LIVEONE ANNOUNCES COMMENCEMENT OF ITS 2 MILLION SHARES STOCK REPURCHASE PROGRAM, STARTING WITH UP TO 500K SHARES

Cash On-Hand Increased from $12.7 Million at December 31, 2021 to $13.6 Million at April 22, 2022

LiveOne Maintains Guidance to Achieve Positive Adjusted EBITDA* in Q1 FY 2023 Ending June 30, 2022; Maintains Revenue Guidance for FY 2023 of Between $125 - $140 Million and Adjusted EBITDA* Between $4 Million - $8 Million

A Record 2.26 Million Total Members with Over 1.5 Million** Total Paid Members & 758,000 Total Free Members as of April 25, 2022

LOS ANGELES, April 25, 2022 /PRNewswire/ -- LiveOne (Nasdaq: LVO), a creator-first, music, entertainment and technology platform focused on delivering premium experiences and content worldwide through memberships and live and virtual events, announced today that it intends to commence its previously announced stock repurchase program beginning in the current first quarter of fiscal year 2023. As of April 22, 2022, LiveOne had cash on hand of $13.6 million and over 2.26 million paid and free members.

Repurchases of up to 2,000,000 of LiveOne's shares of common stock have been previously authorized by LiveOne's board of directors, and LiveOne may initially repurchase up to 500,000 shares of its common stock. The authorization to repurchase will expire on January 31, 2023.

The timing, price and actual number of shares repurchased under the program will be at the discretion of LiveOne's management and will depend on a variety of factors, including stock price, general business and market conditions, and alternative investment opportunities. The repurchase program will be executed consistent with LiveOne's capital allocation strategy, which will continue to prioritize growing LiveOne's business. 

"This announcement demonstrates our confidence in our business and the growth opportunities we see over the long term," said Robert Ellin, LiveOne's CEO and Chairman. "We believe this is an attractive use of capital, and we do not believe that the current price of our stock reflects the underlying value of LiveOne. We remain enthusiastic about the prospects of LiveOne and are focused on our commitment to maximize shareholder value."

LiveOne has engaged ThinkEquity, LLC in connection with its initial repurchase plan to purchase the shares of common stock on behalf of LiveOne in conformity with the provisions of Rule 10b-18 under the Securities Exchange Act of 1934, as amended. ThinkEquity may commence purchasing the shares of common stock beginning on April 25, 2022 until the earlier of the close of trading on May 31, 2022, subject to earlier termination and up to the maximum amount as agreed to with ThinkEquity.

Under the stock repurchase program, repurchases can be made from time to time using a variety of methods, including open market purchases, all in compliance with the rules of the U.S. Securities and Exchange Commission and other applicable legal requirements. The repurchase program does not obligate LiveOne to acquire any particular amount of shares, and the program may be suspended or discontinued at any time at LiveOne's discretion. LiveOne will review the stock repurchase program periodically and may authorize adjustment of its terms and size.

LiveOne is a talent-centric platform focused on superfans and building long-term franchises in on-demand audio and video, podcasting, vodcasting, OTT linear channels, PPV, and livestreaming. Its model includes multiple monetization paths including subscription, advertising, sponsorship, merchandise sales, licensing, and ticketing.

About LiveOne, Inc.
Headquartered in Los Angeles, California, LiveOne, Inc. (NASDAQ: LVO) (the "Company") is an award-winning, creator-first, music, entertainment and technology platform focused on delivering premium experiences and content worldwide through memberships and live and virtual events. As of April 25, 2022, the Company has accrued a paid and free membership base of over 2.26 million**, streamed over 2,900 artists, has a library of 30 million songs, 600 curated radio stations, nearly 270 podcasts/vodcasts, hundreds of pay-per-views, personalized merchandise, released music-related NFTs, and created a valuable connection between fans, brands, and bands. The Company's wholly-owned subsidiaries include Slacker Radio, React Presents, Gramophone Media, Palm Beach Records, Custom Personalization Solutions, LiveXLive, PPVOne and PodcastOne, which generates more than 2.48 billion downloads per year and 300+ episodes distributed per week across its stable of top-rated podcasts. LiveOne is available on iOS, Android, Roku, Apple TV, Amazon Fire, and through OTT, STIRR, and XUMO. For more information, visit www.liveone.com and follow us on Facebook, Instagram, TikTok, and Twitter at @liveone.

* About Non-GAAP Financial Measures
To supplement our consolidated financial statements, which are prepared and presented in accordance with the accounting principles generally accepted in the United States of America ("GAAP"), we present Contribution Margin (Loss) and Adjusted Earnings Before Interest Tax Depreciation and Amortization ("Adjusted EBITDA"), which are non-GAAP financial measures, as measures of our performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation from, or as a substitute for, or superior to, operating loss and or net income (loss) or any other performance measures derived in accordance with GAAP or as an alternative to net cash provided by operating activities or any other measures of our cash flows or liquidity.

We use Contribution Margin (Loss) and Adjusted EBITDA to evaluate the performance of our operating segment. We believe that information about these non-GAAP financial measures assists investors by allowing them to evaluate changes in the operating results of our business separate from non-operational factors that affect operating income (loss) and net income (loss), thus providing insights into both operations and the other factors that affect reported results. Adjusted EBITDA is not calculated or presented in accordance with GAAP. A limitation of the use of Adjusted EBITDA as a performance measure is that it does not reflect the periodic costs of certain amortizing assets used in generating revenue in our business. Accordingly, Adjusted EBITDA should be considered in addition to, and not as a substitute for net income (loss), and other measures of financial performance reported in accordance with GAAP. Furthermore, this measure may vary among other companies; thus, Adjusted EBITDA as presented herein may not be comparable to similarly titled measures of other companies.

Contribution Margin (Loss) is defined as Revenue less Cost of Sales. Adjusted EBITDA is defined as earnings before interest, other (income) expense, income tax expense, depreciation and amortization and before (a) non-cash GAAP purchase accounting adjustments for certain deferred revenue and costs, (b) legal, accounting and other professional fees directly attributable to acquisition activity, (c) employee severance payments and third party professional fees directly attributable to acquisition or corporate realignment activities, (d) certain non-recurring expenses associated with legal settlements or reserves for legal settlements in the period that pertain to historical matters that existed at acquired companies prior to their purchase date and a one-time minimum guarantee to effectively terminate a live events distribution agreement post COVID-19, (e) depreciation and amortization (including goodwill impairment, if any), and (f) certain stock-based compensation expense.  Management does not consider these costs to be indicative of our core operating results.

With respect to projected 2023 Adjusted EBITDA, a quantitative reconciliation is not available without unreasonable efforts due to the high variability, complexity and low visibility with respect to purchase accounting adjustments, acquisition-related charges and legal settlement reserves excluded from Adjusted EBITDA. We expect that the variability of these items to have a potentially unpredictable, and potentially significant, impact on our future GAAP financial results.

Forward-Looking Statements
All statements other than statements of historical facts contained in this press release are "forward-looking statements," which may often, but not always, be identified by the use of such words as "may," "might," "will," "will likely result," "would," "should," "estimate," "plan," "project," "forecast," "intend," "expect," "anticipate," "believe," "seek," "continue," "target" or the negative of such terms or other similar expressions. These statements involve known and unknown risks, uncertainties and other factors, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements, including: the Company's reliance on one key customer for a substantial percentage of its revenue; the Company's ability to consummate any proposed financing, acquisition, spin-out, distribution or transaction, the timing of the closing of such proposed event, including the risks that a condition to closing would not be satisfied within the expected timeframe or at all, or that the closing of any proposed financing, acquisition, spin-out, distribution or transaction will not occur or whether any such event will enhance shareholder value; the Company's ability to continue as a going concern; the Company's ability to attract, maintain and increase the number of its users and paid subscribers; the Company identifying, acquiring, securing and developing content; the Company's intent to repurchase shares of its common stock from time to time under its announced stock repurchase program and the timing, price, and quantity of repurchases, if any, under the program; the Company's ability to maintain compliance with certain financial and other covenants; the Company successfully implementing its growth strategy, including relating to its technology platforms and applications; management's relationships with industry stakeholders; the effects of the global Covid-19 pandemic; changes in economic conditions; competition; risks and uncertainties applicable to the businesses of the Company's subsidiaries; and other risks, uncertainties and factors including, but not limited to, those described in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2021, filed with the U.S. Securities and Exchange Commission (the "SEC") on July 14, 2021, Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, filed with the SEC on August 16, 2021, Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2021, filed with the SEC on October 29, 2021, Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2021, filed with the SEC on February 14, 2022, and in the Company's other filings and submissions with the SEC. These forward-looking statements speak only as of the date hereof, and the Company disclaims any obligations to update these statements, except as may be required by law. The Company intends that all forward-looking statements be subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.

** Included in the total number of paid members for the reported periods are certain members which are the subject of a contractual dispute. LiveOne is currently not recognizing revenue related to these members.

Press Contact:
LiveOne
aileen@liveone.com 
917.842.9653
aavidon@lvieone.com 
516.522.1349

LiveOne IR Contact:
IR@liveone.com 
310.601.2505

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SOURCE LiveOne, Inc.