AUDIOEYE, INC. The following Management's Discussion and Analysis of Financial Condition and Results of Operations, or MD&A, should be read in conjunction with our financial statements and related notes in Part I, Item 1 of this report.
As used in this quarterly report, the terms "we," "us," "our" and similar
references refer to
Cautionary Note Regarding Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). In some cases, you may be able to identify forward-looking statements by terms such as "may," "should," "will," "forecasts," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "projects," "potential" or "continue," the negative of these terms and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements relate to our future plans, objectives, expectations, intentions and financial performance and the assumptions that underlie these statements, and are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions and speak only as of the date on which they are made. Because these forward-looking statements involve known and unknown risks and uncertainties, there are important factors that could cause actual results, events or developments to differ materially from those expressed or implied by these forward-looking statements, including our plans, objectives, expectations and intentions and other factors discussed in "Part I, Item 1A. Risk Factors" contained in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q. Risk factors that could cause actual results to differ from those contained in the forward-looking statements include but are not limited to risks related to:
? the uncertain market acceptance of our existing and future products;
? our need for, and the availability of, additional capital in the future to fund
our operations and the development of new products;
? the success, timing and financial consequences of new strategic relationships
or licensing agreements we may enter into;
? rapid changes in Internet-based applications that may affect the utility and
commercial viability of our products;
? the timing and magnitude of expenditures we may incur in connection with our
ongoing product development activities;
? the inherent uncertainties and costs associated with litigation;
? judicial applications of accessibility laws to the internet;
? the adverse impact of the COVID-19 pandemic on our business and results of
operations;
? the level of competition from our existing competitors and from new competitors
in our marketplace; and
? the regulatory environment for our products and services.
Readers of this report are cautioned not to rely on these forward-looking
statements, since there can be no assurance that these forward-looking
statements will prove to be accurate. Forward-looking statements speak only as
of the date they are made, and we expressly disclaim any intention or obligation
to update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise. You are advised, however, to consult
any further disclosures we make on related subjects in our subsequent Quarterly
Reports on Form 10-Q and Current Reports on Form 8-K. This cautionary note is
applicable to all forward-looking statements contained in this report.
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The AudioEye Solutions
At its core, AudioEye's offering provides an always-on testing, remediation, and
monitoring solution that continually improves conformance with WCAG. This in
turn helps businesses and organizations comply with WCAG standards as well as
applicable U.S. and foreign accessibility laws. Our technology is capable of
immediately identifying and fixing most of the common accessibility errors and
addresses a wide range of disabilities including dyslexia, color blindness,
epilepsy and more. AudioEye also offers additional solutions to provide for
enhanced compliance and accessibility, including periodic manual auditing,
manual remediations and legal support services. Our solutions may be purchased
through a subscription service on a month-to-month basis or with one or
multi-year terms. We also offer PDF remediation services and Website and Native
Mobile App audit reports to help our customers with their digital accessibility
needs.
Intellectual Property
Our intellectual property is primarily comprised of copyrights, trademarks, trade secrets, issued patents and pending patent applications. We have a patent portfolio comprised of twenty-four (24) issued patents inthe United States and three (3) pending US patent applications. The commercial value of these patents is unknown.
We plan to continue to invest in research and development and expand our portfolio of proprietary intellectual property.
Our Annual Report filed on Form 10-K for the year endedDecember 31, 2021 as filed with theSEC onMarch 11, 2022 provides additional information about
our business and operations. Executive OverviewAudioEye is an industry-leading digital accessibility platform delivering website accessibility compliance at all price points to businesses of all sizes. Our solutions advance accessibility with patented technology that reduces barriers, expands access for individuals with disabilities, and enhances the user experience for a broader audience. In the third quarter of 2022 we continued to focus on product innovation and expanding revenue and managing expenses for efficient outcomes. We have two sales channels to deliver our product, the Partner and Marketplace channel and the Enterprise channel.AudioEye continues to focus on growth in both channels, while still offering our Website and Native Mobile App and PDF services. OnMarch 9, 2022 ,AudioEye acquired theBureau of Internet Accessibility which has contributed to Enterprise revenue in 2022. As ofSeptember 30, 2022 , Annual Recurring Revenue ("ARR") was approximately$29.3 million , which represented an increase of 19% year-over-year. Refer to Other Key Operating Metrics below for details on how we calculate ARR. As ofSeptember 30, 2022 ,AudioEye had approximately 81,000 customers, an increase from 80,000 customers atSeptember 30, 2021 . Customer count increased in both the Enterprise and Partnership and Marketplace channel. In the three months endedSeptember 30, 2022 , revenue from our Partners and Marketplace grew 19% from prior year comparable period. This channel represented about 56% of ARR contribution at the end ofSeptember 2022 . In the three months endedSeptember 30, 2022 , total Enterprise revenue inclusive of revenue from theBureau of Internet Accessibility grew by 30% from prior year comparable period. The Enterprise channel represented about 44% of ARR contribution at the end ofSeptember 2022 . In the three months endedSeptember 30, 2022 , one customer (including affiliates of such customer) accounted for 16% of our total revenue. In the three months endedSeptember 30, 2021 , two customers accounted for 20% and 11%, respectively, of our total revenue. The Company continued to invest in Research and Development in the third quarter of 2022.Total Research and Development cost, as defined under Research and Development Expenses below, was 24% of total revenue in Q3 2022. Both Research and Development and Sales and Marketing expense were lower than the comparable quarter of 2021 as a result of efficiencies identified and implemented in these departments. General and Administrative expense remained consistent with the comparable quarter of 2021 despite the increase in revenue and gross profit.
We provide further commentary on our Results of Operation below.
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Results of Operations
Our unaudited financial statements are stated inUnited States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles ("U.S. GAAP" or "GAAP"). The discussion of the results of our operations compares the three and nine months endedSeptember 30, 2022 with the three and nine months endedSeptember 30, 2021 . Our results of operations in these interim periods are not necessarily indicative of the results which may be expected for any subsequent period. Due to rounding, numbers presented throughout this document may not add up precisely to the totals provided and percentages may not precisely reflect the absolute figures. Three months ended September 30, Change (in thousands) 2022 2021 $ % Revenue $ 7,700 $ 6,202$ 1,498 24 % Cost of revenue (1,923) (1,567) (356) 23 % Gross profit 5,777 4,635 1,142 25 % Operating expenses: Selling and marketing 3,351 4,504 (1,153) (26) % Research and development 1,542 1,611 (69) (4) % General and administrative 3,166 3,175 (9) - % Total operating expenses 8,059 9,290 (1,231) (13) % Operating loss (2,282) (4,655) 2,373 (51) % Other income (expense): Interest expense (1) (2) 1 (50) % Total other income (expense) (1)
(2) 1 (50) %
Net loss $ (2,283) $ (4,657) $ 2,374 (51) %
Nine months ended September 30, Change
(in thousands) 2022 2021 $ %
Revenue $ 22,175 $ 18,011 $ 4,164 23 %
Cost of revenue (5,474) (4,432) (1,042) 24 %
Gross profit 16,701 13,579 3,122 23 %
Operating expenses:
Selling and marketing 10,502 10,638 (136) (1) %Research and development 4,477 3,950 527 13 % General and administrative 10,227
9,502 725 8 %
Total operating expenses 25,206 24,090 1,116 5 %
Operating loss (8,505) (10,511) 2,006 (19) %
Other income (expense):
Gain on loan forgiveness - 1,316 (1,316) (100) %
Interest expense (4) (11) 7 (64) %Total other income (expense) (4)
1,305 (1,309) (100) %
Net loss $ (8,509) $ (9,206) $ 697 (8) %
Revenue
The following tables present our revenues disaggregated by sales channel:
Three months ended September 30, Change
(in thousands) 2022 2021 $ %
Partner and Marketplace $ 4,025 $ 3,384 $ 641 19 %
Enterprise 3,675 2,818 857 30 %
Total revenues $ 7,700 $ 6,202 $ 1,498 24 %
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Nine months ended September 30, Change
(in thousands) 2022 2021 $ %
Partner and Marketplace $ 11,749 $ 9,936 $ 1,813 18 %
Enterprise 10,426 8,075 2,351 29 %
Total revenues $ 22,175 $ 18,011 $ 4,164 23 %
Partner and Marketplace channel consists of our CMS partners, platform & agency
partners, authorized resellers and the Marketplace. This channel serves small &
medium sized businesses that are on a partner or reseller's web-hosting platform
or that purchase our solutions from our Marketplace.
Enterprise channel consists of our larger customers and organizations, including
those with non-platform custom websites, who generally engage directly with
AudioEye sales personnel for custom pricing and solutions. This channel also
includes federal, state and local government agencies and revenue from BOIA
acquired in March 2022 .
For the three and nine months ended September 30, 2022 , total revenue increased
by 24% and 23%, respectively, over the prior year comparable periods. We
experienced revenue growth in both of our sales channels. The increase Partner
and Marketplace channel revenue was a result of our continued focus on highly
transactional industry verticals to achieve higher penetration with new and
existing partnerships. The increase in Enterprise channel revenue was driven
primarily by contributions from BOIA's recurring support and non-recurring audit
report revenue, as well as additional recurring revenue from our current
Enterprise offering. In the three and nine months ended September 30, 2022 , our
Enterprise channel revenue from recurring sources increased 22% over the prior
year comparable periods.
Cost of Revenue and Gross Profit
Three months ended September 30, Change
(in thousands) 2022 2021 $ %
Revenue $ 7,700 $ 6,202 $ 1,498 24 %
Cost of Revenue (1,923) (1,567) (356) 23 %
Gross profit $ 5,777 $ 4,635 $ 1,142 25 %
Nine months ended September 30, Change
(in thousands) 2022 2021 $ %
Revenue $ 22,175 $ 18,011 $ 4,164 23 %
Cost of Revenue (5,474) (4,432) (1,042) 24 %
Gross profit $ 16,701 $ 13,579 $ 3,122 23 %
Cost of revenue consists primarily of compensation and related benefits costs
for our customer experience team, as well as a portion of our technology
operations team that supports the delivery of our services, fees paid to our
managed hosting and other third-party service providers, amortization of
capitalized software development costs and patent costs, and allocated overhead
costs.
For the three and nine months ended September 30, 2022 , cost of revenue
increased by 23% and 24%, respectively, over the prior year comparable periods.
The increase in cost of revenue is primarily due to enhancements to our service
delivery through investment in customer experience and platform support, costs
associated with acquired BOIA operations, as well as increased amortization of
capitalized software development costs.
For the three and nine months ended September 30, 2022 , gross profit increased
by 25% and 23%, respectively, over the prior year comparable periods. The
increase in gross profit was a result of increased revenue, offset in part by
higher costs to support the revenue growth.
Selling and Marketing Expenses
Three months ended September 30, Change
(in thousands) 2022 2021 $ %
Selling and marketing $ 3,351 $ 4,504 $ (1,153) (26) %
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Nine months ended September 30, Change
(in thousands) 2022 2021 $ %
Selling and marketing $ 10,502 $ 10,638 $ (136) (1) %
Selling and marketing expenses consist primarily of compensation and benefits
related to our sales and marketing staff, as well as third-party advertising and
marketing expenses.
For the three and nine months ended September 30, 2022 , selling and marketing
expenses decreased by 26% and 1% over the prior year comparable periods. The
decrease in selling and marketing expenses resulted primarily from a reduction
in online media and third-party marketing agency expenses, which was partially
offset by additional expenses incurred in connection with the acquisition of
BOIA, as well as higher personnel costs associated with the increase in
headcount.
Research and Development Expenses
Three months ended September 30, Change
(in thousands) 2022 2021 $ %
Research and development expense $ 1,542 $ 1,611 $ (69) (4) %
Plus: Capitalized research and development cost 295 370 (75) (20) %
Total research and development cost $ 1,837 $
1,981 $ (144) (7) %
Nine months ended September 30, Change
(in thousands) 2022 2021 $ %Research and development expense $ 4,477 $ 3,950$ 527 13 % Plus: Capitalized research and development cost 860 1,213 (353) (29) % Total research and development cost $ 5,337 $
5,163
Research and development ("R&D") expenses consist primarily of compensation and
related benefits, independent contractor costs, and an allocated portion of
general overhead costs, including occupancy costs related to our employees
involved in research and development activities. Total research and development
cost includes the amount of research and development expense reported within
operating expenses as well as development cost that was capitalized during the
fiscal period.
For the nine months ended September 30, 2022 , research and development expenses
increased by 13% over the prior year comparable period. This increase was driven
by less capitalized research and development costs and higher personnel cost
associated with the increase in headcount. For the three months ended September
30, 2022 , research and development expenses remained consistent with the prior
year comparable period. For the three and nine months ended September 30, 2022 ,
capitalized research and development cost decreased by 20% and 29%,
respectively, over the prior year comparable periods. This decrease is
attributable to specific projects and products developed and the allocation of
time spent on those projects. For the three months ended September 30, 2022 ,
total research and development cost, which includes both R&D expenses and
capitalized R&D costs, decreased by 7% over the prior year comparable period.
For the nine months ended September 30, 2022 , total research and development
cost increased by 3% over the prior year comparable period.
General and Administrative Expenses
Three months ended September 30, Change
(in thousands) 2022 2021 $ %
General and administrative $ 3,166 $ 3,175 $ (9) - %
Nine months ended September 30, Change
(in thousands) 2022 2021 $ %
General and administrative $ 10,227 $ 9,502 $ 725 8 %
General and administrative expenses consist primarily of compensation and benefits related to our executives, directors and corporate support functions, general corporate expenses including legal fees, and occupancy costs.
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For the nine months endedSeptember 30, 2022 , general and administrative expenses increased by 8% over the prior year comparable period. The increase in general and administrative expenses was due primarily to higher legal expenses associated with patent litigation pursued by the Company, the change in fair value of contingent consideration, as well as higher personnel costs and professional fees incurred in connection with the BOIA acquisition in the first quarter of 2022, which was partially offset by the decrease in stock-based compensation expense. For the three months endedSeptember 30, 2022 , general and administrative expenses remained consistent with the prior year comparable
period.
Gain on loan forgiveness
Nine months ended
September 30, Change
(in thousands) 2022 2021 $ %
Gain on loan forgiveness $ - $ 1,316 $ (1,316) (100) %
In the second quarter of 2021, we recorded a
Interest Expense
Three months ended September 30, Change
(in thousands) 2022 2021 $ %
Interest expense $ 1 $ 2 $ (1) (50) %
Nine months ended September 30, Change
(in thousands) 2022 2021 $ %
Interest expense $ 4 $ 11 $ (7) (64) %
Interest expense for the three and nine months ended September 30, 2022 consists
of interest on our finance lease liabilities. Interest expense for the nine
months ended September 30, 2021 also included interest on our PPP Loan, which
was fully forgiven in the second quarter of 2021.
Key Operating Metrics
We consider annual recurring revenue ("ARR") as a key operating metric and a key
indicator of our overall business. We also use ARR as one of the primary methods
for planning and forecasting overall expectations and for evaluating, on at
least a quarterly and annual basis, actual results against such expectations.
We define ARR as the sum of (i) for our Enterprise channel, the total of the
annual recurring fee amount under each active paid contract at the date of
determination, plus (ii) for our Partner and Marketplace channel, the recognized
monthly fee amount for all paying customers at the date of determination, in
each case, assuming no changes to the subscription, multiplied by 12. This
determination includes both annual and monthly contracts for recurring products.
Some of our contracts are cancelable, which may impact future ARR. ARR excludes
revenue from our PDF remediation services business and Mobile App report
business and other report services. As of September 30, 2022 , ARR was $29.3
million , which represents an increase of 19% year-over-year, driven by both our
Partner and Marketplace channel and Enterprise channel.
Use of Non-GAAP Financial Measures
From time to time, we review adjusted financial measures that assist us in
comparing our operating performance consistently over time, as such measures
remove the impact of certain items, as applicable, such as our capital structure
(primarily interest charges), items outside the control of the management team
(taxes), and expenses that do not relate to our core operations, including
transaction-related expenses and other costs that are expected to be
non-recurring. In order to provide investors with greater insight and allow for
a more comprehensive understanding of the information used in our financial and
operational decision-making, the Company has supplemented the Financial
Statements presented on a GAAP basis in this Quarterly Report on Form 10-Q with
the following non-GAAP financial measures: Non-GAAP earnings (loss) and Non-GAAP
earnings (loss) per diluted share.
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These non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of Company results as reported under GAAP. The Company compensates for such limitations by relying primarily on our GAAP results and using non-GAAP financial measures only as supplemental data. We also provide a reconciliation of non-GAAP to GAAP measures used. Investors are encouraged to carefully review this reconciliation. In addition, because these non-GAAP measures are not measures of financial performance under GAAP and are susceptible to varying calculations, these measures, as defined by us, may differ from and may not be comparable to similarly titled measures used by other companies.
Non-GAAP Earnings (Loss) and Non-GAAP Earnings (Loss) per Diluted Share
We define: (i) Non-GAAP earnings (loss) as net income (loss), plus interest
expense, plus depreciation and amortization expense, plus stock-based
compensation expense, plus non-cash valuation adjustment to contingent
consideration, plus certain litigation expense, plus certain acquisition
expense, plus loss on impairment of long-lived assets, plus loss on disposal of
long-lived assets, and less gain on loan forgiveness; and (ii) Non-GAAP earnings
(loss) per diluted share as net income (loss) per diluted common share, plus
interest expense, plus depreciation and amortization expense, plus stock-based
compensation expense, plus non-cash valuation adjustment to contingent
consideration, plus certain litigation expense, plus certain acquisition
expense, plus loss on impairment of long-lived assets, plus loss on disposal of
long-lived assets, and less gain on loan forgiveness, each on a per share basis.
Non-GAAP earnings per diluted share would include incremental shares in the
share count that are considered anti-dilutive in a GAAP net loss position.
However, no incremental shares apply when there is a Non-GAAP loss per diluted
share, as is the case for some of the periods presented in this Quarterly Report
on Form 10-Q.
Non-GAAP earnings (loss) and Non-GAAP earnings (loss) per diluted share are used
to facilitate a comparison of our operating performance on a consistent basis
from period to period and provide for a more complete understanding of factors
and trends affecting our business than GAAP measures alone. All of the items
adjusted in the Non-GAAP earnings (loss) to net loss and the related per share
calculations are either recurring non-cash items, or items that management does
not consider in assessing our on-going operating performance. In the case of the
non-cash items, such as stock-based compensation expense and valuation
adjustments to assets and liabilities, management believes that investors may
find it useful to assess our comparative operating performance because the
measures without such items are expected to be less susceptible to variances in
actual performance resulting from expenses that do not relate to our core
operations and are more reflective of other factors that affect operating
performance. In the case of items that do not relate to our core operations,
management believes that investors may find it useful to assess our operating
performance if the measures are presented without these items because their
financial impact does not reflect ongoing operating performance.
Non-GAAP earnings (loss) is not a measure of liquidity under GAAP, or otherwise,
and is not an alternative to cash flow from continuing operating activities,
despite the advantages regarding the use and analysis of these measures as
mentioned above. Non-GAAP earnings (loss) and Non-GAAP earnings (loss) per
diluted share, as disclosed in this Quarterly Report on Form 10-Q, have
limitations as analytical tools, and you should not consider these measures in
isolation or as a substitute for analysis of our results as reported under GAAP;
nor are these measures intended to be measures of liquidity or free cash flow
for our discretionary use.
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To properly and prudently evaluate our business, we encourage readers to review
the GAAP financial statements included elsewhere in this Quarterly Report on
Form 10-Q, and not rely on any single financial measure to evaluate our
business. The following table sets forth reconciliations of Non-GAAP earnings
(loss) to net loss, the most directly comparable GAAP-based measure, as well as
Non-GAAP earnings (loss) per diluted share to net loss per diluted share, the
most directly comparable GAAP-based measure.
Three months
ended
2022 2021 2022 2021
Non-GAAP Earnings (Loss) Reconciliation
Net loss (GAAP) $ (2,283)
24 - 182 -
Interest expense 1 2 4 11
Stock-based compensation expense 1,308
1,881 3,494 5,425
Acquisition expense (1) 7 - 247 -
Litigation expense (2) 449 470 1,810 1,064
Depreciation and amortization 598 357 1,607 957Loss on impairment of long-lived assets - - - 10 Loss on disposal of long-lived assets 43
- 50 12
Gain on loan forgiveness - - - (1,316)
Non-GAAP earnings (loss) $ 147 $ (1,947) $ (1,115) $ (3,043)
Non-GAAP Earnings (Loss) per Diluted Share
Reconciliation
Net loss per common share (GAAP) - diluted $ (0.20) $ (0.41) $ (0.74) $ (0.85) Non-cash valuation adjustment to contingent consideration
- - 0.02 -
Interest expense - - - -
Stock-based compensation expense 0.11
0.17 0.30 0.50
Acquisition expense (1) - - 0.02 -
Litigation expense (2) 0.04 0.04 0.16 0.10
Depreciation and amortization 0.05 0.03 0.14 0.09Loss on impairment of long-lived assets - - - - Loss on disposal of long-lived assets - - - - Gain on loan forgiveness - - - (0.12) Non-GAAP earnings (loss) per diluted share (3) $ 0.01
$ (0.17) $ (0.10) $ (0.28) Diluted weighted average shares (GAAP)
11,458 11,329 11,464 10,929
Includable incremental shares (Non-GAAP) (3) 760 - - -
Adjusted diluted shares (Non-GAAP) (4) 12,218 11,329 11,464 10,929
(1) Represents legal and accounting fees associated with the BOIA acquisition.
(2) Represents legal expenses related primarily to patent litigation pursued by
the Company.
(3) Non-GAAP earnings per adjusted diluted share for our common stock is computed
using the treasury stock method.
The number of diluted weighted average shares used for this calculation is
(4) the same as the weighted average common shares outstanding share count when
the Company reports a GAAP and non-GAAP net loss.
Liquidity and Capital Resources
Working Capital
As ofSeptember 30, 2022 , we had$7,823,000 in cash and working capital of$2,444,000 . The decrease in working capital in the nine months endedSeptember 30, 2022 was primarily due to the acquisition of BOIA, in connection with which net cash outflows totaled 25 Table of Contents$4.5 million and we recognized$0.9 million in current contingent liability. In addition, in the nine months endedSeptember 30, 2022 , we repurchased$0.8 million of shares of our common stock under a program to repurchase up to$3.0 million of our outstanding shares. As ofSeptember 30, 2022 , we had$2.8 million in estimated contingent consideration liabilities recognized in connection with the acquisition of BOIA. We have no debt obligations or off-balance sheet arrangements, and we believe that the Company has sufficient liquidity to continue as a going concern through the next twelve months. While the Company has been successful in raising capital, there is no assurance that it will be successful at raising additional capital in the future. Additionally, if the Company's plans are not achieved and/or if significant unanticipated events occur, the Company may have to further modify its business plan, which may require us to raise additional capital or reduce expenses.
(in thousands) September 30, 2022 December 31, 2021
Current assets $ 13,795 $ 24,831
Current liabilities (11,351) (11,216)
Working capital $ 2,444 $ 13,615
Cash Flows
Nine months ended September 30,
(in thousands) 2022 2021Net cash used in operating activities $ (4,492)$ (2,471) Net cash used in investing activities (5,426) (1,287) Net cash provided by (used in) financing activities (1,225) 16,616 Net increase (decrease) in cash$ (11,143)
For the nine months endedSeptember 30, 2022 , in relation to the prior year comparable period, cash used in operating activities increased primarily due to an increase in headcount and compensation costs to support the Company's growth, higher patent litigation costs, and timing of customer collections and vendor payments. For the nine months endedSeptember 30, 2022 , in relation to the prior year comparable period, cash used in investing activities increased primarily due to the acquisition of BOIA, for which we paid$4.5 million , net of cash acquired and receipts associated with net working capital adjustments. For the nine months endedSeptember 30, 2021 , cash provided by financing activities was higher primarily due to capital raised under the ATM Offering initiated in the first quarter of 2021. In the nine months endedSeptember 30, 2021 , the Company issued 471,970 shares of its common stock under the ATM offering and raised$16,534,000 , net of transaction expenses. In addition, in the nine months endedSeptember 30, 2022 , we repurchased$756,000 of shares of our common stock.
Critical Accounting Policies and Estimates
The discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with the accounting principles generally accepted inthe United States . The preparation of financial statements requires management to make estimates and assumptions that affect the amounts reported and disclosed in our financial statements and the accompanying notes. Actual results could differ materially from these estimates under different assumptions or conditions. Our critical accounting estimates, as described in our Annual Report on Form 10-K for the fiscal year endedDecember 31, 2021 , relate to stock-based compensation. There have been no material changes to our critical accounting policies and estimates as disclosed in our Annual Report on Form 10-K for the fiscal year endedDecember 31, 2021 .
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