KALTURA INC 10-K

Item 8. Financial Statements and Supplementary Data. KALTURA, INC. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm ( PCAOB ID: 1281 ) 81 Consolidated Balance Sheets 82 Consolidated Statements of Operations 84 Consolidated Statements of Comprehensive Loss 85 Consolidated Statements of Convertible and Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) 86 Consolidated Statements of Cash Flows 87 Notes to Consolidated Financial Statements 89 80 Table of Contents Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of Kaltura, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Kaltura, Inc. and subsidiaries (the Company) as of December 31, 2022 and 2021, the related consolidated statements of operations, comprehensive loss, convertible and redeemable convertible preferred stock and stockholders' equity (deficit) and cash flows for each of the three years in the period ended December 31, 2022, and the related notes (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022, in conformity with U.S. generally accepted accounting principles. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. /s/ KOST FORER GABBAY & KASIERER A Member of EY Global We have served as the Company's auditor since 2007. Tel-Aviv, Israel February 24, 2023 81 Table of Contents KALTURA, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (U.S. dollars in thousands, except share and per share data) December 31, 2022 2021 ASSETS CURRENT ASSETS: Cash and cash equivalents $ 44,625 $ 143,949 Marketable securities 41,343 — Trade receivables 28,786 17,509 Prepaid expenses and other current assets 7,521 5,110 Deferred contract acquisition and fulfillment costs, current 10,759 9,079 Total current assets 133,034 175,647 LONG-TERM ASSETS: Property and equipment, net 15,142 9,503 Other assets, noncurrent 3,176 2,543 Deferred contract acquisition and fulfillment costs, noncurrent 21,691 22,621 Operating lease right-of-use assets 20,814 — Intangible assets, net 1,244 1,909 Goodwill 11,070 11,070 Total noncurrent assets 73,137 47,646 TOTAL ASSETS $ 206,171 $ 223,293 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Current portion of long-term loans 5,793 2,794 Trade payables 9,437 6,480 Employees and payroll accruals 14,884 18,627 Accrued expenses and other current liabilities 16,527 18,496 Operating lease liabilities 2,355 — Deferred revenue, current 59,841 51,689 Total current liabilities 108,837 98,086 NONCURRENT LIABILITIES: Deferred revenue, noncurrent 1,266 1,953 Long-term loans, net of current portion 30,004 35,795 Operating lease liabilities, noncurrent 20,697 — Other liabilities, noncurrent 2,021 2,185 Total noncurrent liabilities 53,988 39,933 TOTAL LIABILITIES $ 162,825 $ 138,019 82 Table of Contents KALTURA, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (U.S. dollars in thousands, except share and per share data) December 31, 2022 2021 COMMITMENTS AND CONTINGENCIES (NOTE 8) STOCKHOLDERS' EQUITY: Preferred stock, $ 0.0001 par value per share, 20,000,000 shares authorized as of December 31, 2022, and 2021; 0 shares issued and outstanding as of December 31, 2022, and 2021 — — Common stock $ 0.0001 par value per share, 1,000,000,000 shares authorized as of December 31, 2022 and 2021; 142,249,619 and 134,610,294 , shares issued as of December 31, 2022 and 2021, respectively; 134,564,429 and 126,925,104 outstanding as of December 31, 2022 and 2021, respectively 13 13 Treasury stock – 7,685,190 shares of common stock, $ 0.0001 par value per share, as of December 31, 2022 and 2021 ( 4,881 ) ( 4,881 ) Additional paid-in capital 439,644 412,776 Accumulated other comprehensive loss ( 301 ) — Accumulated deficit ( 391,129 ) ( 322,634 ) Total stockholders' equity 43,346 85,274 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 206,171 $ 223,293 The accompanying notes are an integral part of the consolidated financial statements. 83 Table of Contents KALTURA, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (U.S. dollars in thousands, except share and per share data) Year ended December 31, 2022 2021 2020 Revenue: Subscription $ 152,480 $ 144,966 $ 104,064 Professional services 16,331 20,050 16,376 Total revenue 168,811 165,016 120,440 Cost of revenue: Subscription 40,099 39,866 28,486 Professional services 21,772 22,448 19,179 Total cost of revenue 61,871 62,314 47,665 Gross profit 106,940 102,702 72,775 Operating expenses: Research and development 57,387 48,376 29,567 Sales and marketing 59,280 45,788 29,475 General and administrative 45,414 39,489 22,222 Restructuring 1,238 — — Other operating expenses — 1,724 — Total operating expenses 163,319 135,377 81,264 Operating loss 56,379 32,675 8,489 Financial expenses, net 4,248 20,106 46,721 Loss before provision for income taxes 60,627 52,781 55,210 Provision for income taxes 7,868 6,570 3,553 Net loss 68,495 59,351 58,763 Preferred stock accretion and cumulative undeclared dividends — 8,241 11,934 Net loss attributable to common stockholders $ 68,495 $ 67,592 $ 70,697 Net loss per share attributable to common stockholders, basic and diluted $ 0.53 $ 0.95 $ 2.83 Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 130,366,385 71,073,052 24,939,901 The accompanying notes are an integral part of the consolidated financial statements. 84 Table of Contents KALTURA, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (U.S. dollars in thousands) Year Ended December 31, 2022 2021 2020 Net loss $ 68,495 $ 59,351 $ 58,763 Other comprehensive loss: Net unrealized losses on cash flow hedges ( 120 ) — — Net unrealized losses on available-for-sale marketable securities ( 181 ) — — Other comprehensive loss ( 301 ) — — Comprehensive loss $ 68,796 $ 59,351 $ 58,763 The accompanying notes are an integral part of the consolidated financial statements. 85 Table of Contents KALTURA, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CONVERTIBLE AND REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) U.S. dollars in thousands (except share data) Convertible preferred Stock Redeemable convertible preferred Stock Common stock Treasury stock Receivables on account of stock Additional paid-in capital Accumulated other comprehensive loss Accumulated deficit Total stockholders' equity (deficit) Number Amount Number Amount Number Amount Number Amount Balance as of January 1, 2020 1,043,778 $ 1,921 15,779,322 $ 155,550 22,959,969 $ 2 7,685,190 $ ( 4,881 ) $ ( 882 ) $ — $ — $ ( 204,520 ) $ ( 210,281 ) Stock-based compensation expenses — — — — — — — — — 5,114 — — 5,114 Issuance of common stock upon exercise of stock options — — — — 1,281,438 — — — — 280 — — 280 Reclassification to equity of warrant to common stock — — — — — — — — — 3,057 — — 3,057 Issuance of common stock upon business combination — — — — 1,226,515 — — — — 2,578 — — 2,578 Accretion of redeemable convertible preferred stock — — — 2,641 — — — — — ( 2,641 ) — — ( 2,641 ) Net loss — — — — — — — — — — — ( 58,763 ) ( 58,763 ) Balance as of December 31, 2020 1,043,778 1,921 15,779,322 158,191 25,467,922 2 7,685,190 ( 4,881 ) $ ( 882 ) 8,388 — ( 263,283 ) ( 260,656 ) Issuance of preferred stock upon exercise of warrants — — 27,011 1,149 — — — — — — — — — Loan forgiveness — — — — — — — — 882 — — — 882 Accretion of redeemable convertible preferred stock — — — 1,569 — — — — — ( 1,569 ) — — ( 1,569 ) Redemption of redeemable convertible preferred stock upon initial public offering — — — ( 1,569 ) — — — — — — — — — Conversion of convertible and redeemable convertible preferred stock to common stock upon initial public offering ( 1,043,778 ) ( 1,921 ) ( 15,806,333 ) ( 159,340 ) 76,262,942 8 — — — 161,253 — — 161,261 Issuance of common stock upon initial public offering, net of underwriting discounts and commissions and other issuance costs — — — — 17,250,000 2 — — — 155,596 — — 155,598 Conversion of warrants to common stock upon initial public offering — — — — 7,067,699 1 — — — 70,676 — — 70,677 Stock-based compensation expenses — — — — — — — — — 17,065 — — 17,065 Issuance of common stock upon exercise of stock options, and release of restricted stock units — — — — 876,541 — — — — 1,367 — — 1,367 Net loss — — — — — — — — — — — ( 59,351 ) ( 59,351 ) Balance as of December 31, 2021 — — — — 126,925,104 13 7,685,190 ( 4,881 ) — 412,776 — ( 322,634 ) 85,274 Stock-based compensation expenses — — — — — — — — — 23,941 — — 23,941 Issuance of common stock upon exercise of stock options, and release of restricted stock units — — — — 7,026,070 — — — — 2,927 — — 2,927 Exercise of warrants to common stock — — — — 613,255 — — — — — — — — Other comprehensive loss — — — — — — — — — — ( 301 ) — ( 301 ) Net loss — — — — — — — — — — — ( 68,495 ) ( 68,495 ) Balance as of December 31, 2022 — $ — — $ — 134,564,429 $ 13 7,685,190 $ ( 4,881 ) $ — $ 439,644 $ ( 301 ) $ ( 391,129 ) $ 43,346 The accompanying notes are an integral part of the consolidated financial statements. 86 Table of Contents KALTURA, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS U.S. dollars in thousands Year ended December 31, 2022 2021 2020 Cash flows from operating activities: Net loss $ ( 68,495 ) $ ( 59,351 ) $ ( 58,763 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation, amortization, and abandonment costs 2,707 2,412 7,677 Stock-based compensation expenses 23,645 17,065 5,114 Amortization of deferred contract acquisition and fulfillment costs 10,865 8,075 4,231 Change in valuation of warrants to purchase preferred and common stock — 15,046 41,505 Non-cash interest expense (income), net ( 146 ) 331 263 Non-cash expenses with respect to stockholders’ loans — 882 — Loss (gain) on sale of property and equipment 185 ( 757 ) — Loss on foreign exchange 1,424 — — Changes in operating assets and liabilities: Increase in trade receivables ( 11,277 ) ( 1,057 ) ( 6,274 ) Decrease (increase) in prepaid expenses and other current assets and other assets, noncurrent 429 ( 2,299 ) ( 864 ) Increase in deferred contract acquisition and fulfillment costs ( 11,558 ) ( 18,051 ) ( 12,947 ) Increase in trade payables 3,132 3,886 2,064 Increase (decrease) in accrued expenses and other current liabilities ( 1,937 ) 3,756 4,964 Increase (decrease) in employees and payroll accruals ( 3,743 ) 2,352 5,886 Increase (decrease) in other liabilities, noncurrent ( 51 ) ( 675 ) 635 Increase in deferred revenue 7,465 6,275 12,313 Operating lease right-of-use assets and lease liabilities, net 527 — — Net cash provided by (used in) operating activities ( 46,828 ) ( 22,110 ) 5,804 Cash flows from investing activities: Investment in available-for-sale marketable securities ( 60,165 ) — — Proceeds from maturities of available-for-sale marketable securities 18,985 — — Net cash acquired in business combination — — 383 Purchases of property and equipment ( 1,218 ) ( 1,876 ) ( 1,118 ) Proceeds from sale of property and equipment — 757 — Capitalized internal-use software development costs ( 4,759 ) ( 3,978 ) ( 1,849 ) Investment in restricted bank deposit ( 2,600 ) — — Purchase of intangible assets — ( 145 ) ( 162 ) Net cash used in investing activities ( 49,757 ) ( 5,242 ) ( 2,746 ) Cash flows from financing activities: Proceeds from initial public offering, net of underwriting discounts and commissions — 160,425 — Payment related to the conversion of Series F redeemable convertible preferred stock upon initial public offering — ( 1,569 ) — Proceeds from long-term loans, net of debt issuance cost — 41,915 2,000 Repayment of long-term loans ( 3,000 ) ( 51,833 ) ( 1,667 ) Principal payments on finance leases ( 136 ) ( 1,717 ) ( 2,354 ) Proceeds from exercise of stock options 2,732 1,335 280 Payment of debt issuance costs ( 125 ) — — Payment of deferred offering costs — ( 5,188 ) ( 106 ) Net cash provided by (used in) financing activities ( 529 ) 143,368 ( 1,847 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash ( 1,424 ) — — Net increase (decrease) in cash, cash equivalents and restricted cash $ ( 98,538 ) $ 116,016 $ 1,211 Cash, cash equivalents and restricted cash at the beginning of the year 144,371 28,355 27,144 Cash, cash equivalents and restricted cash at the end of the year $ 45,833 $ 144,371 $ 28,355 The accompanying notes are an integral part of the consolidated financial statements 87 Table of Contents KALTURA, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS U.S. dollars in thousands Year ended December 31, 2022 2021 2020 Supplemental disclosure of non-cash activity: Purchase of property, equipment, internal-use software, and intangible asset in credit $ 355 $ 1,106 $ 155 Lease liabilities arising from right-of-use assets $ 23,712 $ — $ — Capitalized stock-based compensation cost $ 296 $ — $ — Pending proceeds from option exercises $ 227 $ — $ — Lease incentive recognized as leasehold improvements $ 1,711 $ — $ — Conversion of warrants to common stock upon initial public offering $ — $ 70,677 $ — Conversion of convertible and redeemable convertible preferred stock to common stock upon initial public offering $ — $ 161,261 $ — Issuance of ordinary shares and warrant with respect to business combination $ — $ — $ 3,799 Unpaid deferred offering costs $ — $ — $ 976 Supplemental disclosure of cash flow information Cash paid for income taxes, net $ 8,873 $ 2,636 $ 1,210 Cash paid for interest $ 2,301 $ 1,944 $ 3,947 Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheet Cash and cash equivalents $ 44,625 $ 143,949 $ 27,711 Restricted cash included in other assets, noncurrent 1,208 422 644 Total cash, cash equivalents, and restricted cash $ 45,833 $ 144,371 $ 28,355 The accompanying notes are an integral part of the consolidated financial statements 88 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 1: GENERAL Kaltura, Inc. (together with its subsidiaries, the “Company”) was incorporated in October 2006 and commenced operations in January 2007. The Company’s business operations are allocated between two main segments, Enterprise, Education, and Technology (“EE&T”) and Media and Telecom (“M&T”). The Company has developed a platform for video creation, management, and collaboration. The Company's platform enables companies, educational institutions, and other organizations to cost-effectively launch advanced online video experiences, including for Over-the-top (“OTT”) Television, Cloud TV, web video publishing, video-based teaching, learning, and training, video-based marketing, and video-based collaboration. The Company’s core offerings consist of various Software-as-a-Service (“SaaS”) products and solutions and a Platform-as-a-Service (“PaaS”). NOTE 2: SIGNIFICANT ACCOUNTING POLICIES The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The Company evaluates on an ongoing basis its assumptions, including those related to contingencies, income tax uncertainties, incremental borrowing rate for operating leases, fair value of financial assets and liabilities, including fair value of derivatives, fair value and useful life of intangible assets, as well as in estimates used in applying the revenue recognition policy. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates . Financial Statements in U.S. Dollars The currency of the primary economic environment in which the operations of Kaltura Inc. and its subsidiaries are conducted is the U.S. dollar; thus, the dollar is the functional currency of Kaltura Inc. and its subsidiaries. Accordingly, monetary accounts maintained in currencies other than the U.S. dollar are remeasured into U.S. dollars in accordance with Statement of the Accounting Standard Codification ("ASC") 830 "Foreign Currency Matters" ("ASC 830"). All transaction gains and losses of the remeasured monetary balance sheet items are reflected in the statements of operations as financial income or expenses, as appropriate. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. Intercompany transactions and balances have been eliminated upon consolidation. Cash and Cash Equivalents Cash equivalents are short term, highly liquid investments that are readily convertible to cash with original maturities of three months or less, at the date acquired. Restricted Cash Restricted cash is primarily invested in deposits held to maturity, stated at cost, which also approximates their fair value, and are used as security for the Company's liabilities. These deposits are used mainly as security for rent payments, and the Company's credit cards. Restricted cash is presented in the balance sheet as part of other assets, noncurrent. 89 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Marketable Securities The Company accounts for investments in marketable securities in accordance with ASC No. 320, “Investments - Debt Securities”. Management determines the appropriate classification of its investments at the time of purchase and reevaluates such determinations at each balance sheet date. The Company classifies all of its debt securities as available-for-sale. Available-for-sale debt securities are carried at fair value, with the unrealized gains and losses, net of tax, reported in accumulated other comprehensive income (loss) in shareholders’ equity. Realized gains and losses on sale of investments are included in financial income, net and are derived using the specific identification method for determining the cost of securities sold. The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization together with interest on securities is included in financial income, net. The Company’s securities are reviewed for impairment in accordance with ASC 320-10-35. If such assets are considered to be impaired, the impairment charge is recognized in earnings when a decline in the fair value of its investments below the cost basis is judged to be other-than-temporary. Factors considered in making such a determination include the duration and severity of the impairment, the reason for the decline in value, the potential recovery period and the Company’s intent to sell, including whether it is more likely than not that the Company will be required to sell the investment before recovery of cost basis. For securities with an unrealized loss that the Company intends to sell, or it is more likely than not that the Company will be required to sell before recovery of their amortized cost basis, the entire difference between amortized cost and fair value is recognized in earnings. For securities that do not meet these criteria, the amount of impairment recognized in earnings is limited to the amount related to credit losses, while declines in fair value related to other factors are recognized in other comprehensive income (loss). Trade Receivables Trade receivables are recorded at the invoiced amount and includes also amounts for which revenue has been recognized but not invoiced. The allowance for doubtful accounts is based on the Company's assessment of the collectability of accounts. The Company regularly reviews the adequacy of the allowance for doubtful accounts based on a combination of factors, including an assessment of the current customer's aging balance, the nature and size of the customer, the financial condition of the customer, and the amount of any receivables in dispute. There were no material write-offs for allowance of doubtful accounts recognized in the periods presented. Derivatives and Hedging Derivatives are recognized at fair value as either assets or liabilities in the consolidated balance sheets in accordance with ASC Topic 815, “Derivatives and Hedging.” The gain or loss of derivatives that are designated and qualify as hedging instruments in a cash flow hedge, is recorded under accumulated other comprehensive income (loss) and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Derivatives are classified within Level 2 of the fair value hierarchy as the valuation inputs are based on quoted prices and market observable data of similar instruments . Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets: Years Computers and peripheral equipment 3 Office furniture and equipment 7 - 15 Leasehold improvements Over the shorter of the related lease period or the life of the asset 90 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Impairment of Long-Lived Assets The long-lived assets of the Company are reviewed for impairment in accordance with ASC 360, “Property, Plant and Equipment” (“ASC 360”), whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. There were no impairment charges to long-lived assets during the periods presented. Intangible Assets, net Intangible assets consist primarily of customer relationships, technology and trade name. The intangible assets are amortized over their estimated useful lives in proportion to the economic benefits realized. Intangible assets consist primarily of customer relationships, technology, and trade name. The intangible assets are amortized over their estimated useful lives in proportion to the economic benefits realized. Amortization for the intangible assets was recognized over the following periods: Years Customer relationships 7 - 9 Technology 5 - 8 Tradename 10 Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in business combinations using the acquisition method of accounting, which requires that the assets acquired and liabilities assumed be recorded at the date of acquisition at their respective fair values. Goodwill is subject to an impairment test at the reporting unit level at least annually in the fourth quarter, or more frequently if events or changes in circumstances indicate that goodwill may be impaired. The Company identified two reporting units - EE&T and M&T. Goodwill impairment is deemed to exist if the net book value of a reporting unit exceeds its estimated fair value. An impairment loss is recognized in an amount equal to the excess. There were no impairment charges to goodwill during the periods presented. Leases The Company determines if an arrangement is a lease at inception. The Company currently does not have any finance leases. Operating lease right-of-use (“ROU”) assets and liabilities are recognized at the present value of the future lease payments at the lease commencement date. The Company combines its lease payments and fixed payments for non-lease components and account for them together as a single lease component. Operating lease ROU assets also include any prepaid lease payments and lease incentives. Certain lease agreements include rental payments adjusted periodically for the consumer price index (“CPI”). The ROU and lease liability were calculated using the initial CPI and will not be subsequently adjusted, unless the liability is reassessed for other reasons. Payments for variable lease costs are expensed as incurred and not included in the operating lease ROU assets and liabilities. For short-term leases with a term of 12 months or less, operating lease ROU assets and liabilities are not recognized and the Company records lease payments in the Consolidated Statements of Operations on a straight-line basis over the lease term. The interest rate used to determine the present value of the future lease payments is the Company’s incremental borrowing rate, because the interest rate implicit in the Company’s leases is not readily determinable. The Company’s incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. Many of the Company’s lease agreements provide one or more options to renew. When determining lease terms, the Company uses the non-cancellable period of the leases and do not assume renewals unless it is reasonably certain that the Company will exercise that option. Operating lease expense is recognized on a straight-line basis over the lease term. 91 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Severance Pay The majority of Kaltura Israel's agreements with its employees in Israel are in accordance with section 14 of the Israeli Severance Pay Law. Upon contribution of the full amount of the employee's monthly salary and release of the policy to the employee, no additional legal obligation exists between the parties and no additional payments are made by the Company to the employee; therefore, related assets and liabilities are not presented in the balance sheet. For Kaltura Israel employees who are not subject to section 14, the Company calculated the liability for severance pay pursuant to the Severance Pay Law based on the most recent salary of these employees multiplied by the number of years of employment as of the balance sheet date. Kaltura Israel's liability for these employees is fully provided for via monthly deposits with severance pay funds, insurance policies and an accrual. The value of these deposits is recorded as an asset on the Company's balance sheet in other assets, noncurrent. Severance expenses recorded in Kaltura Israel for the years ended December 31, 2022, 2021 and 2020 amounted to $ 3,976 , $ 3,937 and $ 2,565 , respectively. The Company's employees in the U.S. receive severance benefits in the event of an involuntary termination that increase in accordance with their tenure and base salary. The Company accounts for post-employment benefits in accordance with ASC Topic No. 712, Compensation – Nonretirement Post-employment Benefits. These benefits, primarily severance, are not accrued until the amount can be reasonably estimated. Severance expenses recorded in the U.S. for the years ended December 31, 2022, 2021 and 2020, other than one-time termination benefits detailed in Note 18, were immaterial. Israeli Employees Defined Contribution Plan The Company has established a pension contribution plan with respect to Kaltura Israel's employees. Under the plan, Kaltura Israel contributed up to 6.5% of each employee's monthly salary toward the plan. Employees are entitled to amounts accumulated in the plan upon reaching retirement age, subject to any applicable law. Defined contribution pension plan expenses for the years ended December 31, 2022, 2021 and 2020 amounted to $ 3,099 , $ 3,108 and $ 2,061 , respectively. Revenue Recognition The Company recognizes revenue under Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (“ASC 606”). Under ASC 606, the Company recognizes revenue when its customer obtains control of promised goods or services in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies judgment in identifying and evaluating terms and conditions in contracts which may impact revenue recognition. To determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements, the Company performs the following steps: 1. Identify the contract with a customer The Company considers the terms and conditions of contracts with customers and its customary business practices in identifying contracts under ASC 606. The Company determines it has a contract with a customer when the contract is approved, each party’s rights regarding the services to be transferred can be identified, payment terms for the services can be identified, it has been determined that the customer has the ability and intent to pay, and the contract has commercial substance. The Company applies judgment in determining the customer’s ability and intent to pay, which is based on a variety of factors, including the customer’s historical payment experience or, in the case of a new customer, credit and financial information pertaining to the customer. The Company engages in formal, written, and binding contracts with its customers that create enforceable rights and obligations between the parties and state each party’s rights regarding the license and services to be transferred and the terms of payment. The Company evaluates the probability of collection of the consideration that it is entitled to receive in exchange for the subscriptions and professional services it transfers to the customer. The Company records trade receivables and related contract liabilities for non-cancelable contracts with customers when the right to consideration is unconditional. 92 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) 2. Identify the performance obligations in the contract Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the goods or service either on its own or together with other resources that are readily available from the Company or from third-parties, and are distinct in the context of the contract, whereby the transfer of the goods or services is separately identifiable from other promises in the contract. The Company provides subscriptions to its Video Experience Cloud, which powers live, real-time, and on-demand video experiences. The Company provides access to its platform either as a cloud-based service ("SaaS" or "PaaS") or, less commonly, as a license to software installed on the customer's premises ("On-Prem") all together defined as subscriptions in the statement of operations. Professional Services (“PS”) consist of integration, configuration and customization activities. In some of the Company's arrangements, PS are accounted for as a separate performance obligation. However, in some of the Company’s SaaS and PaaS arrangements the Company determined that the PS are solely set up activities that do not transfer goods or services to the customer and therefore are not accounted for as a separate performance obligation. 3. Determine the transaction price The transaction price is determined based on the consideration which the Company is expected to be entitled to in exchange for transferring the promised goods or services to the customer. This transaction price is exclusive of amounts collected on behalf of third parties, such as sales tax and value-added tax. The Company rarely provides its customers with price concessions. The Company's contracts usually include a fixed amount of consideration, as well as variable consideration for overage usage that, in most cases, is not considered probable at the inception of the contract. Revenue accounted for as variable consideration for overages usage is recognized when the uncertainty is resolved, usually when the customer exceeds its committed usage threshold (i.e., overages are consumed) and the overages are invoiced. The Company rarely has contracts for which the difference between the payment date and the revenue recognition timing is more than 12 months. The primary purpose of the Company’s payment terms is to provide customers with a simple and predictable way to purchase the Company’s subscriptions, not to provide customers with financing. In addition, the Company has elected to apply the practical expedient for financing component for transactions in which the difference between the payment date and the revenue recognition timing is up to 12 months. 4. Allocate the transaction price to performance obligations in the contract If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price (“SSP”). When applicable, the Company allocates the transaction price between the separate performance obligations according to their SSP, which is based on the price at which the performance obligation is sold separately. If the SSP is not observable through past transactions, the Company estimates the SSP taking into account available information, including, but not limited to, pricing practices, market conditions, and the economic life of the software. 5. Recognize revenue when or as the Company satisfies a performance obligation Revenue is recognized at the time the related performance obligation is satisfied by transferring the promised good or service to the customer. Revenue is recognized when control of the good or services is transferred to the customer, in an amount that reflects the consideration expected to be received in exchange for those services. A customer obtains control of a good or service if it has the ability to direct the use of and obtain substantially all of the remaining benefits from the good or service. Revenue from SaaS and PaaS subscriptions is recognized ratably over the time of the subscription, beginning from the date in which the customer is granted access to the subscription. Revenue from the sale of a term license in On-Prem deals is recognized at a point in time in which the license is delivered to the customer. Revenue from post-contract services ("PCS") included in On-Prem projects is recognized ratably over the time of the PCS. 93 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Revenue from PS that is accounted for as a separate performance obligation is recognized upon rendering of the service. Contract Costs Some of the sales commissions and bonuses earned by the Company's employees and management are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions and bonuses for new contracts are deferred and then amortized consistently with the pattern of revenue recognition for each performance obligation for contracts for which the commissions were earned, mainly on a straight-line basis, over a period of benefit that the Company has estimated to be mainly five years. This period of benefit was determined by taking into consideration the technology's useful life. Sales bonuses for renewal contracts are deferred and then amortized on a straight-line basis over the related contractual renewal period. The Company classifies deferred costs as current or noncurrent based on the timing of when the Company expects to recognize the expense. Amortization of sales commissions are consistent with the pattern of revenue recognition of each performance obligation and are included in sales and marketing expense in the consolidated statements of operations. The Company periodically reviews these deferred contract acquisition costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit. There were no impairment losses recorded during the periods presented. The Company capitalizes costs incurred to fulfill its contracts when the costs relate directly to a contract and are expected to generate resources that will be used to satisfy the performance obligation under the contract and are expected to be recovered through revenues generated under the contract. Costs to fulfill contracts are expensed to cost of revenue on a straight-line basis over a period of five years which reflects the technological useful life. Cost of Revenue C ost of subscription revenue consists primarily of employee-related costs including payroll, benefits and stock-based compensation expense for operations and customer support teams, costs of cloud hosting providers and other third-party service providers, amortization of capitalized software development costs and acquired technology and allocated overhead costs. Cost of professional services consists primarily of personnel costs of our professional services organization, including payroll, benefits, and stock-based compensation expense, allocated overhead costs and other third-party service providers. Research and Development Costs Research and development costs are charged to the statements of operations as incurred, except to the extent that such costs are associated with internal-use software that qualifies for capitalization. 94 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Internal-Use Software Costs incurred to develop internal-use software are capitalized and amortized over the estimated useful life of the software, which is generally five years. In accordance with ASC Topic, 350-40, "Internal-Use Software," capitalization of costs to develop internal-use software begins when preliminary development efforts are successfully completed, the Company has committed project funding and it is probable that the project will be completed and the software will be used as intended. Costs related to the maintenance of internal-use software are expensed as incurred. The Company periodically reviews internal-use software costs to determine whether the projects will be completed, placed in service, removed from service or replaced by other internally developed or third-party software. If the asset is not expected to provide any future benefit, the asset is retired, and any unamortized cost is expensed. Capitalized internal-use software costs are recorded under property and equipment, net. When events or changes in circumstances require, the Company assesses the likelihood of recovering the cost of internal-use software. If the net book value is not expected to be fully recoverable, internal-use software would be impaired to its fair value. During the years ended December 31, 2022, 2021 and 2020, the Company capitalized $ 5,115 , $ 4,838 and $ 1,893 of software development costs, respectively. No impairment was recorded for the years ended December 31, 2022, 2021 and 2020. Advertising Costs Advertising costs are expensed as incurred and include marketing activities, demand generation, events, public relations and brand-building activities. Advertising costs for the years ended December 31, 2022, 2021 and 2020, amounted to $ 5,767 , $ 5,057 and $ 3,143 , respectively, and are included in sales and marketing expenses in the consolidated statements of operations. Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718,"Compensation - Stock Compensation" ("ASC 718"). ASC 718 requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award is recognized as an expense over the requisite service periods in the Company's consolidated statements of operations. Service-Based Awards The Company grants stock option awards and restricted stock units (“RSUs”), that vest only based upon the satisfaction of a service condition. The Company selected the Black-Scholes option-pricing model as the most appropriate fair value method for its option awards. The option-pricing model requires a number of assumptions, of which the most significant are the fair value of its common stock, the expected stock price volatility, expected option term, risk-free interest rates and expected dividend yield. The assumptions used to determine the fair value of the option awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. For RSUs, the Company determines the grant-date fair value of the RSUs as the fair value of the Company’s common stock on the grant date. The Company recognizes compensation cost for options and stock awards that have a graded vesting schedule and contain only service condition on a straight-line basis over the requisite service period for the entire award. Forfeitures are accounted for as they occur instead of estimating the number of awards expected to be forfeited. Market-Based Awards The Company has granted three of its executives stock options that vest only upon the satisfaction of market-based conditions. The market-based conditions reflect specific prices for the Company’s common stock, which must be exceeded for each tranche of the grant to vest. 95 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) For market-based awards, the Company determined the grant-date fair value utilizing a Monte Carlo simulation model, which incorporates various assumptions including expected stock price volatility, risk-free interest rates, expected exercise behavior for vested options, expected date of a qualifying event and expected form and timing of a liquidity event. The Company estimated the volatility of the common stock on the date of grant based on the weighted average historical stock price volatility of comparable publicly-traded companies. Because the option does not qualify as “plain vanilla” per SEC Staff Accounting Bulletin 107, the expected term cannot be estimated based on the simplified model described in the Bulletin. In order to address the term, the Monte Carlo simulation model includes an assumption about the price level at which vested options are expected to be exercised (the “Sub Optimal Exercise” factor). The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant. The rate used is based on the expected term of the option. The Company recognizes compensation expenses for the value of its market-based awards based on the accelerated attribution method over the estimated requisite service period of each of the awards. The Company has determined that there is no explicit or implicit service period for the awards, and therefore the requisite service period is based on the derived service period. The derived service period is the term calculated in the Monte Carlo valuation model as described above. The derived service period is the median duration of the simulated price paths in which the option tranche vests, which is determined by the above assumptions. Business Combination The Company accounted for business combination in accordance with ASC 805, "Business combinations". ASC 805 requires recognition of assets acquired, liabilities assumed, and any non-controlling interest at the acquisition date, measured at fair values as of that date. Any excess of the fair value of net assets acquired over purchase price and any subsequent changes in estimated contingencies are to be recorded in earnings. Acquisition related costs are expensed to the statement of operations in the period incurred. Income Taxes The Company accounts for income taxes in accordance with ASC 740, "Income Taxes". This codification prescribes the use of the asset and liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and for carry-forward tax losses. Deferred taxes are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value if it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740, "Income Taxes". Accounting guidance addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the consolidated financial statements, under which a company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. Accordingly, the Company reports a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return (see also Note 11). Net Loss per Share Attributable to Common Stockholders The Company's basic net loss per share is calculated by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period, without consideration of potentially dilutive securities. The diluted net loss per share is calculated by giving effect to all potentially dilutive securities outstanding for the period using the treasury share method or the if-converted method based on the nature of such securities. Diluted net loss per share is the same as basic net loss per share in periods when the effects of potentially dilutive shares of common stock are anti-dilutive. 96 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Prior to the completion of the Company's initial public offering in July 2021 (“IPO”), the Company computed net loss per share using the two-class method required for participating securities. The two-class method requires income available to common stockholder for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The Company considered its convertible preferred stock to be participating securities as the holders of the convertible preferred stock would be entitled to dividends that would be distributed to the holders of common stock, on a pro-rata basis, assuming the conversion of all outstanding shares of convertible preferred stock into common stock. These participating securities did not contractually require the holders of such stock to participate in the Company’s losses. As such, net loss for the periods presented was not allocated to the Company’s participating securities. Concentration of Credit Risks Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, marketable securities, restricted cash and trade receivables. The majority of the Company's and its subsidiaries' cash and cash equivalents and restricted cash are invested with major banks in Israel, the United Kingdom and the United States. Such investments in the United States may be in excess of insured limits and are not insured in other jurisdictions. However, in general, these investments may be redeemed upon demand and therefore bear minimal risk. The Company's trade receivables are geographically dispersed and derived from sales to customers mainly in the United States, Europe and Asia. Concentration of credit risk with respect to trade receivables is limited by credit limits, ongoing credit evaluation and account monitoring procedures. Major customer data as a percentage of total revenues: The following table sets forth a customer that represented 10% or more of the Company’s total revenue in each of the periods set forth below: Year ended December 31, 2022 2021 2020 Customer A (Media and Telecom) *) — *) — 11.60 % *) Represents an amount that is lower than 10% of the Company’s total revenue. Fair Value of Financial Instruments ASC 820, "Fair Value Measurements and Disclosures", defines fair value as the price that would be received to sell an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches. ASC 820 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. As a basis for considering such assumptions, ASC 820 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 - Valuations based on quoted prices in active markets for identical assets that the Company has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment. 97 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Level 2 - Valuations based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The carrying amounts of cash and cash equivalents, restricted cash, trade receivables, prepaid expenses and other current assets, employees and payroll accruals, trade payables, accrued expenses and other current liabilities, current portion of long-term loans and current portion of long-term lease approximate their fair value due to the short-term maturities of such instruments. Legal Contingencies From time to time, the Company or one of its subsidiaries become involved in legal proceedings or is subject to claims arising in its ordinary course of business. Such matters are generally subject to many uncertainties and outcomes and are not predictable with assurance. Specifically, the Company might be subject to contractual penalties, including liquidated damages, as well as breach of contract claims, which could result in litigation and cause the Company to incur additional costs, including in the form of additional damages or settlement payments. The Company accrues for contingencies when the loss is probable and it can reasonably estimate the amount of any such loss. Recently Adopted Pronouncements As an "emerging growth company," the Jumpstart Our Business Startups Act ("JOBS Act") allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, Leases (Topic 842), which would require lessees to put all leases on their balance sheets, whether operating or financing, while continuing to recognize the expenses on their income statements in a manner similar to the existing practice. The guidance states that a lessee would recognize a lease liability for the obligation to make lease payments and a right-of-use (“ROU”) asset for the right to use the underlying asset for the lease term. The Company adopted the guidance on January 1, 2022 using a modified retrospective transition approach. It applied Topic 842 to all leases as of January 1, 2022 without adjusting the comparative periods presented. The Company elected to adopt the practical expedients permitted under the transition guidance within the new guidance and carried forward the historical accounting relating to lease identification and classification, remaining lease terms, and initial direct costs. Upon adoption, the Company recognized operating lease right-of-use assets and corresponding lease liabilities of $ 823 . The adoption of Topic 842 did not have a material impact to the Company’s results of operations or cash flows. See Note 7, Leases, for further information. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing a variety of exceptions within the framework of ASC 740. These exceptions include the exception to the incremental approach for intra-period tax allocation in the event of a loss from continuing operations and income or a gain from other items (such as other comprehensive income), and the exception to using general methodology for the interim period tax accounting for year-to-date losses that exceed anticipated losses. The guidance became effective for the Company beginning January 1, 2022, and interim periods in fiscal years beginning January 1, 2023. Early adoption is permitted. The Company adopted this guidance on January 1, 2022, and the adoption did not have a material impact on its consolidated financial statements. Recent Accounting Guidance Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. The guidance will be effective for the Company beginning January 1, 2023, and interim periods therein. Early adoption is permitted. The Company does not expect that ASU 2016-13 will have a material impact on its consolidated financial statements and related disclosures. 98 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities in accordance with Accounting Standards Codification Topic 606. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022 and early adoption is permitted. While the Company is continuing to assess the potential impacts of ASU 2021-08, it does not expect ASU 2021-08 to have a material effect, if any, on its consolidated financial statements. NOTE 3: REVENUES FROM CONTRACTS WITH CUSTOMERS The following tables present disaggregated revenue by category: Year Ended December 31, 2022 Enterprise, Education and Technology Media and Telecom Amount Percentage of revenue Amount Percentage of revenue Subscription $ 113,551 94.5 % $ 38,929 80.1 % Professional services 6,639 5.5 % 9,692 19.9 % $ 120,190 100 % $ 48,621 100 % Year Ended December 31, 2021 Enterprise, Education and Technology Media and Telecom Amount Percentage of revenue Amount Percentage of revenue Subscription $ 108,842 91.5 % $ 36,124 78.4 % Professional services 10,090 8.5 % 9,960 21.6 % $ 118,932 100 % $ 46,084 100 % Year Ended December 31, 2020 Enterprise, Education and Technology Media and Telecom Amount Percentage of revenue Amount Percentage of revenue Subscription $ 74,473 92.6 % $ 29,591 74.0 % Professional services 5,976 7.4 % 10,400 26.0 % $ 80,449 100 % $ 39,991 100 % 99 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Contract Balances Contract liabilities consist of deferred revenue. Revenue is deferred when the Company invoices in advance of performance under a contract. The current portion of the deferred revenue balance is recognized as revenue during the 12-month period after the balance sheet date. The noncurrent portion of the deferred revenue balance is recognized as revenue following the 12-month period after the balance sheet date. Substantially all the revenue that was included in the deferred revenue, current as of January 1, 2022, was recognized as revenue during 2022. Remaining Performance Obligations Remaining performance obligations represent the amount of contracted future revenue that has not yet been recognized, including both deferred revenue and contracted amounts that will be invoiced and recognized as revenue in future periods. As of December 31, 2022, the aggregate amount of the transaction price allocated to remaining performance obligations was $ 171,660 , which consists of both billed consideration in the amount of $ 61,107 and unbilled consideration in the amount of $ 110,553 that the Company expects to recognize as revenue and was yet recognized on the balance sheet. The Company expects to recognize 60 % of its remaining performance obligations as revenue in the year ending December 31, 2023, and the remainder thereafter. Costs to Obtain a Contract The following table represents a roll forward of costs to obtain a contract: December 31, 2022 2021 2020 Beginning balance $ 26,274 $ 17,683 $ 9,015 Additions to deferred contract acquisition costs during the period 10,037 15,594 11,997 Amortization of deferred contract acquisition costs ( 9,383 ) ( 7,003 ) ( 3,329 ) Ending balance $ 26,928 $ 26,274 $ 17,683 Deferred contract acquisition costs, current $ 8,979 $ 7,671 $ 4,788 Deferred contract acquisition costs, noncurrent 17,949 18,603 12,895 Total deferred costs to obtain a contract $ 26,928 $ 26,274 $ 17,683 Costs to Fulfill a Contract The following table represents a roll forward of costs to fulfill a contract: 100 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) December 31, 2022 2021 2020 Beginning balance $ 5,426 $ 4,041 $ 3,993 Additions to deferred costs to fulfill a contract during the period 1,578 2,457 950 Amortization of deferred costs to fulfill a contract ( 1,482 ) ( 1,072 ) ( 902 ) $ — — Ending balance $ 5,522 $ 5,426 $ 4,041 Deferred fulfillment costs, current $ 1,780 $ 1,408 $ 1,060 Deferred fulfillment costs, noncurrent 3,742 4,018 2,981 Total deferred costs to fulfill a contract $ 5,522 $ 5,426 $ 4,041 NOTE 4: MARKETABLE SECURITIES The following is a summary of available-for-sale marketable securities as of December 31, 2022: Amortized cost Gross unrealized gains Gross unrealized losses Fair Value Available-for-sale – matures within one year: Corporate bonds $ 9,305 $ — $ ( 66 ) $ 9,239 Municipal securities 1,751 — ( 4 ) 1,747 U.S. Treasury 16,306 — ( 111 ) 16,195 Commercial paper 11,237 — — 11,237 Agency bonds 2,925 1 ( 1 ) 2,925 $ 41,524 $ 1 $ ( 182 ) $ 41,343 Based on the available evidence, the Company concluded that the gross unrealized losses on the marketable securities as of December 31, 2022 are temporary in nature. There were no gains or losses from available-for-sale marketable securities that were reclassified out of accumulated other comprehensive income during the periods presented. 101 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 5: FAIR VALUE MEASUREMENTS In accordance with ASC 820, the Company measures its cash equivalents and marketable securities at fair value using the market approach valuation technique. Cash equivalents and marketable securities are classified within Level 1 or Level 2 because these assets are valued using quoted market prices or alternative pricing sources and models utilizing market observable inputs. Foreign currency derivative contracts are classified within the Level 2 value hierarchy, as the valuation inputs are based on quoted prices and market observable data of similar instruments. Fair Value Measurements As Of Description Fair Value Hierarchy December 31, 2022 December 31, 2021 Measured at fair value on a recurring basis: Assets: Cash equivalents: Money market funds Level 1 $ 16,489 $ — Short-term marketable securities: Corporate bonds Level 2 $ 9,239 $ — Municipal securities Level 2 $ 1,747 $ — U.S. Treasury Level 2 $ 16,195 $ — Commercial paper Level 2 $ 11,237 $ — Agency bonds Level 2 $ 2,925 $ — Liabilities: Derivative instruments liability included in accrued expenses and other current liabilities: Options and forward contracts designated as hedging instruments   Level 2 $ 120 $ — Prior to the Company's IPO, the warrants to purchase preferred and common stock were measured at fair value using Level 3 inputs upon issuance and at each reporting date. Inputs used to determine the estimated fair value of the warrants to purchase preferred and common stock as of the valuation date included expected term, the risk-free interest rate, volatility, and the fair value of underlying shares. 102 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) T he following table sets forth a summary of the changes in the fair value of the warrants to purchase preferred and common stock: Year Ended December 31, 2021 2020 Balance at January 1 $ 56,780 $ 17,111 Issuance of warrants — 1,221 Reclassification of warrant to common stocks to equity — ( 3,057 ) Reclassification of warrant to preferred stocks to mezzanine equity ( 1,149 ) — Change in fair value of warrants 15,046 41,505 Conversion of warrants to common stock upon initial public offering ( 70,677 ) — Balance at December 31, $ — $ 56,780 On February 3, 2021, SVB Financial Group (“SVB”) converted a Warrant t o Purchase Stock issued on February 3, 2011 (the “Series C Warrant”) into shares of the Company’s Series C Convertible Preferred Stock pursuant to the cashless conversion mechanism described in the Series C Warrant. The conversion was exercised for all 31,414 shares covered by the Series C Warrant and resulted in the net issuance of 27,011 shares of the Company’s Series C Convertible Preferred Stock. Pursuant to the terms of the Series C Warrant, the number of net shares issued was determined by dividing (a) the aggregate fair market value of the shares otherwise issuable upon exercise of the Series C Warrant minus the aggregate exercise price of such shares by (b) the fair market value of one share of the Company’s Series C Convertible Preferred Stock. Upon the closing of the Company’s IPO, the warrants to purchase preferred and common stock were converted into 7,067,699 shares of common stock. The final re-measurement of the warrants was based upon the publicly available stock price on the conversion date. 103 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 6: DERIVATIVES AND HEDGING The Company enters into forward, put and call option contracts to hedge certain forecasted payroll costs denominated in NIS against exchange rate fluctuations of the U.S. dollar for a period of up to twelve months. The Company recorded the cash flows associated with these derivatives under operating activities. The Company does not use derivative instruments for trading or speculative purposes. Notional Amount of Foreign Currency Contracts The Company had outstanding contracts designated as hedging instruments in the aggregate notional amount of $ 8,345 as of December 31, 2022. The fair value of the Company’s outstanding contracts amounted to a liability of $ 120 as of December 31, 2022. These liabilities were recorded under accrued expenses and other current liabilities. Loss of $ 1,418 was reclassified from accumulated other comprehensive loss during the year ended December 31, 2022. Such loss was reclassified from accumulated other comprehensive loss when the related expenses were incurred. The Company had no outstanding contracts designated as hedging instruments as of December 31, 2021. Effect of Foreign Currency Contracts on the Consolidated Statements of Operations The effect of foreign currency contracts on the consolidated statements of operations during the year ended December 31, 2022 was as follows: Statement of Operations Location: Year Ended December 31, 2022 Cost of revenue $ 230 Research and development 727 Sales and marketing 190 General and administrative 249 Restructuring 22 Total $ 1,418 104 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 7: LEASES The Company leases its office facilities under non-cancelable agreements that expire at various dates through July 2027. During the fourth quarter of 2021, the Company entered into a non-cancelable operating lease agreement for an office that contains approximately 13,815 square feet in New York, New York (the "Lease"). For accounting purposes under ASC 842, the Lease commenced on January 11, 2022, resulting in a recording of a $ 4,108 right-of-use operating lease asset and operating lease liability. On April 6, 2022, the Company entered into a new lease agreement as tenant related to a property in Israel (the "Lease"). The Lease provides that the Company will lease a new building containing approximately 5,926 square meters (approximately 63,784 square feet) . The initial lease term is approximately 5.5 years with two options to extend of five years each. The Company believes that it is reasonably certain that it will exercise the option for the first extension period, and accordingly includes this extension period as part of the lease term. For accounting purposes under ASC 842, the Lease commenced on June 22, 2022, resulting in the recording of a $ 19,586 right-of-use operating lease asset and operating lease liability. Components of operating lease expense were as follows: Year Ended December 31, 2022 Operating lease cost $ 2,827 Short-term lease cost 417 Variable lease cost 20 Total $ 3,264 Rent expenses under the previous lease accounting standard were $ 2,278 and $ 2,152 during the year ended December 31, 2021 and 2020, respectively. Supplementary cash flow information related to operating leases was as follows: Year Ended December 31, 2022 Cash paid for operating leases $ 1,845 105 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) As of December 31, 2022, the weighted-average discount rate is 4.8 % and the weighted-average remaining term is 9.0 years. Maturities of the Company’s operating lease liabilities as of December 31, 2022 were as follows: Year Ending December 31, 2023 $ 3,206 2024 3,131 2025 3,188 2026 3,250 2027 2,817 2028 and thereafter 11,372 Total operating lease payments 26,964 Less: imputed interest 3,912 Total operating lease liabilities $ 23,052 As of December 31, 2021, the minimum lease payments under operating leases, including payments for leases which had not commenced, were as follows: Year Ending December 31, Rental of premises 2022 $ 1,317 2023 788 2024 806 2025 862 2026 919 2027 548 Total $ 5,240 NOTE 8: COMMITMENTS AND CONTINGENCIES Purchase Commitments The Company has entered into various non-cancelable agreements with third-party providers for use of mainly cloud and other services, under which it committed to minimum and fixed purchases through the year ending December 31, 2026. The following table presents details of the aggregate future non-cancelable purchase commitments under such agreements as of December 31, 2022: Year ended December 31, 2023 13,592 2024 14,552 2025 13,093 2026 14,250 Total purchase commitment $ 55,487 106 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Litigation The Company is occasionally a party to claims or litigation in the normal course of the business. The Company does not believe that it is a party to any pending legal proceeding that is likely to have a material adverse effect on its business, financial condition, or results of operations. NOTE 9: CONSOLIDATED BALANCE SHEET COMPONENTS Prepaid expenses and other current assets Prepaid expenses and other current assets consisted of the following: December 31, 2022 2021 Prepaid expenses $ 3,369 $ 3,858 Government institutions 422 576 Restricted bank deposits 2,600 — Other current assets 1,130 676 $ 7,521 $ 5,110 Property and Equipment, net Composition of property and equipment is as follows: December 31, 2022 2021 Cost: Computers and peripheral equipment $ 4,323 $ 3,668 Office furniture and equipment 551 745 Leasehold improvements 1,965 513 Finance leases of computers and peripheral equipment 253 253 Internal use software 12,095 6,980 19,187 12,159 Accumulated depreciation ( 4,045 ) ( 2,656 ) Depreciated cost $ 15,142 $ 9,503 Depreciation expenses for the years ended December 31, 2022, 2021 and 2020 were $ 2,042 , $ 1,407 and $ 2,791 , respectively. During the year ended December 31, 2022, the Company recorded a loss of $ 185 , mainly due to disposal of leasehold improvements associated with moving to the Company's temporary office in Israel. The loss consisted of property, plant and equipment in a gross amount of $ 826 , and accumulated depreciation of $ 641 . 107 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Other assets, noncurrent December 31, 2022 2021 Restricted cash $ 1,208 $ 422 Severance pay fund 1,855 1,968 Other 113 153 $ 3,176 $ 2,543 Accrued expenses and other current liabilities December 31, 2022 2021 Accrued expenses $ 7,471 $ 7,240 Accrued taxes 7,966 9,525 Derivative instruments 120 — Other current liabilities 970 1,731 $ 16,527 $ 18,496 108 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 10: GOODWILL AND INTANGIBLE ASSETS, NET The carrying amounts and accumulated amortization expenses of the intangible assets, as of December 31, 2022, and December 31, 2021, were as follows: December 31, 2022 Weighted average remaining useful life (in years) Balance Gross carrying amount: Technology 2.25 $ 4,700 Customer relationship 5.25 $ 2,419 Tradename 0.42 $ 980 $ 8,099 Accumulated amortization and impairments: Technology $ ( 3,749 ) Customer relationship $ ( 2,203 ) Tradename $ ( 903 ) $ ( 6,855 ) Intangible assets, net $ 1,244 December 31, 2021 Weighted average remaining useful life (in years) Balance Gross carrying amount: Technology 3.25 $ 4,700 Customer relationship 3.87 2,419 Tradename 1.42 980 8,099 Accumulated amortization and impairments Technology ( 3,323 ) Customer relationship ( 2,049 ) Tradename ( 818 ) ( 6,190 ) Intangible assets, net $ 1,909 During the year ended December 31, 2022, 2021 and 2020, the Company recorded amortization expenses in the amount of $ 665 , $ 1,005 and $ 917 , respectively, included in cost of revenue and sales and marketing expenses in the consolidated statements of operations. 109 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) The estimated future amortization expense of intangible assets as of December 31, 2022, is as follows: December 31, 2023 555 2024 478 2025 148 2026 50 2027 13 $ 1,244 Goodwill was $ 11,070 at December 31, 2022 and December 31, 2021 with $ 9,381 allocated to the M&T segment and $ 1,689 to the EE&T segment. There were no changes in the carrying amount of goodwill for the year ended December 31, 2022. NOTE 11: INCOME TAXES The Company's subsidiaries are separately taxed under the domestic tax laws of the jurisdiction of incorporation of each entity. Loss before taxes on income is comprised as follows: Year Ended December 31, 2022 2021 2020 Domestic $ 66,346 $ 75,259 $ 67,540 Foreign ( 5,719 ) ( 22,478 ) ( 12,330 ) Loss before taxes on income $ 60,627 $ 52,781 $ 55,210 The provision for income taxes was as follows: Year Ended December 31, 2022 2021 2020 Federal $ — $ — $ — State 88 65 57 Foreign 7,780 6,505 3,496 Total provision for income taxes $ 7,868 $ 6,570 $ 3,553 110 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. As of December 31, 2022 and 2021, the Company has provided a full valuation allowance in respect of deferred tax assets. Management currently believes that it is more likely than not that the deferred tax regarding the tax loss carry forwards and other temporary differences will not be realized in the foreseeable future in the U.S. Significant components of the Company's deferred tax assets are as follows: December 31, 2022 2021 Deferred tax assets: Net operating losses carryforward $ 71,887 $ 76,950 Disallowed business interest expense $ 4,760 $ 4,404 Capitalized R&D costs 16,322 — Reserves & accruals 1,489 1,762 Deferred revenue 283 205 Lease liability 1,009 — Stock based compensation 2,710 481 Other assets 49 — Deferred tax assets before valuation allowance 98,509 83,802 Valuation allowance ( 84,795 ) ( 75,051 ) Total deferred tax assets $ 13,714 $ 8,751 Deferred tax liabilities: Acquired Intangible Assets ( 798 ) ( 696 ) Deferred contract acquisition and fulfillment costs ( 8,782 ) ( 6,607 ) Internal use software ( 3,073 ) ( 1,418 ) Operating lease right-of-use assets ( 923 ) — Property and equipment ( 138 ) ( 30 ) Total deferred tax liabilities $ ( 13,714 ) $ ( 8,751 ) Total net deferred tax assets $ — $ — As of December 31, 2022, the U.S. parent company had a net U.S. operating loss carry forward ("NOLs") for federal income tax purposes of approximately $ 277,496 and U.S. state NOLs of approximately $ 172,429 . Out of the operating losses attributed to the U.S. parent company, $ 169,095 were generated before January 1, 2018, and are subject to the 20-year carryforward period. The remaining $ 108,401 can be carried forward indefinitely but are subject to the 80% taxable income limitation. 111 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Utilization of the U.S. net operating losses above may be subject to substantial annual limitations due to the "change in ownership" provisions of the Internal Revenue Code of 1986 and similar state provisions. The annual limitation may result in the expiration of substantial net operating losses before utilization (the 80% limitation was waived for NOLs utilized in 2019 and 2020 under the CARES Act). The Company has analyzed the impact of Section 382 on its NOLs through 2020 and believes that the NOLs are not materially limited by Section 382. However, any future changes of ownership could impact the Company’s ability to utilize NOLs. A reconciliation of the Company's theoretical income tax expense to actual income tax expense is as follows: Year Ended December 31, 2022 2021 2020 Loss before tax as reported at the consolidated statement of operations $ 60,627 $ 52,781 $ 55,210 Statutory tax rate 21 % 21 % 21 % Theoretical tax benefit $ 12,732 $ 11,084 $ 11,594 Non-deductible expenses and other permanent differences 154 403 269 Remeasurement of warrants to Fair Value — 3,160 8,716 Stock based compensation 2,193 3,651 1,081 Change in valuation allowance 9,745 13,232 3,300 State taxes, net of federal benefit 4,946 ( 3,700 ) — Income tax at rate other than the U.S. statutory tax rate 3,045 320 1,786 Exchange rate differences 332 ( 100 ) ( 113 ) Other 185 688 108 Total tax expenses $ 7,868 $ 6,570 $ 3,553 On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act, a comprehensive tax law that includes significant changes to the taxation of business entities. These changes include several key tax provisions, among others: (i) a permanent reduction to the statutory federal corporate income tax rate from 35% to 21% effective for tax years beginning after December 31, 2017; (ii) a partial limitation on the tax deductibility of business interest expenses; (iii) a shift of the U.S. taxation of multinational corporations from a tax on worldwide income to a territorial system (along with certain rules designed to prevent erosion of the U.S. income tax base) and (iv) a one-time deemed repatriation tax on accumulated offshore earnings held in cash and illiquid assets, with the latter taxed at a lower rate. In addition, begging in 2022, U.S research and experimental expenditures should be capitalized and amortized ratably over a five-year period, Any such expenditures attributable to research conducted outside of the U.S must be capitalized and amortized over a-15 year period. The Israeli corporate tax rate was 23 % for the years ended December 31, 2022, 2021 and 2020. However, the effective tax rate payable by a company that derives income from a "Benefited Enterprise" or a "Preferred Enterprise" (as discussed below) may be considerably less. Capital gains derived by an Israeli company are generally subject to the prevailing corporate tax rate. Tax benefits by virtue of the Law for the Encouragement of Capital Investments, 1959 ("the Investment Law"): 112 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Until tax year 2014, Kaltura Israel utilized various tax benefits by virtue of the "Benefited Enterprise" status granted to its enterprise, pursuant to the Investment Law. Kaltura Israel elected benefits under the alternative track of benefits according to which it was exempt from income tax in the first two years (from the date Kaltura Israel earned taxable income). If a dividend is distributed out of tax exempt income earned by a Benefited Enterprise the amount distributed will be subject to corporate tax at the rate that would have otherwise been applicable on the Benefited Enterprise income. Dividends paid out of income attributed to a Beneficiary Enterprise are generally subject to withholding tax at source at the rate of 15% or such lower rate as may be provided in an applicable tax treaty. As of December 31, 2022, approximately $ 536 was derived from tax exempt profits earned by Kaltura Israel's "Beneficiary Enterprise." The Company and its Board of Directors have determined that such tax-exempt income will not be distributed as dividends and intends to reinvest the amount of its tax-exempt income earned by Kaltura Israel. Accordingly, no provision for deferred income taxes has been provided on income attributable to Kaltura Israel's "Beneficiary Enterprise" as such income is essentially permanently reinvested. If Kaltura Israel's retained tax-exempt income is distributed, the income would be taxed at the applicable corporate tax rate as if it had not elected the alternative tax benefits under the Investment Law and an income tax liability of up to $134 would be incurred as of December 31, 2022. In 2011, new legislation amending the Investment Law was adopted. Under this new legislation, a unified corporate tax rate applied to all qualifying income generated by a "Preferred Company" through its Preferred Enterprise (as such terms are defined in the Investment Law) as of January 1, 2011. Industrial Companies under the Preferred Enterprise status according to the new law as amended in July 2013, and starting January 1, 2014 are entitled to a uniform reduced corporate tax rate of 9% in areas in Israel designated as Development Zone A and 16% elsewhere in Israel. The 2011 Amendment also provided transitional provisions to address companies already enjoying current benefits under the Investment Law. Under the transition provisions, the Company decided to irrevocably implement the new law, effective January 1, 2015. Dividends distributed from income which is attributed to a “Preferred Enterprise” will be subject to withholding tax at source at the rate of 20% or such lower rate as may be provided in an applicable tax treaty. Kaltura Israel's income from other sources is subject to tax at the regular Corporate Income rate. The Company indefinitely reinvests earnings from its foreign subsidiaries and therefore no deferred tax liability has been recognized on the basis difference created by such earnings. The Company has not provided foreign withholding taxes for any undistributed earnings of its foreign subsidiaries. Generally, in U.S. federal and state taxing jurisdictions, tax periods in which certain loss and credit carryovers are generated remain open for audit until such time as the limitation period ends for the year in which such losses or credits are utilized. Kaltura Israel received final tax assessments through 2016 while the rest of the Company's subsidiaries did not have any final tax assessments as of December 31, 2022. 113 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) A reconciliation of the opening and closing amounts of total unrecognized tax benefits is as follows: Unrecognized Tax Benefits Balance as of January 1, 2020 $ 2,665 Increases related to prior years' tax positions 311 Increases related to current years' tax positions 887 Balance as of December 31, 2020 $ 3,863 Decreases related to prior years' tax positions ( 107 ) Increases related to current years' tax positions 738 Balance as of December 31, 2021 4,494 Decreases related to prior years' tax positions ( 313 ) Increases related to current years' tax positions 1,145 Balance as of December 31, 2022 $ 5,326 The total amount of unrecognized tax benefits that would affect the effective tax rate, if recognized, was $ 5,326 and $ 4,494 as of December 31, 2022 and 2021. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2022 and 2021, the Company had accrued $ 467 and $ 313 for the payment of interest and penalties relating to unrecognized tax benefits, respectively. In addition, the Company is subject to the continuous examination of its income tax returns by the IRS and other tax authorities. The Company’s federal and state income tax returns for years subsequent to 2007 remain open to examination. In the Company’s foreign jurisdictions – Israel and the United Kingdom – the tax years subsequent to 2016 remain open to examination. The Company is currently under audit in Israel. The Company believes that an adequate provision has been made for any adjustments that may result from tax examinations. However, the outcome of tax audits cannot be predicted with certainty. If any issues addressed in the Company’s tax audits are resolved in a manner not consistent with management’s expectations, the Company could be required to adjust its provision for income taxes in the period such resolution occurs. The Company currently does not expect uncertain tax positions to change significantly over the next 12 months, except in the case of settlements with tax authorities, the likelihood and timing of which is difficult to estimate. NOTE 12: NET LOSS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented: 114 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Year Ended December 31, 2022 2021 2020 Numerator: Net loss $ 68,495 $ 59,351 $ 58,763 Preferred stock accretion and cumulative dividends — 8,241 11,934 Total loss attributable to common stockholders $ 68,495 $ 67,592 $ 70,697 Denominator: Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 130,366,385 71,073,052 24,939,901 Net loss per share attributable to common stockholders, basic and diluted $ 0.53 $ 0.95 $ 2.83 I nstruments potentially exercisable for common stock that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive are as follows: Year Ended December 31, 2022 2021 2020 Convertible and redeemable and convertible preferred stock — — 16,823,100 Warrants to purchase preferred and common stock — — 6,777,275 Outstanding stock options and RSUs 33,457,465 37,627,380 31,981,404 Total 33,457,465 37,627,380 55,581,779 NOTE 13: REPORTABLE SEGMENTS AND GEOGRAPHICAL INFORMATION Reportable segments ASC 280, Segment Reporting, establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company's chief operating decision maker is its Chief Executive Officer ("CODM"). The Company's CODM does not regularly review asset information by segments and, therefore, the Company does not report asset information by segment. The Company organizes its operations in two segments: Enterprise, Education and Technology and Media and Telecom. The Enterprise, Education and Technology segment represents products related to industry solutions for education customers, and media services (except for Media and Telecom customers). The Media and Telecom segment primarily represents TV solutions that are sold to media and telecom operators. The measurement of the reportable operating segments is based on the same accounting principles applied in these financial statements, which includes certain corporate overhead allocations. 115 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Year Ended December 31, 2022 Enterprise, Education and Technology Media and Telecom Total Revenue $ 120,190 $ 48,621 $ 168,811 Gross profit $ 83,812 $ 23,128 $ 106,940 Operating expenses 163,319 Financial expenses, net 4,248 Provision for income taxes 7,868 Net loss $ 68,495 Year Ended December 31, 2021 Enterprise, Education and Technology Media and Telecom Total Revenue $ 118,932 $ 46,084 $ 165,016 Gross profit $ 84,196 $ 18,506 $ 102,702 Operating expenses 135,377 Financial expenses, net 20,106 Provision for income taxes 6,570 Net loss $ 59,351 116 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Year Ended December 31, 2020 Enterprise, Education and Technology Media and Telecom Total Revenue $ 80,449 $ 39,991 $ 120,440 Gross profit $ 58,539 $ 14,236 $ 72,775 Operating expenses 81,264 Financial expenses, net 46,721 Provision for income taxes 3,553 Net loss $ 58,763 Geographical information Revenue by location is determined by the billing address of the customer. Total revenues from external customers on the basis of the Company's geographical areas are as follows: Year Ended December 31, 2022 2021 2020 United States (“US”) $ 91,923 $ 96,464 $ 68,781 Europe, the Middle East and Africa (“EMEA”) 58,026 51,077 37,592 Other 18,862 17,475 14,067 $ 168,811 $ 165,016 $ 120,440 No other individual country accounted for more than 10% of the Company’s revenue for all periods presented. The following table presents long-lived assets as of December 31, 2022 and 2021, based on geographical areas which consist of property and equipment, net and operating lease right-of-use assets: December 31, 2022 2021 US $ 15,752 $ 7,690 Israel 19,995 1,408 Rest of world 209 405 $ 35,956 $ 9,503 117 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 14: LONG-TERM LOAN In January 2021, the Company entered into a new credit agreement (the “Credit Agreement”) with an existing lender, which provides for a new senior secured term loan facility in the aggregate principal amount of $ 40,000 (the “Term Loan Facility”) and a new senior secured revolving credit facility in the aggregate principal amount of $ 10,000 (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Credit Facilities”). In June 2021, the Company entered into an amendment to the Credit Agreement (the “First Amendment”). Pursuant to the First Amendment, the Company borrowed an additional aggregate principal amount of $ 12,500 and increased commitments under the Revolving Credit Facility to $ 35,000 . In December 2021, the Company repaid in full its outstanding principal amount under the Revolving Credit Facility. As of December 31, 2021, the total commitments under the Revolving Credit Facility are available for future borrowings. Borrowings under the Credit Facilities are subject to interest, determined as follows: (a) Eurodollar loans accrue interest at a rate per annum equal to the Eurodollar rate plus a margin of 3.50 % (the Eurodollar rate is calculated based on the Credit Agreement, subject to a 1.00 % floor, divided by 1.00 minus the maximum effective reserve percentage for Eurocurrency funding), and (b) Alternate Base Rate (“ABR”) loans accrue interest at a rate per annum equal to the ABR plus a margin of 2.50 % (ABR is equal to the highest of (i) the prime rate and (ii) the Federal Funds Effective Rate plus 0.50 %, subject to a 2.00 % floor). As of December 31, 2022, the current rate of interest under the Credit Facilities was equal to a rate per annum of 8.23 %, consisting of 4.73 % (the 3-month LIBOR rate as of December 31, 2022) and the margin of 3.50 %. The Term Loan Facility is payable in consecutive quarterly installments on the last day of each fiscal quarter in an amount equal to (i) $ 250 for installments payable on April 1, 2021, through December 31, 2021, (ii) $ 750 for installments payable on March 31, 2022 through December 31, 2022, and (iii) $ 1,500 for installments payable on and after March 31, 2023. The remaining unpaid balance on the Term Loan Facility is due and payable on January 14, 2024, together with accrued and unpaid interest on the principal amount to be paid to, but excluding, the payment date. Amounts outstanding under the Credit Facilities may be voluntarily prepaid at any time and from time to time, in whole or in part, without premium or penalty. Under the terms of the Credit Facilities, the Company is obligated to maintain certain covenants as defined therein. As of December 31, 2022, the Company met these covenants. The aggregate principal annual maturities according to the Credit Facilities agreements are as follows: Year ended December 31, 2023 6,000 2024 30,000 $ 36,000 The carrying amounts of the loans approximate their fair value. 118 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 15: STOCKHOLDERS' EQUITY Preferred Stock In connection with the IPO, the Company amended and restated its Certificate of Incorporation to change the authorized preferred stock to 20,000,000 shares of preferred stock, all with a par value of $ 0.0001 per share. Common Stock The shares of common stock confer upon their holders the right to receive notice to participate and vote in general stockholders meetings of the Company, and the right to receive dividends, if declared, and to participate in the distribution of the surplus assets of the Company upon liquidation of the Company, as more fully described in the Company's Certificate of Incorporation. In connection with the IPO, the Company amended and restated its Certificate of Incorporation to change the authorized common stock to 1,000,000,000 shares of common stock, all with a par value of $ 0.0001 per share. The Company has the following common stock reserved for future issuance: December 31, 2022 Outstanding options 25,988,465 Outstanding RSUs 7,469,000 Shares reserved under 2021 Plan 5,492,262 Total 38,949,727 On October, 6, 2022, 613,255 warrants to common stock were exercised into 613,255 shares of common stock. Equity Incentive Plans Under the Company's 2007 U.S. and Israeli Stock Option Plans ("the 2007 Plans"), options were granted to officers, directors, employees, advisors and consultants of the Company or its subsidiaries. In 2017, the Company adopted a new equity incentive plan, the "2017 Equity Incentive Plan" (the "2017 Plan" and together with the 2007 Plans, the "Old Plans"), and extended the term of the 2007 Israeli Stock Option Plan and the term of the options already granted thereunder for an additional ten-year period. Each option granted under the Old Plans is exercisable until the earlier of ten years (or 20 years if granted under the 2007 Israeli Stock Option Plan) from the date of the grant of the option. The options vest primarily over a four-year period. Any options that are forfeited or not exercised before expiration become available for future grants. In December 2020, the Company granted to three of its officers, market-based options at an exercise price of $ 13.34 per share. The options vest based on the achievement of specific share price targets such that 25% of the award will vest upon the fair market value of a share of common stock increasing fifty percent (50%) above the exercise price; an additional 25% of such award will vest upon the fair market value of a share increasing one-hundred percent (100%) above the exercise price; an additional 25% will vest upon the fair market value of a share increasing one-hundred and fifty percent (150%) above the exercise price; and the remaining 25% of the award will vest upon the fair market value increasing two-hundred percent (200%) above the exercise price. Following the Company’s IPO, no additional awards will be granted under the Old Plans. However, the Old Plans will continue to govern the terms and conditions of the outstanding awards previously granted under the Old Plans. 119 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) Effective upon the effectiveness of the registration statement for the IPO, the Company adopted the 2021 Incentive Award Plan (the “2021 Plan”, and together with the Old Plans, the "Plans"). The 2021 Plan provides for the grant of stock options, stock appreciation rights, restricted stock, RSUs, and other stock or cash-based awards to the Company’s officers, directors, employees, advisors, and consultants. The number of shares of common stock initially reserved for issuance under the 2021 Plan was 8,500,000 shares. in addition, certain shares of common stock subject to awards under the Old Plans, such as those subject to expirations, terminations, exercise and tax-related withholding, or failures to vest, will become available for issuance under the 2021 Plan. The number of shares of common stock available for issuance under the 2021 Plan will also include an annual increase on the first day of each fiscal year beginning on January 1, 2022, equal to the lesser of: • 5 % of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year; and • Such smaller number of shares of common stock as is determined by the Board of Directors. Under the 2021 Plan, the exercise price of options granted is generally at least equal to the fair market value of the Company’s common stock on the date of grant. The term of the options generally may not exceed ten years. Additionally, the exercise price of any options granted to a 10% stockholder shall not be less than 110% of the fair market value of the common stock on the date of grant, and the term of such option grant shall not exceed five years. On January 1, 2022, the number of shares of common stock authorized for issuance under the 2021 Plan automatically increased by 6,346,255 shares pursuant to the terms of the 2021 Plan. Stock Options A summary of the Company's stock option activity with respect to options granted under the Plans is as follows: Number of Options Weighted Average exercise price Weighted remaining contractual term (years) Aggregate Intrinsic Value Outstanding as of January 1, 2022 32,702,963 $ 3.98 8.34 $ 38,894 Granted — $ — Exercised ( 4,393,437 ) $ 0.66 $ 5,272 Forfeited ( 2,321,061 ) $ 3.71 Outstanding as of December 31, 2022 25,988,465 $ 4.56 7.75 $ 6,285 Exercisable options at end of the year 16,618,550 $ 2.29 7.57 $ 6,230 The fair value of each service-based award is estimated on the date of grant using the Black-Scholes model that uses the assumptions noted in the following table: 120 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) 2021 2020 Expected volatility 62 % 50 % Risk-free interest rate 1.31 % - 1.34 % 0.4 % - 0.8 % Dividend yield — % — % Expected life 5.81 5.83 These assumptions and estimates were determined as follows: (1) Fair value of common stock – Prior to the IPO, the fair value was determined by the Company's Board of Directors, with input from management and assisted by valuation reports prepared by a third-party valuation specialist. After the IPO, the fair value of the common stock underlying the options was the Company’s closing stock price on the Nasdaq Global Select Market on the grant date. (2) Risk-free interest rate - The risk-free rate for the expected term of the options is based on the yields of U.S. Treasury securities with maturities appropriate for the expected term of the employee share option awards. (3) Expected life - The expected life represents the period that options are expected to be outstanding. For option grants that are considered to be "plain vanilla," the Company determines the expected term using the simplified method. The simplified method deems the term to be the average of the time-to-vesting and the contractual life of the options. (4) Expected volatility - The expected volatility is based on historical volatility over the most recent period commensurate with the expected term of the option. As the Company has a short trading history for its common stock, when the Company's trading period is shorter than the expected term, the expected volatility is derived from the average historical share volatilities of several unrelated public companies within the Company’s industry that the Company considers to be comparable to its own business over a period equivalent to the option’s expected term. (5) Expected dividend yield - The Company has never declared or paid any cash dividends and does not presently plan to pay cash dividends in the foreseeable future. As a result, an expected dividend yield of zero percent was used. The weighted average grant-date fair value of the service-based awards granted in the years ended December 31, 2021, and 2020 was $ 2.45 and $ 3.80 per option, respectively. The total grant-date fair value of the service-based awards that vested during the years ended December 31, 2022, 2021 and 2020, was $ 12,763 , $ 13,152 and $ 3,615 , respectively. The aggregate intrinsic value of options exercised during the years ended December 31, 2021 and 2020, was $ 5,437 and $ 8,842 , respectively. The fair value of each market-based award is estimated on the date of grant using the Monte Carlo model that uses the assumptions noted in the following table: 2020 Expected volatility 41 % Risk-free interest rate 0.94 % Dividend yield — % (1) Expected volatility - Because the Company had no trading history of its shares of common stock, the expected volatility was derived from the average historical share volatilities of several unrelated public companies within the Company's industry that the Company considers to be comparable to its own business over a period equivalent to the option's expected term. 121 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) (2) Risk-free interest rate - The risk-free rate for the expected term of the options is based on the yields of U.S. Treasury securities with maturities appropriate for the expected term of the employee share option awards. The weighted average fair value of the market-based awards granted in the year ended December 31, 2020, was $ 2.26 per option. These costs are expected to be recognized over a weighted-average period of approximately five and a half years from December 2020. RSUs The following table summarizes the RSU activity for the year ended December 31, 2022: RSUs Outstanding Weighted Average Grant Date Fair Value per Share Outstanding as of December 31, 2021 4,924,417 $ 4.38 RSUs granted 7,052,593 $ 1.92 RSUs vested ( 2,632,633 ) $ 3.20 RSUs forfeited ( 1,875,377 ) $ 3.43 Unvested and Outstanding as of December 31, 2022 7,469,000 $ 2.72 Stock-Based Compensation Expense The stock-based compensation expense by line item in the accompanying consolidated statement of operations is summarized as follows: Year Ended December 31, 2022 2021 2020 Cost of revenue $ 1,376 $ 877 $ 335 Research and development 4,268 2,798 1,251 Sales and marketing 3,711 2,173 1,639 General and administrative 14,290 11,217 1,889 Total expenses $ 23,645 $ 17,065 $ 5,114 As of December 31, 2022, there were $ 41,374 of total unrecognized compensation cost related to non-vested stock-based compensation arrangements granted under the Plans. These costs are expected to be recognized over a weighted-average period of approximately two years. Rights Agreement On August 7, 2022, the Board of Directors of the Company approved and declared a dividend distribution of one preferred stock purchase right (each, a "Right") for each share of common stock of the Company outstanding at the close of business on August 22, 2022. Each Right will entitle the registered holder thereof, after the Rights become exercisable and until August 6, 2023 (or the earlier redemption, exchange, or termination of the Rights), to purchase from the Company one one-thousandth of a share of Series A Junior Participating Preferred Stock, par value $ 0.0001 per share (the "Series A Preferred"), of the Company at a price of $ 13.00 per one one-thousandth of a share of the Series A Preferred. The complete terms of the Rights are set out in a Rights Agreement, dated August 7, 2022, between the Company and American Stock Transfer & Trust Company, LLC as rights agent (the “Rights Agreement”). 122 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) The Board of Directors of the Company adopted the Rights Agreement to protect stockholders from coercive of otherwise unfair takeover tactics. The Rights will cause substantial dilution to any person or group that acquires beneficial ownership of 10% (20% in the case of a passive institutional investor) or more of the common stock without the approval of the Board of Directors of the Company. The Rights are designed to promote the fair and equal treatment of all stockholders of the Company and ensure that the Board remains in the best position to discharge its fiduciary duties to the Company and its stockholders. Neither the Rights Agreement nor the Rights should interfere with any merger, tender or exchange offer or other business combination approved by the Board of Directors of the Company. NOTE 16: SELECTED STATEMENT OF OPERATIONS DATA Year Ended December 31, 2022 2021 2020 Financial income: Interest income $ 962 $ 5 $ 18 962 5 18 Financial expenses: Bank fees 160 530 370 Remeasurement of warrants to fair value — 15,046 41,505 Interest expense 2,301 2,979 4,091 Foreign currency translation adjustments, net 1,959 1,136 666 Other 790 420 107 5,210 20,111 46,739 Financial expenses, net $ 4,248 $ 20,106 $ 46,721 NOTE 17: ACCUMULATED OTHER COMPREHENSIVE LOSS The following table summarizes the changes in accumulated other comprehensive loss by component, net of tax, during the year ended December 31, 2022: Net Unrealized Losses on Available-for-Sale Securities Instruments Net Unrealized Losses on Derivatives Designated as Hedging Instruments Total Balance as of December 31, 2021 $ — $ — $ — Other comprehensive loss before reclassifications ( 181 ) ( 1,643 ) ( 1,824 ) Net realized losses reclassified from accumulated other comprehensive income — 1,523 1,523 Other comprehensive loss ( 181 ) ( 120 ) ( 301 ) Balance as of December 31, 2022 $ ( 181 ) $ ( 120 ) $ (301) 123 Table of Contents KALTURA, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) There was no accumulated other comprehensive loss activity during the year ended December 31, 2021. NOTE 18: RESTRUCTURING ACTIVITIES 2022 Restructuring Plan On August 7, 2022, the Board of Directors of the Company approved a cost-reduction and re-organization plan (the "2022 Restructuring Plan") that included, among other things, downsizing around 10 % of the Company's employees. During the year ended December 31, 2022, in connection with the 2022 Restructuring Plan, the Company recorded expenses of $ 1,238 , all for one time employee termination benefits. The Company does not expect to incur additional costs related to the 2022 Restructuring Plan. The following table is a reconciliation of the beginning and ending restructuring liability for the year ended December 31, 2022, related to the 2022 Restructuring Plan: EE&T M&T Total Balance as of December 31, 2021 $ — $ — $ — Accrual and accrual adjustments 1,012 226 1,238 Cash payments ( 739 ) ( 224 ) ( 963 ) Balance as of December 31, 2022 $ 273 $ 2 $ 275 The restructuring liability for severance and termination benefits is reflected in "Employees and payroll accruals" in the consolidated balance sheet as of December 31, 2022. 2023 Reorganization Plan On January 3, 2023, after the balance sheet date, the Board of Directors of the Company approved a re-organization plan (the “2023 Reorganization Plan”) that included, among other things, downsizing approximately 11 % of the Company’s current workforce and adapting the Company's organizational structure, roles, and responsibilities accordingly. The 2023 Restructuring Plan is focused on realigning the Company’s operations to further increase efficiency and productivity, in reaction to the worsening economic climate and outlook. The 2023 Restructuring Plan's main objectives are to position the Company for lower demand, spend, and available budgets from prospects across the Company's market segments, align the Company's business strategy in light of these market conditions and support the Company’s growth initiatives and return path to profitability. In connection with the 2023 Reorganization Plan, the Company expects to incur net pre-tax charges of approximately $ 1,000 , primarily for severance and related costs, all of which are expected to be expensed in the first quarter of 2023. All of these charges are expected to result in cash expenditures. The 2023 Reorganization Plan is expected to be substantially completed in the first half of 2023. 124 Table of Contents Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. None.