P29980 Cinedigm Corp. 10K 2019 V1

Dear Stockholders, content and scale, we also succeed in securing prime digital placement and promotion for our Fiscal Year 2019 was an important year for releases with major third party digital/VOD Cinedigm with many steps taken to position the platforms, including iTunes and Vudu. Company for success in the coming years. Our continued focus on expanding our OTT Our team continues to aggressively pursue business by launching and scaling free, ad- expansion of key digital and television accounts supported linear and on-demand channels has across international territories, including China, shown significant progress. Our footprint of in addition to the strategic cultivation of monthly active ad-supported viewers grew to an relationships with local niche players for estimated 4.5 million monthly active viewers, up incremental revenue. Given the industry’s 398% year-over-year. This is the result of directional shift towards AVOD, our digital expanding our distribution and carriage deals sales team has proceeded to aggressively mine with large OEMs, cable companies, and our library of 32,000 plus titles for available technology platforms such as Sinclair Broadcast content to generate even more dollars for its Group, Samsung, Comcast Xfinity, Roku, and partners. Vizio, among others. Our digital networks provide additional Our focus has also been on scaling revenue opportunities to monetize content via AVOD growth both by expanding distribution as well as and linear streaming. Combined with the focusing on high-margin, in-demand connected already-established networks, including Dove tv advertising, which now represents more than Channel and CONTV, and the ability to quickly 83% of our overall ad inventory mix. develop and launch new AVOD networks Additionally, we have continued to expand the through our Matchpoint technology, we have 3rd party distribution of our flagship subscription taken pro-active steps to future-proof our services Dove Channel and CONtv onto new full business while protecting and growing our scale partners such as Dish Network, Comcast revenue streams for both ourselves and our and others. partners. We have also actively honed our content Combined with our aggressive streamlining acquisition strategy through on-going efforts, which will result in significant cost competitive analysis and examination of savings, we are excited to see all these efforts industry trends and performance data. In pay off as we move through Fiscal 2020 and addition to our robust catalog library and beyond. partnerships with well-known branded labels such as Crown Media, the NBA, and the NHL, We want to thank our Board of Directors for we have been pursuing the cost-effective their continued support and guidance, our acquisition of genre-driven titles with employees for their continued efforts to build recognizable cast and clear, discernible appeal to our business, and, of course, our stockholders audiences across all screens. To advance our for their continuing support. content acquisition strategy, we maintain partnerships with proven filmmakers, including Best, Status Media & Entertainment, Papa Octopus Productions and Standing O Productions. With these partnerships, we on board projects at the script stage and recommend and approve primary cast in order to ensure a steady pipeline Christopher J. McGurk of high-performing, commercial titles for all of our distribution channels. Chairman of the Board and Chief Executive Officer Due to our direct sales relationships, we remain strongly positioned to maximize revenue with physical retailers like Walmart and Amazon. Effectively leveraging our volume of UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: March 31, 2019 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-31810 ___________________________________ Cinedigm Corp. (Exact name of registrant as specified in its charter) __________________________________ Delaware 22-3720962 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 45 West 36th Street, 7th Floor, New York, NY 10018 (Address of principal executive offices) (Zip Code) (212) 206-8600 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE CIDM NASDAQ GLOBAL MARKET Securities registered pursuant to Section 12(g) of the Act: NONE Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No The aggregate market value of the voting and non-voting common equity held by non-affiliates of the issuer based on a price of $1.16 per share, the closing price of such common equity on the Nasdaq Global Market, as of September 30, 2018, was $15,825,633. For purposes of the foregoing calculation, all directors, officers and shareholders who beneficially own 10% of the shares of such common equity have been deemed to be affiliates, but the Company disclaims that any of such persons are affiliates. As of July 08, 2019, 35,723,638 shares of Class A Common Stock, $0.001 par value were outstanding. DOCUMENTS INCORPORATED BY REFERENCE NONE. CINEDIGM CORP. TABLE OF CONTENTS Page FORWARD-LOOKING STATEMENTS 1 PART I ITEM 1. Business 1 ITEM 1A. Risk Factors 8 ITEM 1B. Unresolved Staff Comments 18 ITEM 2. Properties 18 ITEM 3. Legal Proceedings 19 ITEM 4. Mine Safety Disclosures 19 PART II ITEM 5. Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities 19 ITEM 6. Selected Financial Data 21 ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 22 ITEM 8. Financial Statements and Supplementary Data 38 ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 39 ITEM 9A. Controls and Procedures 39 ITEM 9B. Other Information 39 PART III ITEM 10. Directors, Executive Officers and Corporate Governance 40 ITEM 11. Executive Compensation 44 ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related 59 Shareholder Matters ITEM 13. Certain Relationships and Related Transactions, and Director Independence 62 ITEM 14. Principal Accountant Fees and Services 64 PART IV ITEM 15. Exhibits and Financial Statement Schedules 66 SIGNATURES 73 [This page intentionally left blank] FORWARD-LOOKING STATEMENTS Various statements contained in this report or incorporated by reference into this report constitute “forward-looking statements” within the meaning of the federal securities laws. Forward-looking statements are based on current expectations and are indicated by words or phrases such as “believe,” “expect,” “may,” “will,” “should,” “seek,” “plan,” “intend” or “anticipate” or the negative thereof or comparable terminology, or by discussion of strategy. Forward-looking statements represent as of the date of this report our judgment relating to, among other things, future results of operations, growth plans, sales, capital requirements and general industry and business conditions applicable to us. Such forward-looking statements are based largely on our current expectations and are inherently subject to risks and uncertainties. Our actual results could differ materially from those that are anticipated or projected as a result of certain risks and uncertainties, including, but not limited to, a number of factors, such as: • successful execution of our business strategy, particularly for new endeavors; • the performance of our targeted markets; • competitive product and pricing pressures; • changes in business relationships with our major customers; • successful integration of acquired

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