,000 (the “MVPHS Rule”), as set forth in Nasdaq Listing Rule 5450(b)(3)(C).
+Added: April 17, 2020, the Company received notice from Nasdaq that it has suspended, effective April 16, 2020 and until June 30, 2020, relevant
+Added: grace periods to regain compliance with the Bid Price Rule and the MVPHS Rule due to the global market impact caused by COVID-19.
+Added: Specifically,
+Added: (x) no delisting would occur until July 1, 2020, and any extension to reach compliance with the Bid Price Rule, if granted by the Panel,
+Added: would be further extended by the duration of the suspension, and (y) the Company now had until August 29, 2020 to regain compliance with
+Added: the MVPHS Rule.
+Added: May 7, 2020, the Company was notified by Nasdaq that the previously disclosed MVPHS Rule deficiency had been cured, that the Company
+Added: was in compliance, and that Nasdaq considered the matter closed.
+Added: June 17, 2020, the Company was notified by Nasdaq that the previously disclosed Bid Price Rule had been cured and that the Company was
+Added: in compliance, and that Nasdaq considered the matter closed.
+Added: October 5, 2020, the Company received a letter from the Nasdaq indicating that the Company no longer met the Bid Price Rule.
+Added: February 2, 2021, the Company was notified by Nasdaq that the previously disclosed Bid Price Rule had been cured and that the Company
+Added: was in compliance, and that Nasdaq considered the matter closed.
+Added: On July 20, 2021, Cinedigm Corp.
+Added: (the “Company”)
+Added: received a notice (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company is not
+Added: in compliance with Nasdaq Listing Rule 5250(c)(1) (“Rule 5250(c)(1)”) because the Company did not timely file its Annual
+Added: Report on Form 10-K for the fiscal year ended March 31, 2021 (the “Form 10-K”) with the Securities and Exchange Commission
+Added: The Notice states that the Company is required to submit a plan to regain compliance with Rule 5250(c)(1) within
+Added: 60 calendar days from the date of the Notice.
+Added: If the plan is accepted by Nasdaq, then Nasdaq can grant the Company up to 180 calendar
+Added: days from the due date of the Form 10-K to regain compliance.
+Added: The Notice does not result in the immediate delisting of the Common Stock
+Added: from the Nasdaq Global Market.
+Added: The filing of this Annual Report on Form 10-K satisfies Rule 5250(c)(1).
+Added: and Uncertainties
+Added: COVID-19 pandemic and related economic repercussions created significant volatility and uncertainty impacting the Company’s results
+Added: for the year.
+Added: As part of our Content & Entertainment business, the Company sells DVDs and Blu-ray discs at brick-and-mortar stores.
+Added: With the closure of non-essential retail stores beginning in the spring of 2020, the sale of physical discs through our retail partners
+Added: declined although this was partially offset by digital purchases of physical product.
+Added: As part of our Cinema Equipment business, the Company
+Added: earns revenue when movies are exhibited in theaters.
+Added: Many movie theaters in the United States closed during the spring of 2020 and remained
+Added: closed or re-opened on a limited basis through March 31, 2021.
+Added: The majority of major studios shifted films out of the fiscal year to
+Added: dates when more screens would be available, and consumers felt safe to return to theaters.
+Added: Films released during the year had box office
+Added: results below pre-Covid expectations due to theater closure, limited capacity and new commercial models that permitted viewing day and
+Added: date via premium video on demand (“PVOD”) and subscription video on demand (“SVOD”).
+Added: To the extent films are
+Added: not shown in theaters, we do not earn revenue.
+Added: term, there may be a shift in consumer preference towards digital consumption over physical or theatrical viewing.
+Added: Studios may reduce
+Added: their theatrical slates to tentpoles and certain genres releasing other content directly on their own streaming services.
+Added: This decision
+Added: could negatively impact the Company’s ability to license content for the sale of physical product, if those rights are withheld
+Added: to create exclusivity to the platform and reduce revenue opportunities for virtual print fees and sales of digital cinema equipment.
+Added: While the Company has been encouraged by the pace of mass vaccinations, spikes or the emergence of new variants could require future
+Added: & ENTERTAINMENT
+Added: Distribution and our Enthusiast Streaming Channels
+Added: Entertainment Group, or CEG, is a leading independent content distributor in North America.
+Added: We are unique among most independent distributors
+Added: because of our direct relationships with thousands of digital as well as physical retail locations, including Walmart, Target, Apple,
+Added: Netflix and Amazon, as well as the national Video on Demand platforms.
+Added: Our library of films and television episodes encompass award winning
+Added: documentaries from Docurama Films®, acclaimed independent films, festival picks and a wide range of content from brand name suppliers,
+Added: including Scholastic, NFL, Konami and Hallmark.
+Added: Additionally,
+Added: we are leveraging our infrastructure, technology, content and distribution expertise to rapidly and cost effectively build and expand
+Added: our streaming digital network businesses, which operates as Cinedigm Networks.
+Added: The Company currently operates 16 different enthusiast
+Added: streaming brands across 19 live streaming channels under a wide array of business models:
+Added: Video on Demand (SVOD) Services:
+Added: – a documentary and nonfiction streaming service launched in September 2014
+Added: – a fandom-centric service focused on comics, genre films and geek culture, launched
+Added: in March 2015
+Added: Channel – a faith and family entertainment service launched in August 2015
+Added: Anime – a Japanese Anime streaming service acquired in February, 2018
+Added: – an independent film streaming service, acquired in January 2021.
+Added: a horror streaming service acquired in February 2021
+Added: Video on Demand (AVOD) or Free Ad Supported Streaming Television Channels:
+Added: Channel – a faith and family linear channel launched in 2017
+Added: – a documentary and nonfiction linear channel launched in 2018
+Added: – a fandom-centric linear channel launched in 2018
+Added: Dynamics – a comedy linear channel launched in 2019
+Added: Bob Ross Channel, a lifestyle linear channel launched in 2020
+Added: a women’s entertainment linear channel, launched in 2020
+Added: – an esports news and lifestyle linear channel launched in 2020
+Added: – a fashion lifestyle linear channel launched in 2020
+Added: – a sports lifestyle channel launched in 2020
+Added: Anime, an anime linear channel launched in 2020
+Added: Disgusting TV a horror linear channel launched in 2020
+Added: Film Detective – a classic film linear channel and on demand platform acquired in 2020
+Added: star – a classic western channel and on demand platform acquired in 2020
+Added: From time to time, the Company will announce channel
+Added: development deals with a variety of media companies.
+Added: The timeline for planning and launching a channel varies from months to years and
+Added: is also dependent on carriage conversations with a wide array of platforms and distributors.
+Added: We announced three channels in 2020 that
+Added: remain in development through 2021:
+Added: a music and entertainment channel
+Added: Crashers, a political news channel
+Added: a short form entertainment channel
+Added: The digital channels market is a nascent industry,
+Added: and from time to time, the Company will cease operating or distributing channels that do not find adequate audiences or meet the needs
+Added: of platforms or audiences.
+Added: In the prior fiscal year, we elected to cease operating or distributing the following channels:
+Added: a Chinese entertainment linear channel owned and operated by Cinedigm
+Added: a Korean music and lifestyle linear channel distributed by Cinedigm
+Added: an international combat sports linear channel distributed by Cinedigm
+Added: distribute our streaming channels in several distinct ways:
+Added: direct to consumer, through major application platforms such as the web,
+Added: iOS, Android, Roku, Apple TV, Amazon Fire, Vizio, and Samsung;
+Added: and through third party distributors of content on emerging platforms
+Added: such as Amazon Prime, Twitch, Xumo and Sling/ Dish, and a wide variety of Smart TV manufacturers globally.
+Added: Through our rapidly expanding
+Added: base of distribution arrangements, Cinedigm has an estimated addressable device footprint of more than 330 million devices in North America
+Added: and more than 370 million internationally.
+Added: Our focus in the near term will be to expand our market position in the FAST and AVOD divisions
+Added: of the streaming industry, taking advantage of the shift of more than $70 billion dollars in television advertising revenue to the OTT
+Added: We believe our scale channel portfolio, our superior capabilities in launching and managing channels at scale, and our strategic
+Added: partnerships with key content owners and platforms will provide us a strategic advantage to gain considerable market share in the immediate
+Added: shift from traditional entertainment consumption to streaming is accelerating.
+Added: We believe that our large library of film and television
+Added: episodes, long-standing relationships with digital platforms, state of the art technologies and years of experience operating and growing
+Added: streaming audiences will allow us to continue to build a diversified portfolio of enthusiasts OTT channels that generate recurring revenue
+Added: streams from advertising, merchandising and subscriptions.
+Added: We believe that our success, market leadership and scale will continue to
+Added: attract strong brands and media companies who bring name recognition, high-quality film and television content, and strong marketing
+Added: support (together our “Streaming” business).
+Added: believe that we are well positioned to succeed in the streaming channel business for the following key reasons:
+Added: More than 13 years of experience
+Added: as a primary distributor of content to scale 3rd party OTT platforms such as Netflix, Hulu, Amazon Prime, Apple iTunes and more,
+Added: and nearly seven years of history operating OTT channels with millions of downloads, hundreds of thousands of registered users, and
+Added: hundreds of millions of discrete data points on our customer’s behavior and preferences,
+Added: The depth and breadth of
+Added: our almost 33,000 title film and television episode library,
+Added: Our digital assets and
+Added: deep, long-standing relationships as launch partners that cover the major digital platforms and devices,
Our marketing expertise,
−Removed: Our flexible releasing strategies, which differ from larger entertainment companies that need to protect their legacy businesses, and
−Removed: Our experienced management team
−Removed: We expect to expand our business in China.
−Removed: In November 2017, Bison, a Hong Kong-based entity that does business in mainland China as well as other locations, became our majority owner.
−Removed: We anticipate that Bison's presence and relationships in China will provide us with assistance in expanding our business to China.
−Removed: In January 2018, we announced a strategic alliance with Starrise Media Holdings Limited, a leading Chinese entertainment company whose ordinary shares are listed on the Hong Kong Stock Exchange (“Starrise”), to release films in China theatrically and to digital platforms, and to evaluate opportunities to jointly produce Chinese/American film co-productions.
−Removed: Intellectual Property
−Removed: We own certain copyrights, trademarks and Internet domain names in connection with the Content & Entertainment business.
−Removed: We view these proprietary rights as valuable assets.
+Added: flexible releasing strategies, which differ from larger entertainment companies that need to protect their legacy businesses,
+Added: proprietary streaming technology enabling us to operate at scale and at lower operating costs than our competitors, and
+Added: Our experienced
+Added: management team
+Added: own certain copyrights, trademarks and Internet domain names in connection with the Content & Entertainment business.
+Added: We view these
+Added: proprietary rights as valuable assets.
We maintain registrations, where appropriate, to protect them and monitor them on an ongoing basis.
−Removed: For the fiscal year ended March 31, 2020 , two customers, Amazon and Walmart each represented 10% or more of CEG's revenues and approximately 10% of our consolidated revenues.
−Removed: Numerous companies are engaged in various forms of producing and distributing independent movies and alternative content.
−Removed: These competitors may have significantly greater financial, marketing and managerial resources than we do, may have generated greater revenue and may be better known than we are at this time.
−Removed: Competitors to our Content & Entertainment segment are as follows:
+Added: the fiscal year ended March 31, 2021, two customers, Amazon and Walmart each represented 10% or more of CEG’s revenues and
+Added: approximately 10% of our consolidated revenues.
+Added: companies are engaged in various forms of producing and distributing independent movies and alternative content.
+Added: These competitors may
+Added: have significantly greater financial, marketing and managerial resources than we do, may have generated greater revenue and may be better
+Added: known than we are at this time.
+Added: to our Content & Entertainment and Digital Networks segment is as follows:
Entertainment One (eOne) Ltd.
3 unchanged sentences
RLJ Entertainment, Inc.
−Removed: CINEMA EQUIPMENT BUSINESS
−Removed: As discussed above, we have retrospectively recast the operating segments for the prior period.
−Removed: The Phase I Deployment and Phase II Deployment operations consist of the following:
−Removed: Operations of:
−Removed: Products and services provided:
−Removed: Cinema Equipment Business
−Removed: Financing vehicles and administrators for 3,344 Systems installed nationwide in our first deployment phase (“Phase I Deployment”) to theatrical exhibitors and for 3,761 Systems installed domestically and internationally in our second deployment phase (“Phase II Deployment”).
−Removed: We retain ownership of our digital cinema equipment (the “Systems”) and the residual cash flows related to the Systems in Phase I Deployment after the
−Removed: For certain Phase II Deployment Systems, we do not retain ownership of the residual cash flows and digital cinema equipment in Phase II Deployment after the completion of cost recoupment and at the expiration of the exhibitor master license agreements.
−Removed: The Cinema Equipment Business also provides monitoring, collection, verification and management services to this segment, as well as to exhibitors who purchase their own equipment, and also collects and disburses VPFs from motion picture studios, and distributors and ACFs from alternative content providers, movie exhibitors and theatrical exhibitors (collectively, “Services”).
−Removed: PHASE I DEPLOYMENT AND PHASE II DEPLOYMENT
−Removed: In June 2005, we formed our Phase I Deployment segment in order to purchase up to 4,000 Systems under an amended framework agreement with Christie Digital Systems USA, Inc.
+Added: EQUIPMENT BUSINESS
+Added: Phase I Deployment and Phase II Deployment operations consist of the following:
+Added: and services provided:
+Added: Equipment Business
+Added: vehicles and administrators for 3,122 Systems installed nationwide in our first deployment phase (“Phase I Deployment”)
+Added: to theatrical exhibitors and for 3,104 Systems installed domestically and internationally in our second deployment phase (“Phase
+Added: II Deployment”).
+Added: We retain ownership of our digital cinema equipment (the “Systems”) and the residual cash flows related to the Systems
+Added: in Phase I Deployment after the after the end of the 10-year deployment payment period.
+Added: certain Phase II Deployment Systems, we do not retain ownership of the residual cash flows and digital cinema equipment in Phase II Deployment
+Added: after the completion of cost recoupment and at the expiration of the exhibitor master license agreements.
+Added: The Cinema Equipment Business also provides monitoring, collection, verification and management services to this segment, as well as
+Added: to exhibitors who purchase their own equipment, and also collects and disburses VPFs from motion picture studios, and distributors and
+Added: ACFs from alternative content providers, movie exhibitors and theatrical exhibitors (collectively, “Services”).
+Added: I DEPLOYMENT AND PHASE II DEPLOYMENT
+Added: June 2005, we formed our Phase I Deployment division in order to purchase up to 4,000 Systems under an amended framework agreement with
+Added: Christie Digital Systems USA, Inc.
(“Christie”).
As of March 31, 2021, Phase I Deployment had 3,122 Systems installed.
−Removed: In October 2007, we formed our Phase II Deployment segment for the administration of up to 10,000 additional Systems.
−Removed: As of March 31, 2020 , Phase II Deployment had 3,761 of such Systems installed.
−Removed: Our Phase I Deployment and Phase II Deployment segments own and license Systems to theatrical exhibitors and collect virtual print fees ("VPFs") from motion picture studios and distributors, as well as alternative content fees ("ACFs") from alternative content providers and theatrical exhibitors, when content is shown on exhibitors' screens.
−Removed: We have licensed the necessary software and technology solutions to the exhibitor and have facilitated the industry's transition from analog (film) to digital cinema.
−Removed: As part of the Phase I Deployment of our Systems, we have agreements with nine motion picture studios and certain smaller independent studios and exhibitors, allowing us to collect VPFs and ACFs when content is shown in theatres, in exchange for having facilitated and financed the deployment of Systems.
−Removed: Phase 1 DC has agreements with 23 theatrical exhibitors that license our Systems in order to show digital content distributed by the motion picture studios and other providers, including Content & Entertainment, which is described below.
−Removed: Beginning in December 2015, certain of our cinema equipment began to reach the conclusion of their 10-year deployment payment period with certain distributors and, therefore, revenues ceased to be recognized on such Systems, related to such distributors.
−Removed: Furthermore, because the Phase I Deployment installation period ended in November 2007, a majority of the VPF revenue associated with the Phase I Deployment Systems has ended.
−Removed: As of March 31, 2020, all of our 3,344 systems from the Phase I Deployment phase of our cinema equipment business segment had ceased to earn a significant portion of VPF revenue from certain major studios, although various other studios, consisting mostly of small independent studios, will continue to pay VPFs through December 2020.
−Removed: We expect to continue to earn such ancillary revenue from the cinema equipment segment through December of 2020;
−Removed: however, such amounts are expected to be significantly less material to our consolidated financial statements.
−Removed: The reduction in VPF revenue on cinema equipment business systems approximately coincided with the conclusion of certain of our non-recourse debt obligations and, therefore, the reduced cash outflows related to such non-recourse debt obligations partially offset the reduced VPF revenue since November 2017.
−Removed: Under the terms of our standard cinema equipment licensing agreements, exhibitors will continue to have the right to use our Systems through the end of the term of the licensing agreement, after which time, they have the option to:
+Added: October 2007, we formed our Phase II Deployment division for the administration of up to 10,000 additional Systems.
+Added: As of March 31,
+Added: 2021, Phase II Deployment had 3,104 of such Systems installed.
+Added: Our Phase I Deployment and Phase II Deployment
+Added: divisions own and license Systems to theatrical exhibitors and collect virtual print fees (“VPFs”) from motion picture studios
+Added: and distributors, as well as alternative content fees (“ACFs”) from alternative content providers and theatrical exhibitors,
+Added: when content is shown on exhibitors’ screens.
+Added: We have licensed the necessary software and technology solutions to the exhibitor
+Added: and have facilitated the industry’s transition from analog (film) to digital cinema.
+Added: As part of the Phase I Deployment of our Systems,
+Added: we have agreements with nine motion picture studios and certain smaller independent studios and exhibitors, allowing us to collect VPFs
+Added: and ACFs when content is shown in theatres, in exchange for having facilitated and financed the deployment of Systems.
+Added: Cinedigm Digital
+Added: Funding I, LLC (“Phase 1 DC”) has agreements with 17 theatrical exhibitors that license our Systems in order to show digital
+Added: content distributed by the motion picture studios and other providers, including Content & Entertainment, which is described below.
+Added: in December 2015, certain of our digital cinema equipment began to reach the conclusion of their 10-year deployment payment period with
+Added: certain distributors and, therefore, revenues ceased to be recognized on such Systems, related to such distributors.
+Added: Furthermore, because
+Added: the Phase I Deployment installation period ended in November 2007, a majority of the VPF revenue associated with the Phase I Deployment
+Added: Systems has ended.
+Added: As of March 31, 2021, all of our 3,122 systems from the Phase I Deployment phase of our cinema equipment business
+Added: segment had ceased to earn a significant portion of VPF revenue from certain major studios, although various other studios, consisting
+Added: mostly of small independent studios, continued to pay VPFs through March 31, 2021.
+Added: We expect to continue to earn such ancillary revenue
+Added: from the cinema equipment segment through December of 2021;
+Added: however, such amounts are expected to be significantly less material to our
+Added: consolidated financial statements.
+Added: The reduction in VPF revenue on cinema equipment business systems approximately coincided with the
+Added: conclusion of certain of our non-recourse debt obligations and, therefore, the reduced cash outflows related to such non-recourse debt
+Added: obligations partially offset the reduced VPF revenue since November 2017.
+Added: the terms of our standard cinema equipment licensing agreements, exhibitors will continue to have the right to use our Systems through
+Added: the end of the term of the licensing agreement, after which time, they have the option to:
(1) return the Systems to us;
−Removed: (2) renew their license agreement for successive one-year terms;
−Removed: or (3) purchase the Systems from us at fair
−Removed: market value.
−Removed: As permitted by these agreements, we have begun, and expect to continue, to pursue the sale of the Systems to such exhibitors.
−Removed: Such sales were as originally contemplated as the conclusion of the digital cinema deployment plan.
−Removed: Cinedigm completed the sale of approximately 152 digital projection Systems for an aggregate sales price of approximately $1.6 million during the year ended March 31, 2020.
−Removed: Our Phase II Deployment segment has entered into digital cinema deployment agreements with eight motion picture studios, and certain smaller independent studios and exhibitors, to distribute digital movie releases to exhibitors equipped with our Systems, for which we and our wholly owned, non-consolidated subsidiary Cinedigm Digital Funding 2, LLC ("CDF2 Holdings") earn VPFs.
−Removed: As of March 31, 2020 , our Phase II Deployment segment has master license agreements with 106 exhibitors covering 3,761 screens, whereby the exhibitors agreed to install our Systems.
−Removed: As of March 31, 2020, we had 3,761 Phase 2 DC Systems installed, including 2,346 screens under the exhibitor-buyer structure (“Exhibitor-Buyer”), 1,415 screens covering 23 exhibitors through CDF2.
−Removed: Exhibitors paid us an installation fee of up to $2.0 thousand per screen out of the VPFs collected by our Services segment.
−Removed: We manage the billing and collection of VPFs and remit to exhibitors all VPFs collected, less an administrative fee of approximately 10% .
−Removed: For Phase 2 DC Systems we own and finance on a non-recourse basis, we typically received a similar installation fee of up to $2.0 thousand per screen and an ongoing administrative fee of approximately 10% of VPFs collected.
−Removed: We have recorded no debt, property and equipment, financing costs or depreciation in connection with Systems covered under the Exhibitor-Buyer Structure and CDF2 Holdings.
−Removed: VPFs are earned pursuant to contracts with movie studios and distributors, whereby amounts are payable to our Phase I and Phase II deployment businesses according to fixed fee schedules, when movies distributed by studios are displayed in movie theatres using our installed Systems.
+Added: (2) renew their
+Added: license agreement for successive one-year terms;
+Added: or (3) purchase the Systems from us at fair market value.
+Added: As permitted by these agreements,
+Added: we have begun, and expect to continue, to pursue the sale of the Systems to such exhibitors.
+Added: Such sales were as originally contemplated
+Added: as the conclusion of the digital cinema deployment plan.
+Added: Cinedigm completed the sale of approximately 2,177 digital projection Systems
+Added: for an aggregate sales price of approximately $6.7 million during the year ended March 31, 2021.
+Added: Our Phase II Deployment division has entered into
+Added: digital cinema deployment agreements with eight motion picture studios, and certain smaller independent studios and exhibitors, to distribute
+Added: digital movie releases to exhibitors equipped with our Systems, for which we and our wholly owned, non-consolidated subsidiary Cinedigm
+Added: Digital Funding 2, LLC (“CDF2 Holdings”) earn VPFs.
+Added: As of March 31, 2021, our Phase II Deployment division has master
+Added: license agreements with 102 exhibitors covering 3,104 screens, whereby the exhibitors agreed to install our Systems.
+Added: As of March 31, 2021,
+Added: we had 3,104 Access Digital Phase 2 Corp.
+Added: (“Phase 2 DC”) Systems installed, including 1,717 screens under the exhibitor-buyer
+Added: structure (“Exhibitor-Buyer”), and 1,387 screens covering 23 exhibitors through CDF2.
+Added: paid us an installation fee of up to $2.0 thousand per screen out of the VPFs collected by our Services division.
+Added: We manage the billing
+Added: and collection of VPFs and remit to exhibitors all VPFs collected, less an administrative fee of approximately 10%.
+Added: For Phase 2 DC Systems
+Added: we own and finance on a non-recourse basis, we typically received a similar installation fee of up to $2.0 thousand per screen and an
+Added: ongoing administrative fee of approximately 10% of VPFs collected.
+Added: We have recorded no debt, property and equipment, financing costs
+Added: or depreciation in connection with Systems covered under the Exhibitor-Buyer Structure and CDF2 Holdings.
+Added: are earned pursuant to contracts with movie studios and distributors, whereby amounts are payable to our Phase I and Phase II deployment
+Added: businesses according to fixed fee schedules, when movies distributed by studios are displayed in movie theatres using our installed Systems.
One VPF is payable to us upon the initial booking of a movie, for every movie title displayed per System.
−Removed: Therefore, the amount of VPF revenue that we earn depends on the number of unique movie titles released and displayed using our Systems.
−Removed: Our Phase II Deployment segment earns VPF revenues only for Systems that it owns.
−Removed: Our Phase II Deployment agreements with distributors require payment of VPFs for ten years from the date that each system is installed;
−Removed: however, we may no longer collect VPFs once “cost recoupment,” as defined in the contracts with movie studios and distributors, is achieved.
−Removed: Cost recoupment will occur once the cumulative VPFs and other cash receipts collected by us have equaled the total of all cash outflows, including the purchase price of all Systems, all financing costs, all “overhead and ongoing costs,” as defined, subject to maximum agreed upon amounts during the four-year roll-out period and thereafter.
−Removed: Furthermore, if cost recoupment occurs before the end of the eighth contract year, a one-time “cost recoupment bonus” is payable to us by the studios.
−Removed: Cash flows, net of expenses, received by our Phase II Deployment business, following the achievement of cost recoupment, must be returned to the distributors on a pro-rata basis.
+Added: Therefore, the amount of VPF
+Added: revenue that we earn depends on the number of unique movie titles released and displayed using our Systems.
+Added: Our Phase II Deployment division
+Added: earns VPF revenues only for Systems that it owns.
+Added: Phase II Deployment agreements with distributors require payment of VPFs for ten years from the date that each system is installed;
+Added: we may no longer collect VPFs once “cost recoupment,” as defined in the contracts with movie studios and distributors, is
+Added: Cost recoupment will occur once the cumulative VPFs and other cash receipts collected by us have equaled the total of all cash
+Added: outflows, including the purchase price of all Systems, all financing costs, all “overhead and ongoing costs,” as defined,
+Added: subject to maximum agreed upon amounts during the four-year roll-out period and thereafter.
+Added: Furthermore, if cost recoupment occurs before
+Added: the end of the eighth contract year, a one-time “cost recoupment bonus” is payable to us by the studios.
+Added: Cash flows, net
+Added: of expenses, received by our Phase II Deployment business, following the achievement of cost recoupment, must be returned to the distributors
+Added: on a pro-rata basis.
At this time, we cannot estimate the timing or probability of the achievement of cost recoupment.
−Removed: No single Phase I or Phase II customer comprised more than 10% of our consolidated revenue.
−Removed: Revenues earned by our Cinema Equipment Business segment from the collection of VPFs from motion picture studios are seasonal, coinciding with the timing of releases of movies by the motion picture studios.
−Removed: Generally, motion picture studios release the most marketable movies during the summer and the winter holiday season.
−Removed: The unexpected emergence of a hit movie during other periods can alter the traditional trend.
−Removed: The timing of movie releases can have a significant effect on our results of operations, and the results of one quarter are not necessarily indicative of results for the next quarter or any other quarter.
+Added: single Phase I or Phase II customer comprised more than 10% of our consolidated revenue.
+Added: earned by our Cinema Equipment Business segment from the collection of VPFs from motion picture studios are seasonal, coinciding with
+Added: the timing of releases of movies by the motion picture studios.
+Added: Generally, motion picture studios release the most marketable movies
+Added: during the summer and the winter holiday season.
+Added: The unexpected emergence of a hit movie during other periods can alter the traditional
+Added: The timing of movie releases can have a significant effect on our results of operations, and the results of one quarter are not
+Added: necessarily indicative of results for the next quarter or any other quarter.
The seasonality of motion picture exhibition;
−Removed: however, has become less pronounced as the motion picture studios are releasing movies somewhat more evenly throughout the year.
−Removed: Our Services segment provides monitoring, billing, collection, verification and other management services to Phase 1 DC and Phase 2 DC as well as to exhibitor-buyers who purchase their own equipment.
−Removed: Our Services segment provides such services to the 3,344 screens in the Phase I Deployment for a monthly service fee equal to 5% of the VPFs earned by Phase 1 DC and an incentive service fee equal to 2.5% of the VPFs earned by Phase 1 DC.
−Removed: The Services segment also provides services to the 3,761 Phase II Systems deployed, for which we typically receive a monthly fee of approximately 10% of the VPFs earned by Phase 2 DC.
−Removed: The total Phase II service fees are subject to an annual limitation under the terms of our agreements with motion picture studios and are determined based upon the respective Exhibitor-Buyer Structure, or CDF2 agreements.
+Added: become less pronounced as the motion picture studios are releasing movies somewhat more evenly throughout the year.
+Added: Services division provides monitoring, billing, collection, verification and other management services to Phase 1 DC and Phase 2 DC as
+Added: well as to exhibitor-buyers who purchase their own equipment.
+Added: Our Services division provides such services to the 3,122 screens in the
+Added: Phase I Deployment for a monthly service fee equal to 5% of the VPFs earned by Phase 1 DC and an incentive service fee equal to 2.5%
+Added: of the VPFs earned by Phase 1 DC.
+Added: The Services division also provides services to the 3,104 Phase II Systems deployed, for which we typically
+Added: receive a monthly fee of approximately 10% of the VPFs earned by Phase 2 DC.
+Added: The total Phase II service fees are subject to an annual
+Added: limitation under the terms of our agreements with motion picture studios and are determined based upon the respective Exhibitor-Buyer
+Added: Structure, or CDF2 agreements.
Unpaid service fees in any period remain an obligation to Phase 2 DC in the cost recoupment framework.
−Removed: Such fees are not recognized as income or accrued as an asset on our balance sheet given the uncertainty of the receipt and the timing thereof as future movie release and bookings are not known.
+Added: Such fees are not recognized as income or accrued as an asset on our balance sheet given the uncertainty of the receipt and the timing
+Added: thereof as future movie release and bookings are not known.
Service fees are accrued and recognized only on deployed Phase II Systems.
As a result, the annual service fee limitation is variable until these fees are paid.
−Removed: In February 2013, we (i) assigned to our wholly owned subsidiary, Cinedigm DC Holdings LLC (“DC Holdings ”), the right and obligation to service the digital cinema projection systems from the Phase I Deployment and certain systems that were part of the Phase II Deployment, (ii) delegated to DC Holdings the right and obligation to service certain other systems that were part of the Phase II Deployment and (iii) assigned to DC Holdings the right to receive servicing fees from the Phase I and Phase II Deployments.
−Removed: We also transferred to DC Holdings certain of our operational staff whose responsibilities and activities relate solely to the operation of the servicing business and to provide DC Holdings with the right to use the supporting software and other intellectual property associated with the operation of the servicing business.
−Removed: Our Services segment also has international servicing partnerships in Australia and New Zealand with the Independent Cinema Association of Australia and is currently servicing 107 screens as of March 31, 2020 .
−Removed: Our Services segment faces limited competition domestically in its digital cinema services business as the major Hollywood movie studios have only signed digital cinema deployment agreements with five entities, including us, and the deployment period in North America is now complete.
+Added: February 2013, we (i) assigned to our wholly owned subsidiary, Cinedigm DC Holdings LLC (“DC Holdings”), the right and obligation
+Added: to service the digital cinema projection systems from the Phase I Deployment and certain systems that were part of the Phase II Deployment,
+Added: (ii) delegated to DC Holdings the right and obligation to service certain other systems that were part of the Phase II Deployment and
+Added: (iii) assigned to DC Holdings the right to receive servicing fees from the Phase I and Phase II Deployments.
+Added: We also transferred to DC
+Added: Holdings certain of our operational staff whose responsibilities and activities relate solely to the operation of the servicing business
+Added: and to provide DC Holdings with the right to use the supporting software and other intellectual property associated with the operation
+Added: of the servicing business.
+Added: Services division also has international servicing partnerships in Australia and New Zealand with the Independent Cinema Association
+Added: of Australia and serviced 107 screens as of March 31, 2021, at which time we ceased providing servicing to such parties.
+Added: Services division faces limited competition domestically in its digital cinema services business as the major Hollywood movie studios
+Added: have only signed digital cinema deployment agreements with five entities, including us, and the deployment period in North America is
+Added: now complete.
Competitors include:
−Removed: Digital Cinema Implementation Partners (“DCIP”), a joint venture of three large exhibitors (Regal Entertainment Group, AMC Entertainment Holdings, Inc.
−Removed: and Cinemark Holdings, Inc.) focused on managing the conversions of those three exhibitors;
+Added: Digital Cinema Implementation Partners (“DCIP”), a joint venture of three large exhibitors
+Added: (Regal Entertainment Group, AMC Entertainment Holdings, Inc.
+Added: and Cinemark Holdings, Inc.) focused on managing the conversions of those
+Added: three exhibitors;
Sony Digital Cinema, to support the deployment of Sony projection equipment;
−Removed: Christie Digital USA, Inc., to support the deployment of Christie equipment;
+Added: Christie Digital USA, Inc., to support
+Added: the deployment of Christie equipment;
and GDC, Inc., to support the deployment of GDC equipment.
−Removed: We have a significantly greater market share than all other competitors except for the DCIP consortium, which services approximately 18,000 total screens representing its consortium members.
−Removed: As we expand our servicing platform internationally, additional competitors beyond those listed above consist of Arts Alliance, Inc., a leading digital cinema servicer focused on the European markets, and GDC, as well as other potential local start-ups seeking to service a specific international market.
−Removed: We typically seek to partner with a leading local entity to combine our efficient servicing infrastructure and strong studio relationships with the necessary local market expertise and exhibitor relationships.
+Added: We have a significantly greater market
+Added: share than all other competitors except for the DCIP consortium, which services approximately 18,000 total screens representing its consortium
+Added: we expand our servicing platform internationally, additional competitors beyond those listed above consist of Arts Alliance, Inc., a
+Added: leading digital cinema servicer focused on the European markets, and GDC, as well as other potential local start-ups seeking to service
+Added: a specific international market.
+Added: We typically seek to partner with a leading local entity to combine our efficient servicing infrastructure
+Added: and strong studio relationships with the necessary local market expertise and exhibitor relationships.
ENVIRONMENTAL
−Removed: The nature of our business does not subject us to environmental laws in any material manner.
−Removed: As of March 31, 2020 , we had 72 employees, with 2 part-time and 70 full-time, of which 18 are in sales and marketing, 23 are in operations, and 29 are in executive, finance, technology and administration functions.
−Removed: AVAILABLE INFORMATION
−Removed: Our Internet website address is www.cinedigm.com.
−Removed: We will make available, free of charge at the "Investor Relations - Financial Information” section of our website, our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, proxy statements and all amendments to those reports and statements filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after such reports are electronically filed with, or furnished to, the SEC.
−Removed: In addition, the SEC maintains a website that contains reports, proxy and information statements, and other information regarding companies that file electronically with the Commission.
−Removed: This information is available at www.sec.gov , the SEC's Public Reference Room at 100 F Street, NE, Washington, DC 20549 or by calling 1-800-SEC-0330.
+Added: nature of our business does not subject us to environmental laws in any material manner.
+Added: As of March 31, 2021, we had 72 employees,
+Added: with 4 part-time/temporaries and 68 full-time, of which 18 are in sales and marketing, 23 are in operations, and 31 are in executive,
+Added: finance, technology and administration functions.
+Added: Internet website address is www.cinedigm.com.
+Added: We will make available, free of charge at the “Investor Relations - Financial Information”
+Added: section of our website, our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, proxy statements
+Added: and all amendments to those reports and statements filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act
+Added: of 1934, as amended, as soon as reasonably practicable after such reports are electronically filed with, or furnished to, the SEC.
+Added: addition, the SEC maintains a website that contains reports, proxy and information statements, and other information regarding companies
+Added: that file electronically with the Commission.
+Added: This information is available at www.sec.gov , the SEC’s Public Reference Room
+Added: at 100 F Street, NE, Washington, DC 20549 or by calling 1-800-SEC-0330.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.