Good day, everyone. Thank you for standing by. Welcome to Adeia's Third Quarter 2024 Earnings Conference Call. During today's presentation, all parties will be in a listen-only mode. Following the presentation, the call will be open for questions. I would now like to turn the call over to Chris Chaney, Vice President of Investor Relations for Adeia. Chris, please go ahead.

Good afternoon, everyone. Thank you for joining us as we share with you details of our quarterly financial results. With me on the call today are Paul Davis, our President and CEO; and Keith Jones, our CFO. Paul will share with you some general observations regarding the quarter, and then Keith will give further details on our financial results and guidance. We will then conclude with a question-and-answer period. In addition to today's earnings release, there is an earnings presentation, which you can access along with the webcast in the IR portion of our website. Before turning the call over to Paul, I would like to provide a few reminders. First, today's discussion contains forward-looking statements that are predictions, projections or other statements about future events, which are based on management's current expectations and beliefs and therefore, subject to risks, uncertainties and changes in circumstances. For more information on the risks and uncertainties that could cause our actual results to differ materially from what we discuss today, please refer to the Risk Factors section in our SEC filings, including our annual report on Form 10-K and our quarterly report on Form 10-Q. Please note that the company does not intend to update or alter these forward-looking statements to reflect events or circumstances arising after this call. To enhance investors' understanding of our ongoing economic performance, we will discuss non-GAAP information during this call. We use non-GAAP financial measures internally to evaluate and manage our operations. We have, therefore, chosen to provide this information to enable you to perform comparisons of our operating results as we do internally. We have provided reconciliations of these non-GAAP measures to the most directly comparable GAAP measures in the earnings release, the earnings presentation and on the Investor Relations section of our website. A recording of this conference call will be made available on the Investor Relations website at adeia.com. Now I'd like to turn the call over to our CEO, Paul Davis.

Thank you, Chris, and thank you, everyone, for joining us today. I am pleased to be here to share the results of our third quarter and the progress we have made in our business. I want to first cover a significant recent development, the filing of patent infringement litigation against Disney. We have had great success over the past several years in signing license agreements without the need for litigation, as evidenced by our over 100 agreements we have signed in the past three-plus years. We always prefer to reach a mutually agreeable resolution. However, sometimes we are left with no choice. To that end, let me briefly discuss the litigation we filed earlier today against -- the Walt Disney Company and certain of its subsidiaries, including Hulu and ESPN for their unauthorized use of our IP. The lawsuits we filed include six patents in the US and three in Europe, all related to various aspects of our media streaming technology utilized by their streaming platforms. While we remain willing to negotiate a resolution that fairly compensates Adeia for our valuable IP, we are also fully prepared to proceed through the entirety of the legal process to protect our rights, and we are confident in our ability to achieve a positive outcome. Finally, I'd like to emphasize that Disney was not contemplated in our prior or current revenue guidance for 2024. As we look at other progress in our business, our pipeline of new opportunities in key verticals such as OTT, semiconductor and e-commerce continues to strengthen, and we are advancing many of these to the final stages of negotiation. Following the end of the third quarter, we closed a multiyear e-commerce license agreement with Neiman Marcus, a leading luxury retailer with a growing e-commerce presence. This agreement with Neiman…

Thank you, Paul. I'm pleased to be speaking with you today to share details of our third quarter 2024 financial results. We delivered revenue of $86.1 million in the third quarter, driven by the execution of seven deals across multiple verticals including Consumer Electronics, Pay-TV, Semiconductor, and OTT. And shortly after we closed the third quarter, we signed a new multi-year agreement with Neiman Marcus, demonstrating early success in our e-commerce media adjacent market vertical. Now, I would like to discuss our operating expenses, for which I will be referring to non-GAAP numbers only. During the third quarter, operating expenses were $35.3 million, an increase of $300,000 or 1% from the prior quarter. Research and development expenses were $13.7 million and were consistent with the prior quarter. Selling general and administrative expenses increased $1.9 million or 11% from the prior quarter, primarily due to higher personnel costs as a result of increases in staffing, higher spending to support our sales efforts in both the media and semiconductor businesses, and due to a non-recurring benefit on the recovery of bad debt expense in the prior quarter related to our settlement with X. Litigation expense was $2.7 million, a decrease of $1.6 million or 38% compared to the prior quarter, primarily due to the timing of expenses related to certain legal matters. Interest expense during the third quarter was $12.8 million, a decrease of $540,000 from the prior quarter due to the benefit of a lower interest rate following the successful repricing of our term loan and due to our continued debt repayments. Our current effective interest rate, which includes amortization of debt issuance costs, was 9.2%. I would like to highlight that our year-over-year interest expense has decreased $2.9 million, which is a significant accomplishment as we continue to deleverage our…

Thank you. [Operator Instructions] And it looks like our first question today comes from the line of Madison De Paola with Rosenblatt Securities. Madison, please go ahead.

Hi. Thanks for taking my question. So I'm just wondering, could you provide any more details around the semiconductor license signed during the quarter?

Hi Maddie, this is Paul Davis. Thanks for the question. I hope you're doing well. We can't get into too much, details on it. But I think what it really shows is the continued interest in hybrid bonding. We're getting tremendous interest and really across the board in a number of different customers. And it's really exciting for us as that hybrid bonding adoption as I said in my prepared remarks we're really seeing it across a number of industries including obviously flash memory where we're seeing increased adoption after our signing of our deals with Kioxia and Western Digital last year. And then, also, in logic, we continue to see more devices. And then, finally, we're continuing to monitor and look at what people are talking about in high-bandwidth memory as well. So we're very excited about it. Unfortunately though, because of confidentiality, I can't get too much more into details about a specific agreement.

Okay. Great. Thank you. And then I just was wondering, what are the trends that you're seeing in Pay-TV subscribers from your customers' point of view?

Yeah. I think it's like -- it's more of the same. It's really -- we're continuing to see declines in subscribers in our customer base in the U.S., with traditional Pay-TV. It’s right in line with what our, expectations are though. We put that into our forecast both for the year and in our long-term forecast as well. So we continue to see that going down over a period of time. We do think it will level out after a few years, is our expectations. But we've modeled that into our forecast and it is what it is, in terms of what we are what our expectations are. The one thing I would note though is, there is tremendous growth in obviously OTT, the virtual MVPD players. And so, that's the plan. That's how we're trying to offset those declines that we anticipated. And we're very confident in our ability to continue to execute towards that plan to offset the expected declines.

Okay. Great. Thank you guys so much.

All right. Thanks, Madison. And our next question comes from the line of Hamed Khorsand with BWS Financial. Hamed, please go ahead.

Hi. So my first question is what gives you the confidence that you would sign at least one in Q4? And then, the slippage into 2025 actually happens?

Yeah. Listen Hamed I think it's a fair question. I think what gives us confidence is just the regular communication that we continue to have with these customers and also just our pipeline of opportunities continues to expand. And so we've signed seven deals in Q3. These deals though take time. Even those deals that we signed were -- took quite a bit of time to ultimately conclude. But where we're at and the progress we've made the frequency of communication that we're having and we think there -- our goal is to close both of them but we wanted to be transparent about that there could be one of them that closes in Q4 and the other could slip into 2025. But our goal and what we're pushing the team to is still get both of them done this year.

So is it fair to assume that at least the one that you're saying that might go into 2025 is not Disney?

Yeah. I mean, Disney was not in our near-term opportunities. As I noted on the call, it wasn't a 2024 revenue projection for us. And so we -- that was not one of the ones that we were counting on for 2024.

Okay. Thank you.

You’re welcome.

All right. Thank you, Hamed. And our next question comes from the line of Matthew Galinko with Maxim Group. Matthew, please go ahead,

Hey. Thanks for taking my questions. So maybe first, could you give us a little bit of background on I guess how long the negotiation with Disney was ongoing prior to you filing the infringement cases? And anything you could share with us about what the sticking point might have been? Is it really just kind of a price discovery issue? Or maybe just any background you could share on that.

Yeah. Thanks, Matt. Unfortunately, we can't get into specific details. Like our conversations with our customers are often covered under confidentiality agreements. What I can say is, generally speaking, we pride ourselves on getting deals done and taking the time to get deals done, and we have lengthy discussions. I've mentioned multiple times, often our cycle is 18 to 24 months. Sometimes it can even take longer than that. At some point, though, in discussions, it becomes clear if someone we're going to be able to get a deal done or not. And in this case, we determined, obviously, by following this litigation that we needed to move down that -- in that step. As Keith said, we see this as a step forward, right? This is something that we needed to do. We're confident in the cases that we filed today, and that we'll ultimately be able to get a good outcome from them.

All right. Thanks. And then I think you've referenced the shift in capital allocation for a couple of quarters now. So I'm wondering what the pipeline looks like for those sorts of tuck-in M&A opportunities now that you're a little bit more able to execute on them.

Yeah. Great question, Matt. So I kind of start with the catalyst is kind of thinking about even with the guidance that we've talked about, the overall stability in our business. So really with that, and we talk about capital allocation, one thing that we didn't mention in some of our prepared remarks is that, that cash flow outlook that we've alluded to noting that it was going to be slightly above what we had realized in 2023 is absolutely on point today. Our outlook is that we see the strength in the cash flow and that's a minimum expectation that we have for ourselves. So, if you take that strength and outlook in our business, coupled with our backlog, coupled with opportunities and then the cherry on top, quite frankly, is the repricing that we have and the interest rate we have a tremendous amount more flexibility. So in Q4, you're going to see a few things. You're going to see us paying down some of our debt, and you're going to see us starting some of the share repurchase programs that we alluded to with the $200 million authorization that our Board has allotted us. So we're quite excited. This is all part of our vision of returning capital to shareholders, and this is very consistent with what we've been alluding to in the last two calls.

All right. Anything else, Matt?

No, that's it for me. Thanks.

Okay. Thank you for the questions.

And that does conclude today's Q&A session. I will now turn the floor back over to President and CEO, Paul Davis for closing comments. Paul?

Thank you, operator. I want to thank our employees for remaining committed to executing our business plan and the progress we have made in 2024. In December, we will be participating in the Wells Fargo Technology and Media Summit and the UBS Global Media and Communications Conference. We look forward to seeing you at these events and updating you on our progress. Thank you for joining us today.

Thanks, Paul. And ladies and gentlemen, that concludes today's call. Thank you so much for joining, and you may now disconnect. Have a great day, everyone.