dsp-20240331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from_______to_______

Commission File Number: 001-40015

______________________________________________________________________________________________________________________________________________________

Viant Technology Inc.

(Exact name of registrant as specified in its charter)

______________________________________________________________________________________________________________________________________________________


Delaware						85-3447553
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)
2722 Michelson Drive, Suite 100 Irvine, CA 92612
(Address of principal executive offices and zip code)

(949) 861-8888

(Registrant’s telephone number, including area code)

______________________________________________________________________________________________________________________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A common stock, par value $0.001 per share

DSP

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	x	Smaller reporting company	x
Emerging growth company	x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes o No x

As of April 26, 2024, there were 16,509,766 shares and 46,984,825 shares of the registrant’s Class A and Class B common stock, respectively, $0.001 par value per share, outstanding.

TABLE OF CONTENTS


		Page

Special Note Regarding Forward-Looking Statements		3

PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements	4
	A. Condensed Consolidated Statements of Operations	4
	B. Condensed Consolidated Balance Sheets	5
	C. Condensed Consolidated Statements of Equity	6
	D. Condensed Consolidated Statements of Cash Flows	7
	E. Notes to the Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	37
Item 4.	Controls and Procedures	38

PART II.	OTHER INFORMATION	39
Item 1.	Legal Proceedings	39
Item 1A.	Risk Factors	39
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	65
Item 3.	Defaults Upon Senior Securities	66
Item 4.	Mine Safety Disclosures	66
Item 5.	Other Information	66
Item 6.	Exhibits	66

Signatures		67

Special Note Regarding Forward-Looking Statements

This Quarterly Report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which statements involve substantial risks and uncertainties.

In some cases, you can identify forward-looking statements by words such as “may,” “will,” “should,” “could,” “intend,” “consider,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict” or “continue” or the negative or plural of these words or other similar terms or expressions. All statements other than statements of historical fact are forward-looking statements, which speak only as of the date they are made, and are not guarantees of future performance. Forward-looking statements contained in this Quarterly Report include, but are not limited to, statements about: our future financial performance, including our revenue, cost of revenue, gross profit, contribution excluding traffic acquisition costs (“contribution ex-TAC”), adjusted EBITDA, and operating expenses; trends in our key business measures; the sufficiency of our cash and cash equivalents and cash provided by sales of our products and services to meet our liquidity needs; market trends; our market position and opportunity; our growth strategy and business aspirations for our demand side platform in enabling the programmatic purchase of advertising in the digital advertising industry; our product strategy; our efforts to enhance the security and privacy of our platform; the impact of information and data privacy trends and regulations on our business and competitors; the potential impacts of macroeconomic and geopolitical events on our business and the business of our customers, suppliers and channel partners, and the economy; our ability to attract new customers and retain existing customers; our ability to successfully expand into our existing markets and into new markets; our ability to effectively manage our growth and future expenses; our environmental and sustainability commitments; and the impact of recent accounting pronouncements on our unaudited condensed consolidated financial statements.

The forward-looking statements contained in this Quarterly Report are based on historical performance and management’s current plans, estimates and expectations in light of information currently available to us and are subject to uncertainty and changes in circumstances. There can be no assurance that future developments affecting us will be those that we have anticipated. Actual results may differ materially from these expectations due to changes in global, regional or local political, economic, business, competitive, market, regulatory and other factors, many of which are beyond our control, as well as the other factors described in the section entitled “Risk Factors” in this Quarterly Report. Additional factors or events that could cause our actual results to differ may also emerge from time to time, and it is not possible for us to predict all of them. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove to be incorrect, our actual results may vary in material respects from what we may have expressed or implied by these forward-looking statements. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and we caution that you should not place undue reliance on any of our forward-looking statements. Any forward-looking statement made by us in this Quarterly Report speaks only as of the date on which we make it. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by applicable securities laws.

We may use the "Investor Relations" section of our website, our LinkedIn account, and the LinkedIn account of our Chief Executive Officer, Tim Vanderhook, as a distribution channel for material information about the Company. Financial and other important information regarding the Company is routinely posted on and accessible through the "Investor Relations" section of our website at investors.viantinc.com and the foregoing LinkedIn pages. In addition, you may automatically receive email alerts and other information about the Company when you enroll your email address by visiting the "Email Alerts" option under the IR Resources menu of the Investor Relations section of our website at investors.viantinc.com.

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

VIANT TECHNOLOGY INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited; in thousands, except per share data)


	Three Months Ended March 31,
	2024		2023
Revenue	$	53,393	$	41,720
Operating expenses:
Platform operations	29,880		23,337
Sales and marketing	12,899		12,169
Technology and development	5,232		5,894
General and administrative	11,074		11,428
Total operating expenses	59,085		52,828
Loss from operations	(5,692)		(11,108)
Other expense (income), net:
Interest income, net	(2,381)		(1,819)
Other expense, net	2		87
Total other expense (income), net	(2,379)		(1,732)
Loss before income taxes	(3,313)		(9,376)
Benefit from income taxes	(99)		—
Net loss	(3,214)		(9,376)
Less: Net loss attributable to noncontrolling interests	(2,267)		(6,896)
Net loss attributable to Viant Technology Inc.	$	(947)	$	(2,480)
Earnings (loss) per share of Class A common stock:
Basic	$	(0.06)	$	(0.17)
Diluted	$	(0.06)	$	(0.17)
Weighted-average shares of Class A common stock outstanding:
Basic	15,949		14,748
Diluted	15,949		14,748

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

VIANT TECHNOLOGY INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited; in thousands, except share and per share data)


	As of March 31,		As of December 31,
	2024		2023
Assets
Current assets:
Cash and cash equivalents	$	206,057	$	216,458
Accounts receivable, net of allowances	113,508		117,473
Prepaid expenses and other current assets	7,978		6,486
Total current assets	327,543		340,417
Property, equipment, and software, net	29,356		28,261
Operating lease assets	24,898		22,995
Intangible assets, net

SEC Form 10-Q filed by Viant Technology Inc.