レザボア・メディア（RSVR）2027年度第2四半期決算説明会：売上高とガイダンスが上昇

要点

• Reservoir Mediaが発表した2027年度第2四半期の売上高は前年同期比10%増（買収効果を含む、オーガニック成長率は4%増）の4,990万ドルとなりました。
• 調整後EBITDAは14%増の2,210万ドル、OIBDAは14%増の2,070万ドルとなりました。
• 純利益は前年同期の220万ドルから約460万ドルへと2倍以上に増加しました。希薄化後EPSは0.03ドルから0.07ドルに上昇しました。
• 音楽出版部門の売上高は、デジタル売上高の10%増およびシンクロナイズ権売上高の13%増に支えられ、8%増の3,320万ドルとなりました。
• 原盤部門の売上高は、デジタル売上高の33%増と著作隣接権売上の増加が牽引し、18%増の1,540万ドルとなりました。
• 経営陣は2027年度の業績予想を引き上げるとともにレンジを絞り込み、売上高を1億8,800万ドル〜1億9,200万ドル、調整後EBITDAを7,700万ドル〜8,000万ドルに改定しました。

主要財務データ

2026年9月30日までの6ヶ月間の営業キャッシュフローは2,160万ドルとなり、主に運転資本の変動タイミングの影響で前年同期比370万ドル減少しました。Reservoirの当四半期末時点の利用可能流動性は1億1,390万ドルで、これには現金2,480万ドルおよび追加融資枠8,920万ドルが含まれます。

繰延融資費用220万ドルを控除した総負債額は4億5,860万ドルでした。純負債額は4億3,380万ドルに達し、2026年3月31日時点の4億2,980万ドルから増加しました。

事業および業績の動向

音楽出版部門は、追加のカタログ買収とストリーミングサービスの継続的な成長の恩恵を受けました。デジタル売上高は10%増加し、シンクロナイズ権売上高はライセンス供与時期の影響により13%増加しました。

原盤部門は、より高いセグメント成長を記録しました。買収したカタログとストリーミングの成長に支えられ、デジタル売上高は33%増加しました。また、新規提携や買収によって著作隣接権売上も強化されました。経営陣は、付随費用がほとんどかからない買収が同部門のOIBDAマージン改善に貢献したと述べています。

Reservoirは、フレッド・ボールおよびジェイク・シンクレアとの契約を通じて専属作家陣を拡大しました。また同社は、新進気鋭のソングライターやアーティストの発掘・育成を目的として、シンクレア氏と合弁会社を設立しました。経営陣は、これらの将来指向の契約について、初期資本要件が限定的であり、必要に応じて資金拠出が行われる仕組みであると説明しています。

同社はビリー・ストレイホーンの出版カタログを取得し、同氏の姓名・画像・肖像権（NIL権）の一部も獲得しました。また、ホセ・フェリシアーノのカタログに関するマスター音源権と、共有の姓名・画像・肖像権を取得しました。経営陣は、これらの権利について確立されたカタログの文化的・財務的価値を高める新たな手段と位置付けています。

経営陣による業績予想

Reservoirは2027年度の見通しを引き上げるとともに、レンジを絞り込みました。

経営陣は、この業績見通しの要因として、買収カタログの成長、現役作家陣の貢献、および継続的なコスト管理を挙げています。また、通常発生する四半期ごとの変動はあるものの、第2四半期の一般管理費のランレートが下半期の妥当な目安になると述べています。

さらに経営陣は、業績予想には適切な程度の保守性が盛り込まれており、年度の進捗に応じて適宜見直しを行うと述べています。

リスクと注目点

• Reservoirがカタログ買収や作家契約の資金調達のため有利子負債を追加活用したことで、支払利息が増加しました。
• ロイヤリティ支払、買入債務、および前払いロイヤリティ回収のタイミング要因により、上半期の営業キャッシュフローは減少しました。
• 経営陣は、買収のタイミングは一様ではなく、四半期ごとの案件の偏りは音楽出版、原盤、新興市場資産の間で変動する可能性があると述べています。
• 公開市場におけるバリュエーションの格差にもかかわらず、音楽資産の買収マルチプルに低下は見られておらず、これが買収の採算性を制約する可能性があります。
• 同社は、保護対象の著作物が無断使用された疑いをめぐり、特定のAIプラットフォームに対して訴訟を起こしています。経営陣は技術革新を支持する一方で、クリエイターの権利保護に努めると述べています。
• 特別委員会は、以前開示された非拘束の自発的買収提案に対する審査を継続しています。経営陣は、このプロセスが日々の業務優先順位に影響を与えていないと述べています。

アナリスト質疑応答の要点

経営陣は、原盤部門のマージン改善の主な要因を付随費用が極めて少ない権利の買収と結び付けており、当四半期の収益性が単なるタイミング要因だけでなく、直近で取得した資産の採算性を反映したものであることを示唆しています。

一般管理費について、経営陣は第1四半期には年間を通じて発生しない期末計上の修正調整（トゥルーアップ）やボーナス費用が含まれる可能性があると説明しました。第2四半期の費用水準は第3四半期および第4四半期も概ね横ばいで推移すると見込んでいます。

また、Reservoirは社内でAIツールを活用し、従来は手作業や時間を要していたプロセスの自動化を進めています。経営陣によると、この効率化の取り組みは過去6〜9ヶ月間で加速したとのことです。

M&Aパイプラインは、音楽出版カタログ、マスター音源、新興市場資産にわたり引き続きバランスが保たれています。しかし経営陣は、案件流入や成約スケジュールは予期し難く、売り手側の期待価格や買収マルチプルも大幅には低下していないことを強調しました。

決算説明会 文字起こし全文

決算説明会の完全なトランスクリプト

経営陣による説明

Operator

Greetings. Welcome to the Reservoir Q2 FY '27 Earnings Call. [Operator Instructions] Please note, the conference is being recorded. I will now turn the conference over to Jackie Marcus at Alpha IR. Thank you, Jackie. You may begin.

Jacqueline Marcus

Thank you, operator. Good morning, everyone, and thank you for participating in today's earnings conference call. Reservoir Media issued a press release with results for its second quarter of fiscal year 2027 ended September 30, 2026, earlier this morning. If you did not receive a copy of our earnings press release, you may access it from the Investor Relations section of our website at investors.reservoir-media.com.

With me on today's call are Golnar Khosrowshahi, Founder and Chief Executive Officer; and Jim Heindlmeyer, Chief Financial Officer. As a reminder, this call is being simultaneously webcast and will be recorded and archived on the Investor Relations section of our website. Before I turn the call over to Golnar and Jim, I'd like to note that today's discussion will contain forward-looking statements that reflect the current views of Reservoir Media about our business, financial performance and future events and as such, involve certain risks and uncertainties.

Our expectations, beliefs and projections are expressed in good faith, and we believe there is a reasonable basis for them. However, there can be no assurance that our expectations, beliefs and projections will result or be achieved. Please refer to our earnings press release and our filings with the Securities and Exchange Commission for more information on the specific risks uncertainties and other factors that could cause our actual results to differ materially from our expectations, beliefs and projections described in today's discussion.

Any forward-looking statements that we make on this call or in our earnings press release are as of today, and we undertake no obligation to update these statements as a result of new information or future events, except to the extent required by applicable law. In addition to financial results presented in accordance with generally accepted accounting principles, we plan to present during this call certain financial measures that do not conform to U.S. GAAP. If we believe they are useful to investors or if we believe they will help investors to better understand our performance or business trends. Reconciliations of these non-GAAP financial measures to the nearest comparable GAAP measures are included in our earnings press release.

I would now like to turn the call over to Golnar.

Golnar Khosrowshahi

Thank you, Jackie. Good morning, everyone, and thank you for joining us today. Over the last 2 decades, Reservoir has built a reputation as a trusted partner for our talent, partners and shareholders alike. During the second quarter, we continued to deliver against that reputation, advancing our strategy across both publishing and recorded music, adding proven creative talent, expanding existing partnerships and pursuing opportunities in attractive markets.

Our recent investments reflect our ability to identify value across different stages of the music life cycle from supporting active talent whose efforts will yield new untapped copyrights over the coming years to stewarding established catalogs with enduring cultural and commercial significance.

Today's earnings results continue to reinforce the strength of those fundamental strategic pillars with another successful quarter. In the second fiscal quarter, we extended our run of top line growth with revenue up 10% year-over-year and organic growth of 4%. Looking first at our publishing business, we continue to strengthen our roster with established songwriters and producers whose track records position them for continued success.

In September, we announced a futures publishing deal with London-based songwriter and producer, Fred Ball. Fred co-wrote and co-produced Rihanna's Diamond-certified Love on the brain and his work spans records with Deane, JZ, M&M, Alicia Keys, Mariah Carey and Olivia Dean, among many others. He remains a sought-after collaborator among leading artists, and we are excited to be part of the next chapter of his career. We also signed Grammy-nominated songwriter and producer, Jake Sinclair, to a publishing deal for his future works. Jake has written and produced hits for Falloutboy, Weezer, 5 Seconds of Summer and Panic at the Disco, including their diamond-certified track, High hopes.

Alongside the publishing deal, we formed a joint venture with Jake to identify and develop emerging songwriters and artists, combining Jake's creative instincts with Reservoir's global platform and publishing expertise. We believe this approach can generate attractive opportunities to build incremental value for both Reservoir and Jake by further aligning our interests.

We also expanded our frontline roster across key genres and markets. In the U.K, we welcomed Scottish Indie Rock Band The Snuts and Ivor Novello winning Singer Songwriter -- or [ La Gardlet. ] Across country and Fok Music, we announced deals with songwriter Justin Dukes, Singer Songwriters Eva Liv Mabry and Riley Veterer and Singer Songwriter Duo the Recloss.

Together, these signings demonstrate our continued commitment to developing a globally diverse roster of talent. By investing in creators across genres, geography and career stages, we strengthened the range of opportunities available across our publishing business. Beyond our active roster, we continue to build on long-standing relationships with established catalogs and their representatives. During the quarter, we announced the acquisition of Billy Straayhorn's publishing catalog in addition to participating in rights to his name, image and likeness.

Widely regarded as one of the great composers in Jazz's history, Straayhorn was Duke Ellington's long-time creative partner and wrote enduring standards, including, Take the A Train and Luslife. Reservoir has published his catalog for more than a decade, working closely with his estate to champion his music, and we are honored to continue to steward his legacy in the years to come.

In recorded music, we expanded our portfolio through a deal with legendary Puerto Rican singer songwriter, Jose Feliciano, to acquire master recording rights to his catalog as well as shared rights to his name, image and likeness. Over a career spanning 6 decades, Jose has released more than 60 albums crossing over into Anglo American Pop and earning multiple Grammy awards, a star on the Hollywood Walk of Fame and the National Medal of Arts, among numerous other honors. He is also the writer and original recording artist behind Feliz Navidad, one of the world's most enduring and widely played holiday songs to this day. But the recording, which returns to the charts each holiday season and recently reached #6 on the Hot 100 was inducted into the Grammy Hall of Fame in 2010 and just this year was selected by the Library of Congress for preservation in the National Recording Registry.

This deal builds upon our existing investments in Latin music, which remains one of the fastest-growing areas of global music demand. Jose's remarkable catalog combines blasting cultural relevance with continued audience engagement, reflecting our strategy of partnering with influential artists and investing in music with the potential to resonate across generations and markets.

Notably, through the deals with Billy Strehorn and Jose Feliciano, Reservoir is taking part in the NIL value chain, a facet of transactions we have leveraged throughout the last 12 months during the Miles Davids Centennial. Introducing Miles and his music to new fans through key brand partnerships has been an important way of continuing to bring value to his portfolio, both culturally and financially.

Structuring deals with NIL components is a thoughtful way we continue to seek opportunities to enhance the value of Reservoir's assets and share them to a wider audience. In looking at the broader music landscape, several trends are particularly relevant to our business. Subscription pricing continues to present opportunities for growth as streaming services implement price increases and consumers consistently demonstrate the value they place on access to music.

Additionally, sentiment around catalog transactions remains positive, reinforcing our view that well-managed catalogs are durable long-life assets. And third, for many established artists, touring and brand partnerships now drive more of their economics than a traditional record contract. Together, these trends reinforce our conviction in the long-term value of music copyrights and the opportunities available to companies with the expertise to manage, market and monetize them effectively.

We remain focused on positioning Reservoir to participate in this growth while maintaining the financial discipline that has guided our investment decisions. One other trend worth noting is the potential industry growth from new AI licensing revenue as noted in Goldman Sachs Annual Music and MA report. You may have recently seen Reservoir's litigation against certain AI platforms. Reservoir's business is rooted in our responsibility to protect the rights and creative legacies of our songwriters, artists, estates and partners.

And when we believe their work has been exploited without authorization, we will hold AI platforms legally accountable to ensure those rights are upheld. We will continue to advocate for a framework that supports technological progress while protecting the creative work at the heart of our industry.

Jim will take you through the details of our financial performance shortly, but I wanted to emphasize that the consistency of our revenue and cash generation is what allows us to continue investing in our team, our infrastructure, our creators and new strategic opportunities without compromising financial discipline.

Before turning to our financial performance, I'd like to briefly address the previously disclosed nonbinding and unsolicited acquisition proposals received by the company. In March 2026, the Board formed a special committee of independent and disinterested directors to evaluate the proposals, and the special committee engaged Morgan Stanley & Company LLC as its financial adviser and Watetel, Lipton, Rosen & Katz as its legal counsel. While the special committee's review continues, our team remains focused on executing our long-term strategy and the process does not change our day-to-day priorities.

I will now turn the call over to Jim to discuss our fiscal second quarter financial performance. Jim?

Jim Heindlmeyer

Thank you, Golnar, and good morning, everyone. Our strong second fiscal quarter results reflect our impressive catalog of in-demand assets as we continue acquiring more catalogs, deepen existing relationships and identify opportunities.

Revenue for the second fiscal quarter was $49.9 million, a 4% year-over-year improvement on an organic basis and a 10% increase when including acquisitions. This was led by the 18% growth in our Recorded Music segment and the 8% increase we had in Music Publishing.

Turning to our operating expenses. The total cost of revenue increased 7% compared to the prior year quarter, while our administration expenses and amortization and depreciation costs grew 7% and 12%, respectively, versus the prior year. The increase in administration expenses was driven by higher expenses within Music Publishing and Recorded Music segments. Amortization costs grew due to the acquisition of additional music catalogs.

Looking at operating performance for the second quarter, OIBDA was $20.7 million, an increase of 14% year-over-year, and adjusted EBITDA was also up 14% to $22.1 million compared to our Q2 and fiscal 2026. The increases in OIBDA and adjusted EBITDA were due to higher revenues, partially offset by increases in cost of revenue and administration expenses, as I just mentioned.

Interest expense was $7 million for the quarter versus $6.7 million in the prior year, driven primarily by increased debt balances used to fund acquisitions of music catalogs and writer signings.

Net income for the second quarter was approximately $4.6 million compared to net income of $2.2 million in the second quarter of fiscal 2026. The increase in net income was primarily driven by the increase in operating income and the higher gain on fair value of swaps and gain on foreign exchange, partially offset by increases in interest expense and income tax expense.

This resulted in $0.07 diluted earnings per share for the quarter, up from a diluted earnings per share of $0.03 in the prior year quarter. Our weighted average diluted outstanding share count during the quarter was approximately 66.8 million.

Now let's dive into our segment review for the quarter. Music Publishing had an 8% increase in revenue versus the prior year quarter at $33.2 million, largely due to a 10% increase in digital revenue, which was driven by the acquisition of additional music catalogs and continued growth at music streaming services. Additionally, synchronization revenue expanded by 13% within Music Publishing, driven by the timing of licenses.

Moving to our Recorded Music segment. We had an 18% increase to $15.4 million in revenue compared to our Q2 last year. This was driven by a 33% increase in digital revenue, which was also supported by the acquisition of additional music catalogs and continued growth at music streaming service. Robust neighboring rights revenue driven by the acquisition of additional music catalogs and new affiliations also supported our strong growth in Recorded Music.

Turning to our balance sheet. For the 6 months ended September 30, 2026, cash provided by operating activities was $21.6 million, which was a decrease of $3.7 million compared to the same period last year, primarily due to a change in cash used for working capital resulting from the timing of royalty payments to creators and payments of accounts payable, partially offset by the timing of royalty advance recoupments.

We had total available liquidity of $113.9 million, consisting of $24.8 million of cash on hand and $89.2 million available under our [indiscernible]. We ended the quarter with total debt of $458.6 million, which was net of $2.2 million of deferred financing costs, and thus, we maintained $433.8 million of net debt. That compares to net debt of $429.8 million as of March 31, 2026.

Given our strong first half performance, we are narrowing and raising our full year guidance ranges. We now expect revenue of $188 million to $192 million, which at the midpoint implies growth of 8% versus fiscal 2026. We are also raising our adjusted EBITDA guidance range to $77 million to $80 million, which signals growth of 7% over the prior year at the midpoint of that range. We will continue to review our outlook as the year progresses and look forward to providing an update when appropriate.

After the first half of fiscal 2027, the drivers behind our performance are consistent with our strategy, acquiring catalogs that continue to grow under our stewardship and active roster contributing to today's hits and continued cost discipline. Between our consistent cash flows and our measured approach to capital deployment, we remain confident that we'll be able to deliver on our raised fiscal 2027 guidance.

With that, I'll now pass the call back to Golnar.

Golnar Khosrowshahi

Thank you, Jim. We are pleased with the first half of fiscal 2027 and with the opportunities we've identified ahead of us as Reservoir heads into its 20th anniversary in calendar year 2027. This quarter's activity from futures partnerships with Fred Ball and Jake Sinclair to investments in talent like Orla Gartland and Riley Beeterer and to our agreements with Jose Feliciano and the Billy Shrehorn Estate shows the range of Reservoir investments across genres, eras, geography and deal structures. Our pipeline remains robust, and we look forward to sharing more proof points of our strategy.

With that, we will now open the line for questions.

Operator

[Operator Instructions] Our first question is from Griffin Boss with B. Riley Securities.

質疑応答

Griffin Boss

I just wanted to start off on OIBDA. So on the recorded side, specifically, there was a meaningful step-up in the margin year-over-year. Just curious, Jim, is that more a function of timing? Or are you seeing structurally higher margins on new acquisitions and affiliations?

Jim Heindlmeyer

Yes. Sometimes with our new acquisitions, when we are acquiring rights that have very low, if any, expenses, it's going to improve that margin. And I think that's really what we're seeing in the quarter relative to last year, given some of the acquisitions that we've done in the past year.

Griffin Boss

Understood. And then just sticking on profitability. So it's good to see the raise and narrow guide, but that does imply a slightly slower growth in EBITDA than what you're expecting on the top line. So I just want to dig into kind of how much of that could be maybe conservatism versus expectation for higher administrative or other expenses in the back half of the year?

Jim Heindlmeyer

Yes. I think that with respect to the administration expenses, it's really like our Q2 run rate is probably a good proxy for the rest of the year. I think that there's an appropriate level of conservatism built into our guidance, and it's probably what's impacting what you're seeing there.

Griffin Boss

Okay. Got it. And then if I could just sneak one more in here, maybe for Golnar. There are other large public labels, of course, publicly traded labels, one of which supposedly held talks earlier this year, entertaining the idea of going private, just given kind of what seems to be steep discounts in the public market.

So I'm curious if you're seeing in your M&A activities, any step down in multiples versus what you've seen historically given what we're seeing in the public markets for music assets?

Golnar Khosrowshahi

I guess if we keep saying that, maybe we'll see it. But unfortunately, we haven't really seen any loss in -- or any decrease in these purchase multiples. We continue to execute at attractive multiples and that information or updated information will be included when we disclose the next investor presentation. But on balance, as far as the deals that we see trading and those that we're participating in, we are not seeing any decrease in expectations whether as a result of or separate from this disparity in value between the sort of asset value and where these stocks are trading.

Operator

Our next question is from Richard Baldry with ROTH Capital Partners.

Richard Baldry

You talked about the administrative expenses being a good run rate from here. The level in the quarter was down from both first quarter and even the fourth quarter of last year. Can you talk a little bit about sort of where you've gained some efficiencies there, why that's sustainable? And does that just naturally sort of step up year-over-year when we move out to fiscal '28?

Jim Heindlmeyer

Yes. I think on the overhead side, the administration expenses, our Q1 is sometimes impacted by some of the activity in our Q1, which is to be true-ups of year-end accruals. There's some bonus activity in Q1 that hits that's not recurring throughout the the rest of the year. So there's a few things there that are impacting that. And I think that as you look at the Q2 run rate, it really should be pretty steady from there for Q3 and Q4, some minor variances with some of the things that just fluctuate throughout the year, but it's a pretty good run rate.

Richard Baldry

And I think of it as more of a hands-on sort of company dealing with your clients. But beyond that, is there any back office ability to sort of leverage newer AI technologies to automate maybe some of the accounting end of the table that might be more manual today than it could be down the road as an efficiency gain?

Jim Heindlmeyer

Yes. Our teams are certainly very active with AI tools to find areas where things that have historically been a pretty manual process or time-consuming process where we can leverage those AI tools to find efficiencies. And that's been happening quite a bit over the past kind of 6 to 9 months, as you can imagine.

Richard Baldry

And turn to the new JV, for example, can you talk about sort of how a development like that works? How much resources you typically would put in? What payback periods you're thinking about? I assume these are fairly long tail events.

Golnar Khosrowshahi

Rich, I'm sorry, which JV are you referring to?

Richard Baldry

You were noting one with a younger artist.

Golnar Khosrowshahi

I mean every deal is different. These JVs are structured such that we are able to capitalize on the talent and the access that, that talent brings. We are never fully tied in that we can always make a decision to sort of alter course on that front. We're not talking about significant dollar amounts, and we are talking about investment that is made on an as-you-go basis. Again, these are mostly futures deals. So the investment number, the absolute value is not a significant number.

Richard Baldry

Okay. And last for me. It looks like an unusually good cash generation quarter and sort of your net debt number came in pretty good. I don't have the queue yet to sort of go through that. Can you talk about if there's any unusual sort of onetime events in there or just traditional seasonality that's driving that so I can better understand.

Jim Heindlmeyer

Yes, sure. Typically, our Q2 and Q4 are pretty strong cash-generative quarters for us. So I think that you're certainly seeing some of that. That's probably the most significant thing. It was a fairly light quarter for us on the M&A front, which happens quarter-to-quarter. We can't control the timing of deal flow, and that's not something that's linear throughout the year. But I think it's just those 2 things that are coming together.

Richard Baldry

Maybe one last one. If you look in your M&A pipeline, is the balance of opportunities changing at all, whether it's by geography, recorded publishing or still just opportunistic as the best thing sort of plug into each sector?

Golnar Khosrowshahi

I think I would look at it 2 ways. One is what's coming in and what's coming in varies quarter-by-quarter. Obviously, we can't predict deal flow, but I think it's a pretty well-balanced grouping of publishing targets and recorded targets as well as emerging markets assets. As far as what is making it across the sort of exclusivity line and into our short-term deal flow, I believe that, that is also mirroring the general deal flow, which is, again, a good balance across the board.

We may end up having some concentration in any given quarter on publishing acquisitions or Masters acquisitions, but that is not really an indication because it's just such a small time frame to be looking at. We are always looking to do the best deals we possibly can.

So at certain points, that might concentrate on recorded publishing, emerging markets, what have you. But we're seeing a very good balance of deals in front of us.

Operator

We have reached the end of the question-and-answer session. I would like to turn the floor back over to Golnar Khosrowshahi for closing comments.

Golnar Khosrowshahi

Thank you, everyone. We appreciate your support and interest in Reservoir. Thank you.

Operator

This concludes today's teleconference. You may disconnect your lines at this time. Thank you for your participation.