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Item 5. Market for Registrant’s Common Equity

2021-02-25 compared with 2020-02-27 · 50 added, 5 removed, 15 unchanged (79% of the section changed)

Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Our common stock has been listed on the New York Stock Exchange, or the NYSE, since April 1, 2014 , under the symbol "RUBI." Prior to our initial public offering, or IPO, there was no public market for our common stock.

Our common stock was listed on the New York Stock Exchange, or the NYSE, from April 1, 2014 through June 8, 2020, under the symbol "RUBI."

On June 8, 2020, the Company voluntarily delisted its common stock from the NYSE and commenced listing on The Nasdaq Global Select Market of The Nasdaq Stock Market LLC ("Nasdaq").

On June 30, 2020, the Company changed its name from "The Rubicon Project, Inc." to "Magnite, Inc." In connection with the name change, the Company changed its ticker symbol from "RUBI" to "MGNI."

Holders of Record

5 unchanged sentences

In addition, our credit facility contains restrictions on our ability to pay dividends.

Recent Sales of Unregistered Securities

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

4 unchanged sentences

There were no repurchases during the quarter ended December 31, 2020.

Use of Proceeds

As of December 31, 2019, all of the proceeds from our initial public offering of common stock effected through a Registration Statement on Form S-1 (File No.

333-193739) have been applied as described in our final prospectus filed with the SEC pursuant to Rule 424(b) of the Securities Act and other period reports previously filed with the SEC.

Stock Performance Graph

This performance graph shall not be deemed "soliciting material" or to be "filed" with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of ours under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

The following graph compares the cumulative total stockholder return on an initial investment of $100 in our common stock between December 31, 2015 and December 31, 2020, with the comparative cumulative total returns of the S&P 500 Index, Nasdaq,Internet Index, S&P Internet Select Industry Index and Russell 2000 Index over the same period.

As previously discussed, we have not paid any cash dividends and, therefore, the cumulative total return calculation for us is based solely upon stock price appreciation (depreciation) and not reinvestment of cash dividends, whereas the data for the comparative indexes assumes reinvestments of dividends.

The graph assumes our closing sales price on December 31, 2015 of $16.45 per share as the initial value of our common stock.

The returns shown are based on historical results and are not necessarily indicative of, nor intended to forecast, future stock price performance.

COMPARISON OF CUMULATIVE TOTAL RETURN

Selected Financial Data

This section is not required for smaller reporting companies.

The following selected consolidated financial data should be read in conjunction with Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations" and our consolidated financial statements and the related notes appearing in Item 8 "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K.

The following table sets forth our selected consolidated historical financial and operating data for the periods indicated.

The consolidated statements of operations data for the years ended December 31, 2020, 2019, and 2018 and the consolidated balance sheet data as of December 31, 2020 and 2019 have been derived from our audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K.

December 31, 2020 December 31, 2019 December 31, 2018 December 31, 2017 December 31, 2016

(in thousands, except per share data)

Revenue $ 221,628 $ 156,414 $ 124,685 $ 155,545 $ 278,221

Cost of revenue 77,747 57,391 60,003 56,836 73,247

Sales and marketing 76,030 44,565 44,556 51,794 83,328

Technology and development 51,546 40,250 37,863 47,500 51,184

General and administrative 52,987 39,750 42,431 55,596 68,570

Restructuring and other exit costs 17,552 2,041 3,440 5,959 3,316

Impairment of intangible assets — — — 4,585 23,473

Impairment of goodwill — — — 90,251 —

Total expenses 275,862 183,997 188,293 312,521 303,118

Loss from operations (54,234) (27,583) (63,608) (156,976) (24,897)

Other (income) expense:

(1,495) (593) (2,143) (431) (1,984)

Loss before income taxes (52,739) (26,990) (61,465) (156,545) (22,913)

Provision (benefit) for income taxes 693 (1,512) 357 (1,762) (4,860)

Net income (loss) (53,432) (25,478) (61,822) (154,783) (18,053)

Net income (loss) per share attributable to common stockholders (1) :

Basic $ (0.55) $ (0.48) $ (1.23) $ (3.17) $ (0.39)

Diluted $ (0.55) $ (0.48) $ (1.23) $ (3.17) $ (0.39)

Weighted-average shares used to compute net income (loss) per share attributable to common stockholders (1) :

Basic 96,700 52,614 50,259 48,869 46,655

Diluted 96,700 52,614 50,259 48,869 46,655

(1) See Note 3 to our consolidated financial statements for a description of the method used to compute basic and diluted net income (loss) per share attributable to common stockholders.

Consolidated Balance Sheet Data

At December 31

2020 2019 2018 2017 2016

(in thousands)

Cash and cash equivalents $ 117,676 $ 88,888 $ 80,452 $ 76,642 $ 149,423

Marketable securities, current and non-current $ — $ — $ 7,524 $ 54,999 $ 40,550

Accounts receivable, net $ 471,666 $ 217,571 $ 205,683 $ 165,890 $ 192,064

Property, equipment and internal use software development costs, net $ 39,841 $ 39,720 $ 48,057 $ 60,127 $ 52,768

Total assets $ 938,960 $ 395,120 $ 360,012 $ 383,635 $ 519,775

Total long-term liabilities $ 35,149 $ 15,685 $ 1,017 $ 1,780 $ 1,825

Total liabilities $ 557,347 $ 283,184 $ 241,999 $ 219,024 $ 220,262

Common stockholders' equity (deficit) $ 381,613 $ 111,936 $ 118,013 $ 164,611 $ 299,513

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity