GAIA, INC
For the period ended Sep 30, 2025. Filed Nov 4, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 4, 2025
GAIA$1.30+1.2%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-11.
0000950170-25-106575
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-04.
0001193125-25-263669
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 45 previous paragraphs and 47 current paragraphs.
22 unchanged; 19 reworded; 5 added; 4 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 3 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (5)
Current report
Nine months ended September 30, 2025 compared to nine months ended September 30, 2024
Current report
Cost of revenues. Cost of revenues remained flat at $9.6 million during the nine months ended September 30, 2025 and 2024. Gross profit margin increased during the nine months ended September 30, 2025, to 86.9% from 85.3% for the nine months ended September 30, 2024 primarily due to improvements in ARPU.
Current report
Seaso nality
Current report
As described in Note 10, on September 30, 2025, Gaia entered into a cost method investment for $2 million according to ASC 321. The Company has less than 10% ownership and does not have significant influence over the investee as there is no representation on the investee's board of directors, no participation in policy-making decisions, and no material intercompany transactions. The initial valuation of this investment will be made at historical cost and adjusted only for impairment or observable price changes from comparable transactions. No unrealized gain/loss will be recognized unless an observable transaction occurs. The investment will be subject to impairment testing and any permanent declines in value will be recognized in net income.
Current report
Nine months ended September 30, 2025 compared to nine months ended September 30, 2024
Removed paragraphs (4)
Previous report
Six months ended June 30, 2025 compared to six months ended June 30, 2024
Previous report
Cost of revenues. Cost of revenues decreased $0.3 million or 4.6% to $6.2 million during the six months ended June 30, 2025, compared to $6.5 million during the six months ended June 30, 2024, which primarily relates to the increase in revenues and revenue mix, offset by a one-time adjustment in royalty expense. Gross profit margin increased during the six months ended June 30, 2025, to 87.2% from 84.9% for the six months ended June 30, 2024 primarily due to improvements in ARPU and the one-time adjustment in royalty expense.
Previous report
Seasonality
Previous report
Six months ended June 30, 2025 compared to six months ended June 30, 2024
Reworded paragraphs (19)
Previous wording
This report contains forward-looking statements within the meaning of the federal securities laws. All statements other than statements of historical fact are forward looking statements that involve risks and uncertainties. When used in this discussion, we intend the words “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “future,” “hope,” “intend,” “may,” “might,” “objective,” “ongoing,” “plan,” “potential,” “predict,” “project,” “should,” “strive,” “target,” “will,” “would” and similar expressions as they relate to us to identify such forward-looking statements. Our actual results could differ materially from the results anticipated in these forward-looking statements as a result of certain factors set forth under “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Form 10-Q and under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024. Risks and uncertainties that could cause actual results to differ include, without limitation: our ability to attract new members and retain existing members; our ability to compete effectively, including for customer engagement with different modes of entertainment; maintenance and expansion of device platforms for streaming; fluctuation in customer usage of our service; fluctuations in quarterly operating results; service disruptions; production risks; general economic conditions; future losses; loss of key personnel; price changes; brand reputation; acquisitions; new initiatives we undertake; security and information systems; legal liability for website content; failure of third parties to provide adequate service; future internet-related taxes; our founder’s control of us; litigation; consumer trends; the effect of government regulation and programs; the impact of public health threats; and other risks and uncertainties included in our filings with the SEC. We caution you that no forward-looking statement is a guarantee of future performance, and you should not place undue reliance on these forward-looking statements which reflect our views only as of the date of this report. We undertake no obligation to update any forward-looking information.
Current wording
Risks and uncertainties that could cause actual results to differ include, without limitation: our ability to attract new members and retain existing members; our ability to compete effectively, including for customer engagement with different modes of entertainment; maintenance and expansion of device platforms for streaming; fluctuation in customer usage of our service; fluctuations in quarterly operating results; service disruptions; production risks; general economic conditions; future losses; loss of key personnel; price changes; brand reputation; acquisitions; new initiatives we undertake; security and information systems; legal liability for website content; failure of third parties to provide adequate service; future internet-related taxes; our founder’s control of us; litigation; consumer trends; the effect of government regulation and programs; the impact of public health threats; and other risks and uncertainties included in our filings with the SEC. We caution you that no forward-looking statement is a guarantee of future performance, and you should not place undue reliance on these forward-looking statements which reflect our views only as of the date of this report. We undertake no obligation to update any forward-looking information.
Previous wording
We operate a global digital video subscription service with a library of over 10,000 titles, with live communications and live events with a growing selection of titles available in Spanish, German and French that caters to a unique, underserved member base. Our digital content is available to our members on most internet-connected devices anytime, anywhere, commercial-free. Through our online Gaia subscription service our members have unlimited access to a library of inspiring films, cutting edge documentaries, interviews, yoga classes, transformation related content, live events, and more – 90% of which is exclusively available to our members for digital streaming on most internet-connected devices.
Current wording
We operate a global digital video subscription service with a library of over 10,000 titles, with live communications and live events with a growing selection of titles available in Spanish, German and French that caters to a unique, underserved member base. Our digital content is available to our members on most internet-connected devices anytime, anywhere, commercial-free. Through our online
Previous wording
Gaia’s position in the streaming video landscape is firmly supported by its wide variety of exclusive and unique content, which provides a complementary offering to other entertainment-based streaming video services. Our original content is developed and produced in-house in our lifestyle campus near Boulder, Colorado. By offering exclusive and unique content through our streaming service, we believe we will be able to significantly expand our target member base.
Current wording
Gaia subscription service our members have unlimited access to a library of inspiring films, cutting edge documentaries, interviews, yoga classes, transformation related content, live events, and more – 90% of which is exclusively available to our members for digital streaming on most internet-connected devices. Gaia’s position in the streaming video landscape is firmly supported by its wide variety of exclusive and unique content, which provides a complementary offering to other entertainment-based streaming video services. Our original content is developed and produced in-house in our lifestyle campus near Boulder, Colorado. By offering exclusive and unique content through our streaming service, we believe we will be able to significantly expand our target member base.
Previous wording
Revenues, net. Revenues increased $2.7 million, or 12%, to $24.6 million during the three months ended June 30, 2025, compared to $21.9 million during the three months ended June 30, 2024. This was primarily driven by an increase in member count as well as improvements in Average Revenue Per User (“ARPU”) due to the increase in prices.
Current wording
Revenues, net. Revenues increased $3.0 million, or 14%, to $25.0 million during the three months ended September 30, 2025, compared to $22.0 million during the three months ended September 30, 2024. The increase was primarily driven by improvements in Average Revenue Per User (“ARPU”) due to the increase in subscription prices as well as an increase in member count.
Previous wording
Cost of revenues. Cost of revenues decreased $0.1 million or 2.9% to $3.3 million during the three months ended June 30, 2025, compared to $3.4 million during the three months ended June 30, 2024, which primarily relates to the increase in revenues and revenue mix. Gross profit margin increased during the three months ended June 30, 2025 to 86.7% from 84.5% for the three months ended June 30, 2024 primarily due to improvements in ARPU.
Current wording
Cost of revenues. Cost of revenues increased $0.3 million or 9.7% to $3.4 million during the three months ended September 30, 2025, compared to $3.1 million during the three months ended September 30, 2024, which primarily relates to the increase in revenues and revenue mix. Gross profit margin increased during the three months ended September 30, 2025 to 86.4% from 86.1% for the three months ended September 30, 2024 primarily due to improvements in ARPU.
Previous wording
Selling and operating expenses. Selling and operating expenses increased $2.1 million, or 11.4%, to $20.6 million during the three months ended June 30, 2025, compared to $18.5 million for the three months ended June 30, 2024, driven primarily by an increase in marketing expense. As a percentage of net revenues, selling and operating expenses decreased to 83.8% for the three months ended June 30, 2025 compared to 84.5% for the three months ended June 30, 2024.
Current wording
Selling and operating expenses. Selling and operating expenses increased $2.5 million, or 13.8%, to $20.6 million during the three months ended September 30, 2025, compared to $18.1 million for the three months ended September 30, 2024, driven primarily by an increase in marketing expense. As a percentage of net revenues, selling and operating expenses decreased to 82.4% for the three months ended September 30, 2025 compared to 82.2% for the three months ended September 30, 2024.
Previous wording
Corporate, general and administration expenses. Corporate, general and administration expenses increased $0.9 million to $2.9 million for three months ended June 30, 2025 from $2.0 million for three months ended June 30, 2024. As a percentage of net revenues, these expenses increased to 11.8% for the three months ended June 30, 2025 from 9.1% for the three months ended June 30, 2024.
Current wording
Corporate, general and administration expenses. Corporate, general and administration expenses increased $0.2 million to $2.2 million for three months ended September 30, 2025 from $2.0 million for three months ended September 30, 2024. As a percentage of net revenues, these expenses decreased to 9.0% for the three months ended September 30, 2025 from 9.1% for the three months ended September 30, 2024. The increase was primarily driven by legal fees, contract services, and higher incentive compensation costs, expenses during the three months ended September 30, 2025.
Previous wording
Revenues, net. Revenues increased $5.3 million, or 12.3%, to $48.5 million during the six months ended June 30, 2025 compared to $43.2 million during the six months ended June 30, 2024. This was primarily driven by an increase in member count as well as improvements in ARPU due to an increase in prices.
Current wording
Revenues, net. Revenues increased $8.3 million, or 12.7%, to $73.5 million during the nine months ended September 30, 2025 compared to $65.2 million during the nine months ended September 30, 2024. The increase was primarily driven by improvements in Average Revenue Per User (“ARPU”) due to the increase in prices as well as an increase in member count.
Previous wording
Selling and operating expenses. Selling and operating expenses increased $4.8 million, or 13.4%, to $40.7 million during the six months ended June 30, 2025, compared to $35.9 million for the six months ended June 30, 2024, driven primarily by an increase in marketing expense. As a percentage of net revenues, selling and operating expenses increased to 83.9% for the six months ended June 30, 2025 compared to 83.1% for the six months ended June 30, 2024.
Current wording
Selling and operating expenses. Selling and operating expenses increased $7.2 million, or 13.3%, to $61.2 million during the nine months ended September 30, 2025, compared to $54.0 million for the nine months ended September 30, 2024, driven primarily by an increase in marketing expense. As a percentage of net revenues, selling and operating expenses increased to 83.4% for the nine months ended September 30, 2025 compared to 82.8% for the nine months ended September 30, 2024.
Previous wording
Corporate, general and administration expenses. Corporate, general and administration expenses increased $1.2 million, or 33.3% to $4.8 million for the six months ended June 30, 2025 from $3.6 million for the six months ended June 30, 2024. As a percentage of net revenues, these expenses increased to 9.9% for the six months ended June 30, 2025 from 8.4% for the six months ended June 30, 2024.
Current wording
Corporate, general and administration expenses. Corporate, general and administration expenses increased $1.4 million, or 25.0% to $7.0 million for the nine months ended September 30, 2025 from $5.6 million for the nine months ended September 30, 2024. As a percentage of net revenues, these expenses decreased to 9.6% for the nine months ended September 30, 2025 from 8.6% for the nine months ended September 30, 2024. The increase was primarily driven by legal fees, contract services, amortization expense, and increases in incentive compensation costs during the nine months ended September 30, 2025.
Previous wording
Our budgeted content and capital expenditures for the remainder of 2025 are expected to be between $11.0 million to $13.0 million which we intend to fund with cash flows generated from operations. These planned expenditures will be predominately utilized to expand our content library and build out the capabilities of our digital platforms. The planned expenditures are discretionary and, with our in-house production capabilities, we have the ability to scale expenditures based on the available cash flows from operations. We began to generate positive cash flows from operations in 2020 and have continued to generate cash flows from operations since. We expect to continue generating positive cash flows from operations during the remainder of 2025. We generated approximately 3.6 million in cash flows from operations during the six months ended June 30, 2025. As of June 30, 2025, our cash balance was $13.9 million.
Current wording
Our budgeted content and capital expenditures for the remainder of 2025 are expected to be between $4.0 million to $6.0 million which we intend to fund with cash flows generated from operations. These planned expenditures will be predominately utilized to expand our content library and build out the capabilities of our digital platforms. The planned expenditures are discretionary and, with our in-house production capabilities, we have the ability to scale expenditures based on the available cash flows from operations. We began to generate positive cash flows from operations in 2020 and have continued to generate cash flows from operations since. We expect to continue generating positive cash flows from operations during the remainder of 2025. We generated approximately $3.9 million in cash flows from operations during the nine months ended September 30, 2025. As of September 30, 2025, our cash balance was $14.2 million.
Previous wording
As described in Note 4, during August 2022, we entered into a Credit Agreement with KeyBank, which provides for a revolving credit facility in an aggregate amount of up to $10.0 million. Funds from the Credit Agreement are available for working capital and general corporate purposes, but not to fund any permitted acquisitions or other investments. As of June 30, 2025, there were no outstanding borrowings under the Credit Agreement.
Current wording
On August 25, 2022, Gaia, as borrower, and certain subsidiaries, as guarantors, entered into a Credit and Security Agreement with KeyBank National Association (“KeyBank”), as amended by the Second Amendment thereto, dated July 29, 2025 (the “Credit Agreement”). The Credit Agreement provides for a revolving credit facility in an aggregate amount of up to $10 million (which may be increased up to $15 million) with a sublimit of $1 million available for issuances of letters of credit. Borrowings under the Credit Agreement are available for working capital and general corporate purposes and permitted acquisitions. As of September 30, 2025, there were no outstanding borrowings under the Credit Agreement.
Previous wording
During July 2025, Igniton raised $6.0 million of private common equity financing, including $2.0 million from Gaia, at an implied post-money valuation of approximately $106 million. This valuation is based on the terms of the private financing and does not represent a remeasurement of fair value under GAAP.The Company has approximately two-thirds ownership interest and continues to consolidate Igniton. The proceeds from the financing are expected to be used by Igniton for product launch, general operating expenses and certain capital expenditures to support future growth.
Current wording
As described in Note 11, during July 2025, Igniton raised $6.0 million of private common equity financing, including $2.0 million from Gaia, at an implied post-money valuation of approximately $106 million. This valuation is based on the terms of the private financing and does not represent a remeasurement of fair value under GAAP. The Company has approximately two-thirds ownership interest and continues to consolidate Igniton. The proceeds from the financing are expected to be used by Igniton for product launch, general operating expenses and certain capital expenditures to support future growth.
Previous wording
Operating activities. Cash flows provided by operations increased approximately $4.4 million during the three months ended June 30, 2025 compared to the same period in 2024. The increase was driven by changes in earnings, timing of working capital primarily from receiving the employee retention tax credit of approximately $1.7 million, and changes in other liabilities.
Current wording
Operating activities. Cash flows provided by operations decreased approximately $0.1 million during the three months ended September 30, 2025 compared to the same period in 2024. The decrease was driven by changes in earnings, timing of working capital and changes in other liabilities.
Previous wording
Investing activities. Cash flows used in investing activities increased approximately $10.1 million during the six months ended June 30, 2025compared to the same period in 2024. The decrease was primarily driven by a technology license acquired by one of our subsidiaries during the three months ended June 30, 2024. Excluding the subsidiary technology license purchase from prior year, the cash flows from investing activities were relatively flat period over period.
Current wording
Investing activities. Cash flows used in investing activities increased approximately $2.6 million during the three months ended September 30, 2025 compared to the same period in 2024. The increase was primarily driven by investment purchases during the three months ended September 30, 2025.
Previous wording
Financing activities. Cash flows used in financing activities decreased $6.4 million during the three months ended June 30, 2025 compared to the same period in 2024 due to funding the license purchase from an equity financing through Igniton of $6.4 million, net during the three months ended June 30, 2024.
Current wording
Financing activities. Cash flows provided by financing activities increased $4.0 million during the three months ended September 30, 2025 compared to the same period in 2024 due to an equity raise related to Igniton of $3.9 million, net during the three months ended September 30, 2025.
Previous wording
Operating activities. Cash flows provided by operations decreased $0.3 million during the six months ended June 30, 2025 compared to the same period in 2024.
Current wording
Operating activities. Cash flows provided by operations decreased $0.4 million during the nine months ended September 30, 2025 compared to the same period in 2024.
Previous wording
Investing activities. Cash flows used in investing activities decreased approximately $10.0 million during the three months ended June 30, 2025 compared to the same period in 2024. The decrease was primarily driven by a technology license acquired by one of our subsidiaries during the three months ended June 30, 2024. Excluding the subsidiary technology license purchase from prior year, the cash flows from investing activities were relatively flat period over period.
Current wording
Investing activities. Cash flows used in investing activities increased approximately $7.5 million during the nine months ended September 30, 2025 compared to the same period in 2024. The increase was primarily driven by a technology license acquired by one of our subsidiaries during the nine months ended September 30, 2024.
Previous wording
Financing activities. Cash flows provided by financing activities increased $0.6 million during the six months ended June 30, 2025 compared to the same period in 2024 primarily due to proceeds from the issuance of common stock of $7.0 million compared to funding the subsidiary technology license purchase from an equity financing through Igniton of $6.4 million, net during the three months ended June 30, 2024.
Current wording
Financing activities. Cash flows provided by financing activities increased $4.5 million during the nine months ended September 30, 2025 compared to the same period in 2024 primarily due to proceeds from the issuance of common stock of $7.0 million and proceeds from the sale of Igniton common stock of $3.9 million during the nine months ended September 30, 2025 compared to funding the subsidiary technology license purchase from an equity financing through Igniton of $6.4 million, net in 2024.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
This report contains forward-looking statements within the meaning of the federal securities laws. All statements other than statements of historical fact are forward looking statements that involve risks and uncertainties. When used in this discussion, we intend the words “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “future,” “hope,” “intend,” “may,” “might,” “objective,” “ongoing,” “plan,” “potential,” “predict,” “project,” “should,” “strive,” “target,” “will,” “would” and similar expressions as they relate to us to identify such forward-looking statements. Our actual results could differ materially from the results anticipated in these forward-looking statements as a result of certain factors set forth under “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Form 10-Q and under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024.