Rimini Street, Inc. (NASDAQ:RMNI) Q3 2023 Earnings Call Transcript

Unidentified Participant: Helpful. Thanks, guys.

Operator: [Operator Instructions] Our next question comes from the line of Jeff Van Rhee from Craig-Hallum. Your line is open.

Jeff Van Rhee: Great. Thanks for taking my questions, guys. Just got a couple here. One as it relates to the guidance, what would be the triggers to start giving guidance again? I mean, the legal process is going on, as you said, for a decade, suspect it goes on quite a bit longer. What specific issues need to be resolved with respect to the legal side to start giving guidance again?

Seth Ravin: Sure, Jeff. A good question there. Certainly we’ve been in litigation for 13 years, and we’ve continued to provide guidance regularly. The difference right now is, we are in the middle of several key things. One, if we focus on the Rimini II. The Rimini II, we have a finding by the Court, we are in the appeals process, not only of the decisions by the Court, but also of the, as you well know, a stay on the injunction that was put in place with Rimini II. The injunction has a lot of troubling challenges in it, as we’ve said to the Courts that, if we had to implement it as the Court put in there, there could be irreparable damage to the company and to third-parties. There are things in there that would cause us a significant potential expense as the business, they could have business impacts as well as financial impacts.

And so the fact that that stayed right now, but we’re still arguing in the Courts over the stay, and then eventually appeal of that particular injunction is very much in play at the moment. On the other side, the contempt matter, we have legal fees that will be coming in that the Court has ordered us to pay, we haven’t agreed on any amount, the Court hasn’t ordered an amount. And also in Rimini II, there could be legal fees, there could be an application, there’s none order today, but there could be legal fees on that side. So we have financial amounts that we don’t feel we can possibly even figure out and ascertain what they might be. And on the other side, we have potential impacts to business that are dependent on these Court decisions.

So that’s really what’s going on as we’ve got a management team who says, I can’t come out to you and give you the kind of reputable guidance that we would want to provide, because I have too many open variables until these matters are resolved by the Court. Now, if you look at the timeline, and again, I recommend everybody read the 10-Q. The litigation disclosure is more detailed than what I went through in my prepared remarks. It’s got more components to it. But these legal fee discussions, for example and decisions will take place over the coming month and we have a scheduled date of briefing schedule all the way through February. And so, when you look at that, I think, Jeff, you really can get a sense that we probably won’t have an understanding of where the Courts are going to come out in their decisions, then the decisions that we will take, and the actions we have to take from those, probably until is as late as the second quarter of next year, just given the briefing schedules and what’s likely to take place with the Court.

And that doesn’t even include the answers to any appeals, which could be a year after that. But I do think, when you look at it, we normally would provide 2024 guidance, when we give the K, which as you know is 60 to 75 days into 2024. And I would say, we’re going to evaluate where we are, what decisions have been made by the Court, what we know, what we still don’t know and how we believe that affects the business, and then make a decision as to whether we feel that we’re in a position to resume guidance in our normal fashion for 2024 when we come out with the K results in the fourth quarter financials.