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Operator
Greetings, and welcome to the GAN's Third Quarter 2022 Earnings Conference Call. At this time, all participants are in a listen-only mode. A brief question-and-answer session will follow the formal presentation. (Operator Instructions) As a reminder, this conference is being recorded. It is now my pleasure to introduce your host, Robert Shore, Vice President of Investor Relations. Thank you, sir. You may begin.
Robert Jason Shore - VP of IR & Capital Markets
Thanks, Maria, and good afternoon, everyone. GAN's third quarter 2022 earnings release was issued today after the March close and is posted on the company's website at gan.com. With me today are Dermot Smurfit, President, and CEO; and Karen Solera, CFO. Please note the set of PowerPoint slides that will accompany our prepared remarks. You may have access to this slide. You may access these slides in the Investor Relations section of our website. I'd like to direct you to Slide #1 of the presentation will be posted on the IR portion of our website that talk to our forward-looking statement and legal disclosure. Along those lines, I'd like to remind our audience today that we may make forward-looking statements on the call which protect our safe harbor afforded by expenses acuities laws and in each case, are calcified for the forward-looking disclaimers contained in our earnings release.
The comparisons we make on the call today relate to the corresponding period of last year, unless otherwise noted. We also provide growth rates at constant currency when available as a framework of possessing how our underlying business performed, excluding the effect of foreign currency fluctuations. Where growth rates are the same in constant currency, we'll refer to growth rate only. Please also note that we discuss all of our expense figures. They will exclude stock-based compensation and related payroll taxes, as well as depreciation and amortization, and nonrecurring charges. Please refer to our filings with the SEC to understand how we calculate any of the metrics discussed on today's call. With that, I'll turn the call over to our CEO, Dermot Smurfit. Dermont, go ahead, please.
Dermot Stopford Smurfit - President, CEO & Executive Director
Thank you, Bobby, and good afternoon, everyone. Please join me on the second slide of the presentation to discuss our third-quarter 2022 financial performance and operating segment results. I'll start with our consolidated quarterly results. We generated revenue of $32.1 million, which was roughly flat compared to the prior year and up 11% on a constant currency basis. As a quick note, foreign currency was a headwind for revenue but positively impacted our operating expenses this quarter. Adjusted EBITDA was $2.1 million, delivering on our commitment for a positive number every quarter this year. We ended the quarter with approximately $42 million in cash, which was $7 million lower from the prior quarter and heavily impacted by both the effect of foreign currencies as well as timing of capital expenditures, including required investments in gaming licenses for soon-to-be-launched regulated territories of Nevada and Mexico. However, we are making important progress toward achieving sustained positive free cash flow, with operating cash flow being positive for the first time since the second quarter of 2021.
Additionally, Q4 is seasonally the strongest quarter, and combined with our cost reduction initiatives, that are yielding positive results. We anticipate positive operating cash flow in the fourth quarter as well. Lastly, we anticipate Q4 will be the lowest quarter of the year for capital expenditures, with our investments in content, gaming licenses, and PP&E largely complete for the year.Â
Turning to the fourth quarter and full-year performance. FX headwinds and the uncertain impact of the upcoming World Cup on our B2C business are creating a wide range of potential outcomes despite a positive start in October when we experienced an all-time monthly record in sports betting handle on a constant currency basis. As a result, we will not be providing revenue or adjusted EBITDA guidance for the fourth quarter. I'm not at all pleased with not delivering on what we had previously provided to -- the Street this year, not at all. I take ownership of this as CEO, and we'll be further adjusting our cost structure and making operational improvements to deliver on expectations and ensure a healthy balance sheet. Looking now at our 2 segments, I'll begin with B2C. Revenue in the segment was $19.4 million versus $21.1 million in the prior year. The underlying health of the business remains robust, with active customers increasing 31% and turnover with the amount wagered increasing 16% from the prior year period. The mix shift of customers is skewing towards Latin America, where average wagers tend to be lower than in European countries, but rapid returns on marketing investments and user acquisition remain consistent. The results relative to the prior year were impacted by a couple of main items. Firstly, the international business of coolbed.com saw a negative foreign currency impact to revenue of $3.3 million because of the strengthening U.S. dollar.
To note, on a constant currency basis, year-over-year revenue is growth of 8% versus the actual decline of 8%. Secondly, continued marketing challenges emerge in certain European markets and increased competition in certain Latin American markets. On the B2B side, we generated $12.7 million in revenue, which was a 14% increase from $11.2 million in the prior year. The revenue increase was driven by a 29% increase in gross operator revenue. Our take rate on that cross-operator revenue, however, was down 60 basis points to 4.6% due to the mix shift of revenue during the quarter. Over time, we expect our take rate all the digital gaming value chain to increase, driven by our expanded B2B offerings, but this metric can tend to be volatile from quarter to quarter depending on the revenue mix. Flipping now, please, on to the next slide, Slide #3.Â
On the positive side, we continued to make strides on key strategic initiatives in the quarter, and there were strong underlying growth trends in both of our business segments. Notably, we ushered into operation a new B2B product line for the company, GAM Sports, completing our existing B2B product and service offerings of a leading platform or PAM, iGaming content aggregation or super RGS. Simulated gaming for deployment prior to iGaming regulation and, of course, our retail and online sports gambling solutions. We are a proven one-stop shop for all your B2B needs here in the U.S. whether you need just the PAM or the complete enterprise solution ranging from PAM to iGaming to retail and online sports driven by our managed trading services team, we now believe we have all pieces of the jigsaw puzzle here in the U.S. Looking ahead, there is a lot of excitement for the world help which kicks off this Sunday with Qatar versus Ecuador.
While the tournament will be a huge event for the industry, similar to commentary this earnings season from our international B2C peers pinpointing the revenue impact is nearly impossible given a multitude of factors, including what teams advanced to late round. For some context, looking back to the second quarter of 2021, that featured the Coupa and European championships, our new depositing customers more than doubled over the events versus the prior month, which causes us to be optimistic for a similar operator outcome in the current quarter. While I'm generally pleased with the underlying strong trends in the business and the progression of GAM Sports, the timing of our revenue acceleration on the B2B side has been delayed by the timing of state regulatory approvals and state-by-state legislation, particularly on iGaming. We now possess gaming licenses in 19 U.S. states as well as Ontario, Canada.Â
As noted previously, these regulatory relationships and privileged licenses represent very real assets, both today and in the future as well as create a significant barrier to entry for competition. While we can't control these dynamics in the interim, we can improve our cash generation as we await new states coming online. And as an organization, we absolutely must do a better job of continuing to be more profitable and cash-generative while staying nimble to deliver for our clients. This will be achieved by a laser focus on all of our operating expense line items heading into next year. There's also an opportunity to reallocate our marketing spend on B2C to only the highest return regions along with other measures to drive profitability. To assist in this task and before moving on, I'll take the opportunity to welcome Mr. Eric Green to our Board of Directors. I know some on this call may, in fact, know Eric. Eric's expertise in the capital markets and the U.S. gaming space will be invaluable as we execute our strategy of becoming the premier B2B technology provider here in the U.S., and he adds important independent leadership to our Board.
Our Board of Directors will continue to evaluate its composition and structure to ensure we have the right leadership and expertise to support our growth plan and drive shareholder value. Moving now on to the next slide, Slide #4. And so we delivered new content. We launched new clients and recently debuted our new Coolbet Sportsbook app in the Ontario market. Silverback Studios, which we acquired last December, now has 5 live slot titles online, with an additional 5 more slow titles expected by the end of the first quarter.Â
The initial performance metrics are highly encouraging, and each game has outperformed its subsequent release. In December, we will launch Tiki Bonanza, which features a unique take on lot reels that allow players not only to lock any of the 5 wheels after any spin, but also to change their stakes before they spin again without losing their locks. The Silverback team is very excited to debut this title with an expectation that this will be the strongest title released to date. We entered 2 new markets in the quarter with the launch of our platform at Oak Wan Casino in Arkansas and the debut of course, of our retail GAN sports in Mississippi with Deep Island View Casino & Resort. While switching on 20 sports betting kiosks on the Gulf Coast, Mississippi would be a material near-term revenue driver, in my view, this actually matters more than any B2B product and service launch in GAM's history. We created a leading sports betting product that we expect to garner considerable success here in the U.S. While there are simply too many Gamesters and organ employees to name across the globe, I'd like to personally thank everyone directly involved for their efforts of getting GAN sports live and into the market. JanSport's received great feedback at Global Gaming Expo last month in Las Vegas.
The product is truly differentiated, given the ease of use, the end-user personalization, and the operator customization ranging from the user interface to hybrid creating models, and we expect to announce new client partners when contracts are formalized. Moving north of the border, the Coolbet team just launched a native IOS app in the Ontario market. It's too early to tell the impact, given limited data, but it does open new marketing channels to that line of business. That being said, Coolbet's 20-year history in offsetting and risk management in the country's national sport, ice tacky as well for the potential success in that market.
Wrapping up now on Slide 5 and looking near term, it will be an exciting fourth quarter with the FIFA World Cup. We will be watching day by day to see new customer sign-ups, wagering volumes, and other key metrics for our B2C business. As we head into 2023, we'll be entering 2 new B2B markets, with Red Rock Resorts providing our sports platform in the Las Vegas local market. And in addition, the Coolbet B2C brand will go live in Mexico. However, what's critical is delivering revenue growth and positive adjusted EBITDA, and free cash flow to drive a healthy business. We will be nicely focused on prudent spending and cost-cutting where appropriate to drive bottom-line performance as we await for acceleration in our revenues. Let me just take a small step back for a moment and speak to the state of the union.Â
Currently, iGaming operates in just 6 U.S. states, with really the 3 key larger states of New Jersey, Pennsylvania, Michigan, driving the majority of the $5.1 billion in estimated revenue in 2022 from iGaming. Retail sports books are permitted in 32 states with online sports books currently allowed in 22 states, which combined are expected to generate $7.1 billion in 2022. We really are still in the earliest days of this process and the massive overall opportunity for commercial and tribal gaming operators. This is what truly excites me day in and day out for what can accomplish for its clients. I truly believe GAN is uniquely positioned to provide a range of clients with a full suite of enterprise solutions that gets them up, running and winning. From this perspective, there is really no true competitor GAN that can deliver this type of comprehensive offering here in the U.S. And so while the timing of the opportunity is challenging to pinpoint, it remains as real and tangible as ever, I remain confident that GAN will be a major beneficiary of this opportunity. And with that, I'll hand it over to our CFO, Karen Flores. Karen?
Karen E. Flores - Executive VP, CFO & Executive Director
Thank you, Dermot, and good afternoon, everyone. Starting with our consolidated financial results on Slide 7. Q3 revenue of $32.1 million was flat compared to the prior year. B2B revenue of $12.7 million increased 14%, and B2C revenue of $19.4 million declined 8%. Adjusting for the effect of foreign currency exchange, revenue increased 11% in constant currency, normalizing a $3.6 million year-over-year impact primarily realized in our B2C segment. Excluding this impact, revenue increased 16% and 8% for B2B and B2C, respectively. Adjusted EBITDA was $2.1 million versus a loss of $900,000 in the prior year period. The FX headwind on revenue was a tailwind or benefit to our operating expenses this quarter as nearly 90% of our approximate 700-employee global workforce are now based internationally, and we observed larger quarter-over-quarter declines in both the euro and pound. I'll dive a bit deeper into our OpEx improvements on the next slide.
But first, as Dermot mentioned, given the uncertainty on the range of World Cup outcomes and the impact of FX on our business, we will not be providing guidance for the fourth quarter of 2022. That said, holding B2C sports margin within our normalized range, we do expect the fourth quarter to be the seasonally strongest of the year and to continue to deliver on our commitment to generate positive adjusted EBITDA each quarter this year. Let's dig into this on the next slide. Our continued cost discipline, coupled with FX tailwinds have demonstrably impacted our profit margins, and we are proud that the trajectory has shifted from an adjusted EBITDA loss to a profit year-over-year. The churn on the left measures our cost structure as a percent of revenue year-over-year.Â
You will see marketing spend increased 410 basis points to 14.2% of revenue. This is mainly attributable to supporting the organic growth of our B2C business, where the marketing spend ratio this quarter of 23% is still well below the peer group and to a lesser extent, this also includes timing of industry trade shows and related spend such as G2E. This is a dial that we have full control over, and we are actively evaluating capital allocation to ensure spend is focused on the highest ROI regions, channels and opportunities for 2023. Excluding marketing spend, every other operating expense category being our cost of sales, personnel or other OpEx declined over 400 basis points each versus the prior year period, primarily on cost controls and FX benefits. In total, our non-cost of sales expense structure declined 5 percentage points from 69% to 64% of revenue, and we see this as great progress towards the commitments we've made to change scale and achieve profitability. Turning to the chart on the right-hand side, this illustrates the growth we have been delivering in adjusted EBITDA since the third quarter of last year.
Quarter-to-date, we improved adjusted EBITDA by reversing a loss. Year-to-date, we've doubled the adjusted EBITDA profit versus the prior year. And the full year, we expect to maintain this trajectory again, reversing the loss we incurred in 2021. The path we are on ultimately will translate into sustained positive free cash flow. Moving on to the next slide, Slide #9. I'll take a moment to highlight some key metrics this quarter and our path to sustained positive free cash flow.Â
First, we have a cash-generative CapEx-light growing B2C business. As a proof point, the team driving our entry into the Mexico market is under 10 employees. And as we've discussed before, the marketing playbook for our B2C operation is to enter the market through a focused social media and digital campaign, which allows us to scale the business over time rather than invest in a big splash launch. And importantly, as the pure-play B2B player in the early-stage U.S. digital gaming market, we do not spend marketing dollars, but rather strictly take the recurring cut of the value chain. Second, there have been strides made with continued room for refinement of our corporate cost base, which is essentially fixed in nature. Items such as corporate insurance and bringing professional costs in-house are tangible opportunities for near-term savings without impacting our growth objectives. In fact, we've already capitalized on some of these opportunities, and we'll see some benefit of cost reductions starting in this quarter.
Third, I'll touch on our capital expenditures and cash. In Q3, we view our cash burn as burdened by both the timing of unfavorable FX and CapEx with required investments in PP&E and gaming licenses for new upcoming markets. Looking forward, our fourth quarter CapEx should be the lowest of the year, with the de minimis cost for gaming licenses, sequentially lower PP&E, and investments in exclusive gaming content largely complete for the year. To reinforce what Derma said earlier, Q4 is seasonally the strongest quarter and combined with our cost reduction initiatives, that are yielding positive results. We anticipate positive operating cash flow in Q4. We are committed to ensuring a healthy balance sheet and runway to sustain positive free cash flow, and we'll continue to adjust the cost structure to ensure these goals are achieved.Â
To wrap up my remarks on the next slide, and as Dermot noted, while there were a lot of positives this quarter, we haven't delivered on all our prior commitments to our shareholders, and we must and will do better by taking action to further focus our business, making as much progress as possible as quickly as possible in the areas of our business that we are able to control. We did deliver growth in our B2B segment, our B2C segment on a constant currency basis, and $2 million of adjusted EBITDA profit. There is a lot to look forward to in the quarters ahead with our entry into the $600 million in Mexico online gaming market, the launch of GAM Sports in the Las Vegas locals market with Red Rock, and the World Cup kicking off this weekend. These revenue opportunities should translate into a higher conversion of profit and, ultimately, free cash flow as we continue to refine our cost structure and scale. With that, I'll now turn the line back over to the operator to open it up for questions. Maria, back to you.
Unidentified Analyst
This is Christian Deli on behalf of David. I think about a year ago, you laid out a longer-term target of $500 million to $600 million revenues by 2026, and understand a lot can change in 1 year, especially in this space. I just wanted to get your updated thoughts on kind of mid- to longer-term aspirations for this company.
Karen E. Flores - Executive VP, CFO & Executive Director
First of all, it's important to say that on our first-quarter earnings call, we did note that the 2023 target was aspirational and contingent on a number of things happening, which included timing around the launch of sports and also additional states regulating. But with that said, we're currently evaluating that and are likely to provide 2023 guidance during our fourth-quarter conference call.
Unidentified Analyst
Great. But how are we thinking about kind of more longer term to like 2026? And also California, the recently rejected propositions on smart betting. How are you thinking about next cycle and what kind of opportunities there may be in sites like California and Florida?
Robert Jason Shore - VP of IR & Capital Markets
Yes. Thanks, Sand. I mean, California was disappointing for many, but we looked at it as 2 propositions that effectively split the boat. So it's, of course, possible that we'll see perhaps any one proposition come in 2023, which I think would be a relief to many stakeholders and listeners on this call. In the meantime, there's plenty of opportunity for GAN sports in both retail and online. We've made great progress year-to-date. And we're firm believers in our 2026 revenue targets based on both the ramp-up and organic growth coming out of B2C in various different international markets, particularly Latin America. But crucially, for our core value proposition, which is B2B here in the U.S., we are seeing very, very high levels of demand for the GAM sports capability. And we look forward to making additional new client announcements as and when contracts are finalized.
Operator
Our next question comes from Chad Beynon with Macquarie.
Chad C. Beynon - Head of US Consumer, SVP and Senior Analyst
I wanted to ask about the B2C growth rates. I believe you said 8% same-store FX-adjusted growth rate in the third quarter. I believe we had thought about this being certainly a double-digit grower. I know the gross margin was a little bit light, but I guess I'm kind of focusing on the handle. As we look at the markets where you operate, kind of Norway, Finland, Sweden, and then kind of what you're doing in Latin America. Can you talk about what the growth rates are looking at broadly? Are you seeing the growth rates in Latin America that you originally sought out to achieve? And what's going on in some of the core markets? Is that what's kind of bringing down the B2C market on the overall financials?
Robert Jason Shore - VP of IR & Capital Markets
Yes, Chad, thanks for that. In the Q3 of 2021, in fact, in Latin America, in certain of our key markets, we had a greater-than-anticipated tailwind from turbine lockdowns of gaming start retail gaming establishments. So that was one factor that impacted year-over-year. Effectively, in Q3 '21, we had most of that quarter, we had a tailwind that was unexpectedly strong. But generally, I think you should think teen percentage growth year-over-year would be a natural way of thinking about the B2C business and the growth prospects going forward. So Karen, any additional color?
Karen E. Flores - Executive VP, CFO & Executive Director
Yes. I mean, we haven't had another major customer acquisition opportunity really since the Copa America and the Euro Q2 of last year. So again, we're looking forward to the World Cup. We think it's going to be a pretty major opportunity, at least from customer acquisition and underlying KPI perspective. And then, throughout 2023, we'll have opportunities to reactivate all of the customers that we've acquired during the tournament. So we're excited for what is to come in the fourth quarter.
Robert Jason Shore - VP of IR & Capital Markets
And then, on the capital allocation, good to hear that you're reiterating the Q4 positive cash flow from operations -- on the share repurchase front, I know that there was a press release early in the quarter. How much did you acquire during the quarter? Were you on blackout during any of that period? And how should we expect you to end up spending the remainder of what's out there on the shared repo?
Karen E. Flores - Executive VP, CFO & Executive Director
Sure. We did have purchases that occurred in Q2. We did not have any purchases in the third quarter, and we are just laser-focused right now on achieving cash flow, a sustained cash flow positive runway. So at this point, we're not actively discussing additional purchases, but of course, we'll be opportunistic as we look at 2023 and capital needs.
Chad C. Beynon - Head of US Consumer, SVP and Senior Analyst
Okay. So you weren't on blackout for any of the third quarter. That was an internal decision?
Karen E. Flores - Executive VP, CFO & Executive Director
Correct.
Operator
(Operator Instructions)Â Our next question comes from Ryan Sigdahl with Craig-Hallum Capital Group.
Ryan Ronald Sigdahl - Partner & Senior Research Analyst of Institutional Research
I want to start with guidance, I guess, withdrawn guidance. I get it with the expected volatility. But curious what changed relative to your expectations for World Cup today versus 3 months ago when you're comfortable giving that guidance? And then I guess, just as I think about internal assumptions and standpoint, is there anything in the previous range that wouldn't be a good guidepost for us to think about as we think about Q4, again, assuming and knowing that greater volatility?
Karen E. Flores - Executive VP, CFO & Executive Director
Yes. The first thing I would say, Ryan, is it's not just the range of outcomes for the World Cup. Of course, we've also seen FX movements. And that has continued to degrade with the strengthening of the dollar. We saw that throughout the third quarter. So those are the things that we're also weighing. And really, we're looking at it more just in terms of the confidence balance. So because of the range of outcomes, both from an FX and World Cup standpoint, as we've been talking about constant currency results, et cetera, it really is -- if you just do the math to get to the low end of the previous guidance of $37.9 million for fourth-quarter revenue. So we're just looking at, again, the potential impact of FX, the outcome of the World Cup, and that is the main reason that we're withdrawing the guidance.
Robert Jason Shore - VP of IR & Capital Markets
I think, Ryan, there's another aspect, which is interesting, which is you have a very, very capable tenured, and experienced leadership group in the B2C division. And it's -- as a private company transitions to being a public company, they develop their awareness of the level of certainty required in order to make guidance calls on major sports events. And I think this leadership team in the B2C division has to be commended for being grown-ups about the World Cup and saying, "You know what, there isn't a World Cup that has never been good for bookies" that's just the real history, but you just don't know with certainty of the level required to maintain the revenue guidance for the fourth quarter. So again, I'll commend them for being grown up and being very considered in the way that they've enabled us to make these statements today.
Ryan Ronald Sigdahl - Partner & Senior Research Analyst of Institutional Research
Then just my second follow-up here. Can you provide an update on the relationship with FanDuel for the platform and PAM, given you are the exclusive provider of their gaming casino gaming operations ending in January 2023, but acknowledging again that the contract does extend through 2025 with various elements? So curious kind of how the negotiation is going out with that exclusivity ending here in January?
Robert Jason Shore - VP of IR & Capital Markets
Ryan, you would be surprised if we'll simply say we'll update the market as when we have something to update the market with. I mean, for now, we don't see any operational change in the relationship as you go through the January date that you called out. So we're very comfortable with the data quoted. We're very happy with the nature of the expanded relationship into Ontario north of the border and, of course, the very significant U.S. online casino, which we are operating for them and with them in a great partnership.
Operator
We have reached the end of our question-and-answer session. I would now like to turn the floor back over to Dermot Smurfit for closing comments.
Dermot Stopford Smurfit - President, CEO & Executive Director
All right. Thank you, everyone, for joining us today and, of course, for your interest in our company. There are a lot of upcoming things to be excited about in our business, and the mid-to longer-term massive opportunity for GAN to monetize our enterprise technology solutions for regulated iGaming and sports handling here in the U.S., an opportunity which remains in its infancy. In the interim, we will continue to work to operate our business as efficiently as possible, identify opportunities to maximize shareholder value, and ultimately navigate our enterprise through this challenging macro environment. On this basis, I very much look forward to updating you all early in the new year. Thank you again.
Operator
This concludes today's conference. Thank you for your participation. You may now disconnect your lines.