Beachbody Company, Inc.
For the period ended Mar 31, 2026. Filed May 12, 2026.
View on SEC.govAbout this filing
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.
Mar 31, 2026 · Filed May 12, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-10.
0001193125-25-274344
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-12.
0001193125-26-219677
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 162 previous paragraphs and 153 current paragraphs.
78 unchanged; 37 reworded; 31 added; 42 removed; 5 previous and 7 current paragraphs rearranged.
Tables are not compared: 21 previous and 15 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 (31)
Current report
In the fitness and nutrition industry, we focus primarily on digital content, supplements, and consumer health and wellness. Our goal is to continue to provide holistic fitness and nutrition content and subscription-based solutions. Leveraging our history of fitness content creation, nutrition innovation, and our affiliates, we plan to continue market penetration into the fitness and nutrition markets to reach a wider fitness and nutrition audience. Management ceased the sale of connected fitness inventory in the first quarter of 2025.
Current report
Total revenue was $54.3 million, a 25% decrease;
Current report
Digital revenue was $33.6 million, a 22% decrease;
Current report
Nutrition and other revenue was $20.7 million, a 28% decrease;
Current report
Connected fitness revenue, which we ceased in the first quarter of 2025, was zero, a 100% decrease;
Current report
Operating expenses were $35.9 million, compared to $55.2 million;
Current report
Operating income was $3.1 million, the Company's third consecutive quarter of operating income, compared to an operating loss of $3.7 million in the prior year period;
Current report
Adjusted net income was $2.5 million, the Company's third consecutive quarter of adjusted net income, compared to a loss of $5.1 million in the prior year period; and
Current report
Adjusted EBITDA was $8.0 million, compared to $3.7 million.
Current report
ABL Facility Amendment
Current report
On January 7, 2026, (the “ABL Facility Amendment Effective Date”), the Company and Tiger Finance, LLC ("Tiger") entered into Amendment No. 1 to the Credit Agreement (the “Amended ABL Facility Credit Agreement”), which amended the Company’s existing Credit Agreement. The Amended ABL Facility Credit Agreement amends, among other things, certain terms of the prior Credit Agreement including without limitation, to (1) eliminate the maximum capital expenditures covenant, (2) amend the minimum liquidity financial covenant, (3) amend the minimum Three Months Total Billings Target and the minimum Monthly Digital Subscriptions financial covenants which are not tested unless a Covenant Testing Period (as defined in the Amended ABL Facility Credit Agreement) has been triggered, (4) amend the minimum Monthly Digital Subscriptions Target, which is tested if a Covenant Testing Period has been triggered, (5) include a minimum billings fixed charge coverage ratio ("BFCCR") (as defined in the Amended ABL Facility Credit Agreement) financial covenant, which is tested if a Covenant Testing Period has been triggered, (6) extended the date for potential decrease in the interest rate of the ABL Facility, (7) extended the Make Whole prepayment premium, and (8) amend certain financial definitions, reporting covenants and other covenants thereunder.
Current report
The Company incurred a 1% amendment fee on the outstanding ABL Facility balance prior to the amendment (fee of $0.3 million).
Current report
See Note 9, Debt, for additional information on the Amended ABL Facility Credit Agreement.
Current report
Adjusted EBITDA
Current report
Adjusted Net Income (Loss)
Current report
(1) Tax impact calculated using the annual effective tax rate.
Current report
Net Cash Position
Current report
We use net cash position, which is a non-GAAP liquidity measure, to supplement our liquidity as presented in accordance with GAAP. We believe that net cash position is useful in viewing our liquidity, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing liquidity. Net cash position is not intended to be a substitute for GAAP financial measures and, as calculated may not be comparable to other similarly titled measures of liquidity for other companies in other industries or within the same industry.
Current report
The table below presents our net cash position, which is our cash and cash equivalents less the debt on our balance sheet for the periods indicated:
Current report
Free Cash Flow
Current report
We use free cash flow, which is a non-GAAP liquidity measure, to supplement our cash provided by operating activities as presented in accordance with GAAP. We believe that free cash flow is useful in evaluating our liquidity, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing liquidity. Free cash flow is not intended to be a substitute for GAAP financial measures and, as calculated may not be comparable to other similarly titled measures of liquidity for other companies in other industries or within the same industry.
Current report
The table below presents our free cash flow, which is our net cash provided by operating activities less cash used for the purchase of property and equipment for the periods indicated:
Current report
General and administrative expenses as a percentage of total revenue decreased by 190 bps as a result of the decrease in expenses as noted above.
Current report
Income Tax Provision
Current report
ABL Facility First Amendment
Current report
On January 7, 2026, the Company and Tiger entered into the Amended ABL Facility Credit Agreement, which amended the Company’s existing Credit Agreement. The Amended ABL Facility Credit Agreement amends, among other things, certain terms of the Credit Agreement including without limitation, to (1) eliminate the capital expenditures covenant, (2) increase the minimum liquidity financial covenant from $12 million to $15 million, (3) the minimum Three Months Total Billings Target and the minimum Monthly Digital Subscriptions financial covenants are not tested unless the Company's cash balance is less than $4.6 million greater than the outstanding debt principal (a Covenant Testing Period, as defined in the Amended ABL Facility Credit Agreement), (4) decrease the minimum Monthly Digital Subscriptions Target covenant level from 850,000 to 700,000, which is tested if a Covenant Testing Period (as defined in the Amended ABL Credit Facility Agreement) has been triggered, (5) add an additional financial covenant such that if a Covenant Testing Period, as defined in the Amended ABL Facility Credit Agreement) is in effect, the Company must maintain a minimum BFCCR (as defined in the Amended ABL Facility Credit Agreement) of at least 1.1x, (6)
Current report
extended the date for potential decrease in the interest rate of the ABL Facility from SOFR plus 9.00% to SOFR plus 7.75% from May 13, 2026 to December 31, 2026, (7) extended the Make Whole prepayment premium from November 13, 2026 to July 7, 2027, and (8) amend certain financial definitions, reporting covenants and other covenants thereunder.
Current report
The Company incurred a 1% amendment fee on the outstanding ABL Facility balance prior to the amendment (fee of $0.3 million).
Current report
See Note 9, Debt, for additional information on the Amended ABL Facility Credit Amendment.
Current report
Purchase Commitments and Lease Obligations
Current report
Net cash used in investing activities was $0.7 million for both the three months ended March 31, 2026 and 2025.
Removed paragraphs (42)
Previous report
Total revenue was $59.9 million, a 41% decrease;
Previous report
Digital revenue was $36.4 million, a 32% decrease;
Previous report
Nutrition and other revenue was $23.5 million, a 50% decrease;
Previous report
Operating expenses was $39.7 million, compared to $81.8 million;
Previous report
Adjusted EBITDA was $9.5 million, compared to $10.1 million.
Previous report
For the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024:
Previous report
Total revenue was $196.2 million, a 41% decrease;
Previous report
Digital revenue was $119.0 million, a 32% decrease;
Previous report
Nutrition and other revenue was $76.3 million, a 50% decrease;
Previous report
Connected fitness revenue was $0.9 million, an 84% decrease, there was no connected fitness revenue in the three months ended September 30, 2025;
Previous report
Gross margin was 72.6%, an increase of 450 bps;
Previous report
Operating expenses was $145.1 million, compared to $259.8 million;
Previous report
Net loss was $8.1 million, compared to a net loss of $37.1 million; and
Previous report
Adjusted EBITDA was $17.9 million, compared to $19.6 million.
Previous report
ABL Facility and Extinguishment of Term Loan
Previous report
Restructuring
Previous report
On June 26, 2025, the Company executed a post Pivot restructuring (the "Restructuring") which reduced the Company's headcount by approximately 70 employees (approximately 22% of the Company’s workforce on that date) in the third quarter of 2025. The actions associated with the Restructuring resulted in approximately $2.5 million in costs, with approximately $2.5 million recorded in the Company's unaudited condensed consolidated statement of operations in the three months ended June 30, 2025 and approximately zero recorded in the three months ended September 30, 2025.
Previous report
See Note 13, Restructuring, for additional information on the Restructuring.
Previous report
The nine months ended September 30, 2025 represents the loss related to the $17.3 million debt extinguishment that the Company made on May 13, 2025. The nine months ended September 30, 2024 represents the loss related to the $1.0 million, $5.5 million and $4.0 million partial debt prepayments that the Company made on January 9, 2024, February 29, 2024 and April 5, 2024, respectively.
Previous report
Includes accelerated depreciation expense of $2.9 million for the three and nine months ended September 30, 2024 related to certain long-lived assets that due to the Pivot were not used by the Company after December 31, 2024.
Previous report
Includes (a) restructuring expense and personnel costs associated with the Pivot of $5.1 million during the three and nine months ended September 30, 2024 and (b) adjustments recorded to nutrition and other inventory of $0.2 million due to the Pivot and adjustments recorded to connected fitness inventory of $1.2 million due to the decision to cease the sale of connected fitness inventory in early 2025, in the three and nine months ended September 30, 2024.
Previous report
Includes post-Pivot Restructuring expenses, primarily termination benefits, of approximately zero and $2.5 million for the three and nine months ended September 30, 2025. Includes restructuring expense and personnel costs associated with key initiatives of approximately zero and $1.6 million during the three and nine months ended September 30, 2024, respectively.
Previous report
The decrease in digital revenue for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was primarily attributable to a $37.8 million decrease in revenue from our digital streaming services due to 18% fewer subscriptions in the current year as compared to the prior year as the result of lower demand, a decrease of $8.6 million in fees from Partners due to the Pivot (there are no fees from Partners after November 1, 2024), and a decrease in digital program sales of $7.9 million.
Previous report
The decrease in nutrition and other revenue for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was primarily attributable to a $59.6 million decrease in revenue from nutritional products due to 49% fewer nutritional subscriptions in the current year as compared to the prior year as the result of lower demand, a $12.4 million decrease in revenue generated from our preferred customer fees due to the Pivot (there are no preferred customer fees after November 1, 2024), a $4.8 million decrease in shipping revenue due to the decrease in nutritional products sold, and a $2.6 million decrease in event ticket sales (there were no events in the nine months ended September 30, 2025 due to the Pivot), partially offset by a $4.4 million increase in Amazon sales.
Previous report
The decrease in connected fitness revenue for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was due to management's decision to cease the sale of bike inventory in the first quarter of 2025.
Previous report
The decrease in connected fitness cost of revenue for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, was driven by a $1.7 million decrease in logistics expenses and lower inventory adjustments of $1.2 million, primarily due to management's decision to cease the sale of bike inventory in the first quarter of 2025.
Previous report
The decrease in digital cost of revenue for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was due to a $5.6 million decrease in digital content amortization as a result of lower production spend, a $5.3 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that occurred in the past year, a $3.2 million decrease in depreciation expense as a result of the end of the useful life of certain fixed assets, a $2.7 million decrease in customer service expense due to a decrease in the volume of contacts related to digital revenue, and a $1.2 million decrease in digital content revisions. The increase in digital gross margin for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 was primarily as a result of the decrease in expenses as noted above.
Previous report
The decrease in nutrition and other cost of revenue for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was primarily due to a $12.1 million decrease in product costs due to a decrease in the volume of products sold, a $7.8 million decrease in logistics expenses related to the decrease in nutrition and other revenue, a $2.5 million decrease in customer service expense due to a decrease in the volume of contacts related to nutrition and other revenue, and a $2.5 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that occurred in the past year. Nutrition and other gross margin decreased for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily as a result of the elimination of preferred customer fees, which did not carry any cost of revenues, in the current year, a higher level of inventory adjustments, and a higher level of promotional offerings in the current year.
Previous report
The decrease in connected fitness cost of revenue for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was driven by a $3.2 million decrease in logistics expenses, lower inventory adjustments of $2.5 million and a $0.7 million decrease in product costs, primarily due to management's decision to cease the sale of bike inventory in the first quarter of 2025.
Previous report
The decrease in selling and marketing expense for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was primarily due to a $71.2 million decrease in Partner compensation due to the Pivot (as we no longer have Partner compensation on new sales after November 1, 2024 and the Partner compensation recorded in the current year was the amortization of Partner compensation that was deferred in prior periods), a $18.3 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that occurred in the past year, and a $5.7 million decrease in event expenses due primarily to no events in the current year, partially offset by a $10.6 million increase in media expense due to increased advertising spend with the Pivot transition and a $2.3 million increase in affiliate compensation, which did not exist in the prior year period.
Previous report
The decrease in enterprise technology and development expenses for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was primarily due to a $11.7 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that occurred in the past year and a $8.8 million decrease in depreciation expense as a result of certain long-lived assets that were fully depreciated as of December 31, 2024 and due to $2.9 million of accelerated deprecation recorded in the prior year period due to the Pivot.
Previous report
Enterprise technology and development expense as a percentage of total revenue increased by 80 bps due to a decrease in revenue at a faster pace than the reduction in enterprise technology and development expenses.
Previous report
General and administrative expenses as a percentage of total revenue increased by 540 bps due to a decrease in revenue at a faster pace than the reduction in general and administrative expenses.
Previous report
The decrease in general and administrative expenses for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was primarily due to a $4.6 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that have occurred in the past year, a $1.1 million decrease in rent expense due to a decrease in leased space, and a $0.9 million decrease in insurance expense as some of our insurance is based on the level of the Company's revenues or the number of employees, which both have declined in the current period compared to the prior period, partially offset by an increase in professional related expenses of $2.1 million and a $0.8 million gain on the sale of the Van Nuys facility which was recorded as a reduction of general and administrative expenses in the three months ended March 31, 2024.
Previous report
General and administrative expenses as a percentage of total revenue increased by 570 bps due to a decrease in revenue at a faster pace than the reduction in general and administrative expenses.
Previous report
Restructuring
Previous report
In 2025 restructuring charges primarily related to additional post Pivot headcount reductions. In 2024, restructuring charges primarily related to the Pivot which was announced by the Company on September 30, 2024 (see Note 13, Restructuring, for more information on the Pivot) and key initiatives. The charges incurred primarily consist of employee termination costs.
Previous report
The loss on debt extinguishment for the nine months ended September 30, 2025 was due to the repayment in full ($17.3 million) of the Term Loan as of May 13, 2025. The loss on debt extinguishment for the nine months ended September 30, 2024 was due to partial prepayments of $10.5 million on the Term Loan that occurred in the nine months ended September 30, 2024. The change in fair value of warrant liabilities during the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, primarily resulted from a 4% decrease in our stock price during the current period as compared to a 31% decrease in our stock price in the prior year period. The decrease in interest expense was primarily due to a decrease of approximately 21% in the average principal debt balance outstanding during the current period as compared to the prior year period as well as the decrease in the effective interest rate on the ABL Facility (outstanding since May 13, 2025) as compared to the Term Loan (repaid on May 13, 2025), 15.2% as compared to 23.4% in the prior year period, respectively. The decrease in other income was primarily due to a $1.2 million gain on the sale of a legal claim for a litigation settlement in the quarter ended September 30, 2024.
Previous report
Income Tax Benefit (Provision)
Previous report
We were in compliance with the financial covenants under our ABL Facility as of September 30, 2025. However, the Company currently anticipates a violation of the minimum digital subscriptions financial covenant at December 31, 2025 and a violation of the minimum billings financial covenant in the first quarter of 2026. Based on this, the Company has begun discussions with the lender to amend these financial covenants with management's belief that this can be executed by February 28, 2026, however, there can be no assurance that we will be able to finalize the amendment of the covenants on the ABL Facility. Further, as noted above, if the ABL Facility is not amended as anticipated, and if such covenant violations were to occur, this could result in the lender accelerating the maturity date of the ABL Facility into the first quarter of 2026, impacting the Company’s liquidity and potentially impacting its ability to continue to operate in the normal course. Given the finalization of the amendment of the covenants in the ABL Facility is not within the control of the Company, the Company has concluded that the anticipated violation of the debt covenants is a condition that raises substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the condensed consolidated financial statements are issued.
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Reworded paragraphs (37)
Previous wording
our future financial performance, including our expectations regarding our revenue, cost of revenue, gross profit, operating expenses including changes in selling and marketing, general and administrative, and enterprise technology and development expenses (including any components of the foregoing), Adjusted EBITDA (as defined below) and our ability to achieve and maintain future profitability;
Current wording
our future financial performance, including our expectations regarding our revenue, cost of revenue, gross profit, operating expenses including changes in selling and marketing, general and administrative, and enterprise technology and development expenses (including any components of the foregoing), Adjusted EBITDA (as defined below), Adjusted Net Income (Loss) (as defined below), and our ability to achieve and maintain future profitability;
Previous wording
BODi is a leading fitness and nutrition company. We focus primarily on digital content, supplements, and consumer health and fitness. Our goal is to continue to provide holistic health and fitness content, subscription-based solutions and digital program sales. We are the creator of some of the world’s most popular fitness programs, including P90X®, Insanity®, and 21 Day Fix®, which transformed the at-home fitness market and disrupted the global fitness industry by making it accessible for people to get results—anytime, anywhere. Our comprehensive nutrition-first programs, Portion Fix® and 2B Mindset®, teach healthy eating habits and promote healthy, sustainable weight loss. These fitness and nutrition programs are available through our BODi streaming service.
Current wording
BODi is a leading fitness and nutrition company. We focus primarily on digital content, supplements, and consumer health and fitness. Our goal is to continue to provide holistic health and fitness content, subscription-based solutions and digital program sales. We are the creator of some of the world’s most popular fitness programs, including P90X®, Insanity®, LIFT4®, and 21 Day Fix®, which transformed the at-home fitness market and disrupted the global fitness industry by making it accessible for people to get results—anytime, anywhere. Our comprehensive nutrition-first programs, Portion Fix® and 2B Mindset®, teach healthy eating habits and promote healthy, sustainable weight loss. These fitness and nutrition programs are available through our BODi streaming service.
Previous wording
Our revenue is generated primarily through a multi-channel network which includes our direct response advertising, affiliates, social media marketing channels, and e-commerce market places like Amazon. In addition, prior to the Pivot (as defined below), an additional primary source of revenue was our network of Partners. Components of revenue include recurring digital subscription revenue, digital program sales and revenue from the sale of nutritional and other products. In addition to selling individual products on a one-time basis, we bundle digital and nutritional products together at discounted prices.
Current wording
Our revenue is generated primarily through a multi-channel network which includes our direct response advertising, affiliates, social media marketing channels, and e-commerce market places such as Amazon. In addition, prior to the Pivot (as defined below), an additional primary source of revenue was our network of Partners. Components of revenue include recurring digital subscription revenue, digital program sales, and revenue from the sale of nutritional and other products. In addition to selling individual products on a standalone basis, we bundle digital and nutritional products together at discounted prices.
Previous wording
On September 30, 2024, the Company announced a restructuring of its network business (the “Pivot”) which converted the Company’s multi-level marketing model (“MLM”) to a single level affiliate model and reduced the Company's headcount by approximately 170 employees (33% of the Company’s workforce on that date) in the fourth quarter of 2024.
Current wording
On September 30, 2024, the Company announced a restructuring of its network business (the “Pivot”) which converted the Company’s multi-level marketing model (“MLM”) to a single level affiliate model.
Previous wording
Gross margin was 74.6%, an increase of 730 basis points ("bps");
Current wording
Gross margin was 71.8%, an increase of 60 basis points ("bps");
Previous wording
Net income was $3.6 million, the Company's first quarterly net income since going public, compared to a net loss of $12.0 million; and
Current wording
Net income was $2.3 million, the Company's third consecutive quarter of net income, compared to a net loss of $5.7 million;
Previous wording
See “Non-GAAP Information” below for information regarding our use of Adjusted EBITDA and a reconciliation of net income (loss) to Adjusted EBITDA.
Current wording
See “Non-GAAP Information” below for information regarding our use of Adjusted EBITDA, Adjusted net income (loss) and reconciliations of net income (loss) to Adjusted EBITDA and Adjusted net income (loss).
Previous wording
(1) Please see “Non-GAAP Information” below for a reconciliation of net income (loss) to Adjusted EBITDA and an explanation for why we consider Adjusted EBITDA to be a helpful metric for investors.
Current wording
(2) See “Non-GAAP Information” below for a reconciliation of net income (loss) to Adjusted EBITDA and an explanation for why we consider Adjusted EBITDA to be a helpful metric for investors.
Previous wording
We use Adjusted EBITDA, which is a non-GAAP performance measure, to supplement our results presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). We believe Adjusted EBITDA is useful in evaluating our operating performance, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing operating performance and prospects. Adjusted EBITDA is not intended to be a substitute for any GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.
Current wording
We use Adjusted EBITDA, which is a non-GAAP performance measure, to supplement our results presented in accordance with GAAP. We believe Adjusted EBITDA is useful in evaluating our operating performance, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing operating performance and prospects. Adjusted EBITDA is not intended to be a substitute for any GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.
Previous wording
Includes benefits due to the modification of stock awards of approximately zero and $0.9 million for the three and nine months ended September 30, 2025, respectively, and $0.3 million and $0.8 million for the three and nine months ended September 30, 2024, respectively.
Current wording
Includes benefits due to the modification of stock awards of approximately zero and $0.9 million for the three months ended March 31, 2026 and 2025, respectively.
Previous wording
The Company has one operating segment. The following discussion of our results and operations is on a consolidated basis. The prior year periods do not reflect the impact of the Pivot that the Company announced on September 30, 2024, and was executed in the fourth quarter of 2024, so results are not directly comparable with the prior periods.
Current wording
The Company has one operating segment. The following discussion of our results and operations is on a consolidated basis.
Previous wording
Revenue includes digital subscriptions, digital program sales, nutritional supplement subscriptions, one-time nutritional sales, connected fitness products (management ceased the sale of bike inventory in the first quarter of 2025), access to our online Partner business management platform (prior to November 1, 2024), preferred customer program memberships (prior to November 1, 2024), and other fitness-related products, which we sell through our multi-channel network. We often sell bundled products that combine digital subscriptions, nutritional products, and/or other fitness products. We consider these sales to be revenue arrangements with multiple performance obligations and allocate the transaction price to each performance obligation based on its relative stand-alone selling price. We defer revenue when we receive payments in advance of delivery of products or the performance of services. Digital subscription revenue is recognized ratably over the subscription period which at September 30, 2025 had an average life of approximately 13 months.
Current wording
Revenue includes digital subscriptions, digital program sales, nutritional supplement subscriptions, one-time nutritional sales, connected fitness products (management ceased the sale of bike inventory in the first quarter of 2025), and other fitness-related products. We often sell bundled products that combine digital subscriptions, nutritional products, and/or other fitness products. We consider these sales to be revenue arrangements with multiple performance obligations and allocate the transaction price to each performance obligation based on its relative stand-alone selling price. We defer revenue when we receive payments in advance of delivery of products or the performance of services. Digital subscriptions revenue is recognized ratably over the subscription period which at March 31, 2026 had an initial average life of approximately 13 months.
Previous wording
The decrease in digital revenue for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, was primarily attributable to a $10.8 million decrease in revenue from our digital streaming services due to 19% fewer subscriptions in the current quarter as compared to the prior year as the result of lower demand, a decrease in digital program sales of $3.6 million, and a decrease of $2.7 million in fees from Partners due to the Pivot (there are no fees from Partners after November 1, 2024).
Current wording
The decrease in digital revenue for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, was primarily attributable to a $8.5 million decrease in revenue from our digital streaming services due to 21% fewer average digital subscriptions in the current quarter as compared to the prior year as the result of lower demand.
Previous wording
The decrease in nutrition and other revenue for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, was primarily attributable to a $20.8 million decrease in revenue from nutritional products due to 45% fewer nutritional subscriptions in the current quarter as compared to the prior year as the result of lower demand, a $3.9 million decrease in revenue generated from our preferred customer fees due to the Pivot (there are no preferred customer fees after November 1, 2024) and a $1.4 million decrease in shipping revenue due to the decrease in nutritional products sold, partially offset by a $2.0 million increase in Amazon sales.
Current wording
The decrease in nutrition and other revenue for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, was primarily attributable to an $8.2 million decrease in revenue from nutritional products due to 9% fewer average nutritional subscriptions in the current quarter as compared to the prior year as the result of lower demand, a decrease in revenue due to a change to smaller serving sizes for certain products as well as promotional offerings in the current period. In addition, the decrease in nutrition and other revenue in the current period was due to a $0.5 million decrease in shipping revenue due to the decrease in nutritional products sold, partially offset by a $0.8 million increase in Amazon sales primarily due to the increased focus on this sales channel.
Previous wording
The decrease in digital cost of revenue for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, was primarily due to a $1.9 million decrease in digital content amortization as the result of lower production spend, a $1.7 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that occurred in the past year, a $1.2 million decrease in depreciation expense as a result of the end of the useful life of certain fixed assets, and a $0.8 million decrease in customer service expense due to a decrease in the volume of contacts related to digital revenue. The increase in digital gross margin for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 was primarily as a result of the decrease in expenses as noted above.
Current wording
The decrease in digital cost of revenue for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, was primarily due to a $1.4 million decrease in digital content amortization as a result of lower production spend and a $0.4 million decrease in depreciation expense as a result of the end of the useful life of certain fixed assets. The increase in digital gross margin for the three months ended March 31, 2026 compared to the three months ended March 31, 2025 was primarily due to the decrease in expenses as noted above.
Previous wording
The decrease in nutrition and other cost of revenue for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, was primarily due to a $3.7 million decrease in product costs due to a decrease in the volume of products sold, a $2.9 million decrease in logistics expenses related to the decrease in nutrition and other revenue and a $1.1 million decrease in personnel-related expense due to lower headcount primarily related to the restructuring activities that occurred in the past year. The decrease in nutrition and other gross margin for the three months ended September 30, 2025 compared to the three months ended September 30, 2024 was primarily due to the elimination of preferred customer fees, which did not carry any cost of revenue, in the current period, a higher level of inventory adjustments, and a higher level of promotional offerings in the current period.
Current wording
The decrease in nutrition and other cost of revenue for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, was primarily due to a $1.6 million decrease in product costs due to a decrease in the volume of products sold, a $0.8 million decrease in logistics expenses related to the decrease in nutrition and other revenue, and a $0.6 million decrease in personnel-related expense due to lower headcount primarily related to the restructuring activities that occurred in the past two years, partially offset by an increase in inventory adjustments of $0.4 million. The decrease in nutrition and other gross margin for the three months ended March 31, 2026 compared to the three months ended March 31, 2025 was primarily as a result of the increase in inventory adjustments and decrease in revenue at a greater rate than the decrease in costs.
Previous wording
Selling and marketing expenses primarily include the cost of Partner compensation, affiliate expenses (which began on November 1, 2024), advertising, royalties, promotions and events, and third-party sales commissions as well as the personnel expenses for employees and consultants who support these areas. Selling and marketing expense as a percentage of total revenue may fluctuate from period to period based on total revenue, timing of new content and nutritional product launches, and the timing of our media investments to build awareness around launch activity.
Current wording
Selling and marketing expenses primarily include the cost of advertising, third-party commissions, royalties, Partner compensation, affiliate expenses (which began on November 1, 2024), and promotions and events, as well as the personnel expenses for employees and consultants who support these areas. Selling and marketing expense as a percentage of total revenue may fluctuate from period to period based on total revenue, timing of new content and nutritional product launches, and the timing of our media investments to build awareness around launch activity.
Previous wording
The decrease in selling and marketing expense for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, was primarily due to a $24.9 million decrease in Partner compensation due to the Pivot (as we no longer have Partner compensation on new sales after November 1, 2024 and the Partner Compensation recorded in the current quarter was the amortization of Partner compensation that was deferred in prior periods) and a $5.7 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that occurred in the past year, partially offset by a $3.4 million increase in media expense due to increased advertising spend with the Pivot transition and a $0.7 million increase in affiliate compensation which did not exist in the prior year period.
Current wording
The decrease in selling and marketing expense for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, was primarily due to a $11.2 million decrease in Partner compensation (from $11.9 million for the three months ended March 31, 2025 to $0.7 million for the three months ended March 31, 2026) due to the Pivot (as we no longer have Partner compensation on new sales after November 1, 2024) and the Partner Compensation recorded in the current quarter was the amortization of Partner compensation that was deferred in prior periods.
Previous wording
Selling and marketing expense as a percentage of total revenue decreased by 1,270 bps primarily due to the Pivot and transition from the MLM model to an affiliate model which significantly reduced Partner compensation.
Current wording
Selling and marketing expense as a percentage of total revenue decreased by 820 bps primarily due to the Pivot and transition from the MLM model to an affiliate model which significantly reduced Partner compensation.
Previous wording
Enterprise technology and development expenses primarily include personnel-related expenses for employees and professional fees paid to consultants to maintain the Company’s enterprise resource planning system, which is the core of our accounting, procurement, supply chain and other business support systems and primarily relate to enterprise systems applications, hardware, and software that serve as the technology infrastructure for the Company and are not directly related to services provided or tangible goods sold. Enterprise technology and development expenses also include reporting and business analytics tools, security systems such as identity management and payment card industry compliance, office productivity software, research and development tracking tools, and other non-customer-facing applications. Enterprise technology and development expenses include payroll and related costs for employees involved in the research and development of new and existing products, depreciation of enterprise technology-related assets, software licenses, and technology equipment leases.
Current wording
Enterprise technology and development expenses primarily include personnel-related expenses for employees and professional fees paid to consultants to maintain the Company’s enterprise resource planning system, which is the core of our accounting, procurement, supply chain and other business support systems and primarily relate to enterprise systems applications, hardware, and software that serve as the technology infrastructure for the Company and are not directly related to services provided or tangible goods sold. Enterprise technology and development expenses also include reporting and business analytics tools, security systems such as identity management and payment card industry compliance, office productivity software, research and development tracking tools, research and development expenses related to new nutritional product development, and other non-customer-facing applications. Enterprise technology and development expenses include payroll and related costs for employees involved in the research and development of new and existing products, enterprise technology hosting expenses, depreciation of enterprise technology-related assets, software licenses, and technology equipment leases.
Previous wording
The decrease in enterprise technology and development expenses for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, was primarily due to a $4.9 million decrease in depreciation expense primarily due to $2.9 million of accelerated depreciation recorded in the prior year period due to the Pivot as well as a result of certain long-lived assets that were fully depreciated as of December 31, 2024 and a $4.1 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that occurred in the past year.
Current wording
The decrease in enterprise technology and development expenses for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, was primarily due to a $1.5 million decrease in technology expense, a $1.2 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that occurred in the past two years and a $0.5 million decrease in depreciation expense as a result of certain long-lived assets that were fully depreciated as of December 31, 2025.
Previous wording
Enterprise technology and development expense as a percentage of total revenue decreased by 160 bps primarily as a result of the decrease in expenses as noted above.
Current wording
Enterprise technology and development expense as a percentage of total revenue decreased by 10 bps primarily as a result of the decrease in expenses as noted above.
Previous wording
The decrease in general and administrative expenses for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, was primarily due to a $0.9 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that have occurred in the past year and a $0.3 million decrease in rent expense due to a decrease in leased space.
Current wording
The decrease in general and administrative expenses for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, was primarily due to a $1.6 million decrease in personnel-related expenses due to lower headcount primarily related to the restructuring activities that have occurred in the past two years and a $1.1 million decrease in professional fees due to a decrease in litigation activity.
Previous wording
The change in fair value of warrant liabilities during the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, primarily resulted from a 44% increase in our stock price during the current quarter as compared to a decrease of 32% in the prior year quarter. The decrease in interest expense was primarily due to the decrease in the effective interest rate on the ABL Facility (outstanding since May 13, 2025) as compared to the Term Loan (repaid on May 13, 2025), 15.1% as compared to 25.0% in the prior year period, respectively. The decrease in other income was primarily due to a $1.2 million gain on the sale of a legal claim for a litigation settlement in the quarter ended September 30, 2024.
Current wording
The $0.5 million change in fair value of warrant liabilities during the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, primarily resulted from a 4.8% increase in our stock price during the current quarter as compared to an increase of 21.8% in the prior year quarter. The $0.6 million decrease in interest expense was primarily due to a decrease of approximately 45.3% in the effective interest rate on the ABL Facility for the three months ended March 31, 2026 as compared to the Term Loan for the three months ended March 31, 2025, partially offset by an increase of approximately 26.4% in the average principal debt balance outstanding during the three month period ended March 31, 2026 as compared to the prior year period.
Previous wording
Income tax benefit (provision) consists of income taxes related to U.S. federal and state jurisdictions as well as those foreign jurisdictions where we have business operations.
Current wording
Income tax provision consists of income taxes related to U.S. federal and state jurisdictions as well as those foreign jurisdictions where we have business operations.
Previous wording
The income tax benefit increase for the three months ended September 30, 2025, as compared to the three months ended September 30, 2024, was primarily driven by changes in our valuation allowance and an increase in the net expense from discrete events.
Current wording
The income tax provision decrease for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, was primarily driven by changes in our valuation allowance and a decrease in the net expense from discrete events.
Previous wording
On May 13, 2025, the Company, the lenders party thereto and Tiger, as administrative agent, entered into a $35.0 million ABL Facility, which includes a $10.0 million uncommitted accordion that matures on May 13, 2028 with the potential for two one-year extensions which would need to be approved by Tiger. The Company borrowed $25.0 million on the Asset-Based Lending Facility Effective Date. The ABL Facility bears interest based on the one-month SOFR rate plus 9.00% at its inception with a reduction in the rate to the one-month SOFR rate plus 7.75% after May 13, 2026 if the Company's fixed charge coverage ratio is greater than 1.10x. The ABL Facility is secured by a first lien on substantially all of the Company’s assets and there is no required payment of principal until July 1, 2026 and thereafter the principal repayment is approximately $2.1 million per year, which is split into equal monthly payments of $177,083. The remaining unpaid principal balance of the ABL Facility will be due on May 13, 2028, unless the ABL Facility is extended pursuant to its terms. During the period from May 13, 2025 (inception of the ABL Facility) to September 30, 2025, the ABL Facility had an effective interest rate of 15.21% and a cash interest rate of 13.41%.
Current wording
On May 13, 2025, the Company, the lenders party thereto and Tiger, as administrative agent, entered into a $35.0 million ABL Facility, which includes a $10.0 million uncommitted accordion that matures on May 13, 2028 with the potential for two one-year extensions which would need to be approved by Tiger. The Company borrowed $25.0 million on the Asset-Based Lending Facility Effective Date. The ABL Facility bears interest based on the one-month SOFR plus 9.00% at its inception with a reduction in the rate to the one-month SOFR plus 7.75% after May 13, 2026 if the Company's fixed charge coverage ratio is greater than 1.10x. The ABL Facility is secured by a first lien on substantially all of the Company’s assets and there is no required payment of principal until July 1, 2026 and thereafter the principal repayment is approximately $2.1 million per year, which is split into equal monthly payments of $177,083. The remaining unpaid principal balance of the ABL Facility will be due on May 13, 2028, unless the ABL Facility is extended pursuant to its terms. During the three months ended March 31, 2026, the ABL Facility had an effective interest rate of 14.83% and a cash interest rate of 12.67%.
Previous wording
The Company used the proceeds from the ABL Facility to repay in full its existing Term Loan on May 13, 2025 (outstanding principal balance of $17.3 million as of the date of repayment) along with the repayment of the outstanding paid in kind of $0.5 million, a prepayment premium of $0.3 million and outstanding accrued interest of $0.2 million. The repayment of the Term Loan was accounted for as a debt extinguishment and the Company wrote off the remaining amount of unamortized debt discount and debt issuance costs as of the repayment date ($1.7 million) which in addition to the prepayment premium ($0.3 million) and certain legal expenses, was recorded as a loss on debt extinguishment of $2.2 million in the three months ended June 30, 2025.
Current wording
The Company used the proceeds from the ABL Facility to repay in full its Term Loan on May 13, 2025 (outstanding principal balance of $17.3 million as of the date of repayment) along with the repayment of the outstanding paid in kind interest of $0.5 million, a prepayment premium of $0.3 million and outstanding accrued interest of $0.2 million. The repayment of the Term Loan was accounted for as a debt extinguishment and the Company wrote off the remaining amount of unamortized debt discount and debt issuance costs as of the repayment date ($1.7 million) which in addition to the prepayment premium ($0.3 million) and certain legal expenses, was recorded as a loss on debt extinguishment of $2.2 million in the three months ended June 30, 2025.
Previous wording
The Company’s financial covenants under the ABL Facility are as follows:
Current wording
The Company’s financial covenants under the ABL Facility were as follows until they were amended as part of the Amended ABL Facility Credit Agreement, which is discussed below:
Previous wording
As a result, the Company believes it will have adequate cash flows to support its ongoing operations for at least one year following the date that these condensed consolidated financial statements are issued.
Current wording
We were in compliance with the financial covenants under our ABL Facility as of March 31, 2026. The Company believes it will have adequate cash flows to support its ongoing operations for at least one year following the date that these condensed consolidated financial statements are issued.
Previous wording
Torch") as administrative agent and collateral agent for such lenders, providing for a senior secured term loan facility in an initial aggregate principal amount of $50.0 million (the “Term Loan”). Obligations under the Financing Agreement were guaranteed by the Guarantors and secured by a lien on and security interest in substantially all of the assets of the Borrower and the Guarantors (together with the Borrower, the “Loan Parties”), subject to customary exceptions. Between January 1, 2024 and April 30, 2025, the Company made partial prepayments of $13.7 million on the Term Loan. As noted above, the Term Loan was repaid in full on May 13, 2025. During the period from January 1, 2025 to May 13, 2025, the Term Loan was a SOFR loan, with an effective interest rate of 28.00% and a cash interest rate of 11.63%. See Note 9, Debt, for additional information on the Term Loan.
Current wording
On August 8, 2022, the Company, Beachbody, LLC, a Delaware limited liability company and wholly-owned direct subsidiary of the Company (the “Borrower”), and certain subsidiaries of the Company (together with the Company, the “Guarantors”), entered into a financing agreement (as amended, the “Financing Agreement”) with the lenders party thereto and Blue Torch Finance, LLC, ("Blue Torch") as administrative agent and collateral agent for such lenders, providing for a senior secured term loan facility in an initial aggregate principal amount of $50.0 million (the “Term Loan”). Obligations under the Financing Agreement were guaranteed by the Guarantors and secured by a lien on and security interest in substantially all of the assets of the Borrower and the Guarantors, subject to customary exceptions. Between January 1, 2024 and April 30, 2025, the Company made partial prepayments of $13.7 million on the Term Loan. As noted above, the Term Loan was repaid in full on May 13, 2025. During the three months ended March 31, 2025, the Term Loan was a SOFR loan, with an effective interest rate of 27.81% and a cash interest rate of 11.64%.
Previous wording
See Note 9, Debt, for additional information on the ABL Facility and the repayment of the Term Loan.
Current wording
See Note 9, Debt, for additional information on the Term Loan.
Previous wording
As of September 30, 2025, we have $12.6 million of lease obligations and purchase commitments associated with contracts that are enforceable and legally binding and that specify all significant terms, including fixed or minimum services to be used, fixed, minimum or variable price provisions, and the approximate timing of the actions under the contracts. See Note 8, Commitments and Contingencies, for discussion of our contractual commitments that are primarily due within the next year.
Current wording
As of March 31, 2026, we have $18.4 million of purchase commitments and lease obligations associated with contracts that are enforceable and legally binding and that specify all significant terms, including fixed or minimum services to be used, fixed, minimum or variable price provisions, and the approximate timing of the actions under the contracts. See Note 8, Commitments and Contingencies, for discussion of our contractual commitments that are primarily due within the next year.
Previous wording
For the nine months ended September 30, 2025 and 2024, our net cash flows were as follows:
Current wording
For the three months ended March 31, 2026 and 2025, our net cash flows were as follows:
Previous wording
As of September 30, 2025, we had cash and cash equivalents totaling $33.9 million.
Current wording
As of March 31, 2026, we had cash and cash equivalents totaling $36.6 million.
Previous wording
Net cash provided by operating activities was $16.8 million and $9.3 million for the nine months ended September 30, 2025 and 2024, respectively. The increase in net cash provided by operating activities during the nine months ended September 30, 2025, compared to the prior year period, was primarily due to a decrease in net loss of $29.0 million, an increase in cash provided by other assets of $12.2 million, and a decrease in cash used for content assets of $3.4 million, partially offset by a decrease in depreciation and amortization expense of $12.0 million, an increase in cash used by deferred revenue of $11.1 million, a decrease in cash provided by equity based compensation of $8.0 million, and a decrease in amortization of content assets of $5.6 million.
Current wording
Net cash (used in) provided by operating activities was $(1.0) million and $2.3 million for the three months ended March 31, 2026 and 2025, respectively. The increase in net cash used in operating activities during the three months ended March 31, 2026, compared to the prior year period, was primarily due to a decrease in cash provided by other assets of $10.7 million and an increase in cash used for inventory of $4.0 million, partially offset by an increase in net income of $8.0 million and a decrease in cash used by deferred revenue of $5.1 million.
Previous wording
Net cash provided by (used in) financing activities was $0.5 million and $(11.8) million for the nine months ended September 30, 2025 and 2024, respectively. The decrease in net cash used in financing activities was primarily due to the repayment of the Term Loan in the current year and the $25.0 million borrowing on the ABL Facility.
Current wording
Net cash used in financing activities was $0.6 million and $3.7 million for the three months ended March 31, 2026 and 2025, respectively. The decrease in net cash used in financing activities was primarily due to principal payments on the Term Loan in the prior year.
Rearranged current paragraphs (7)
Current report — wording carried from elsewhere
(1) See “Non-GAAP Information” below for a reconciliation of net income (loss) to Adjusted Net Income (Loss) and an explanation for why we consider Adjusted Net Income (Loss) to be a helpful metric for investors.
Current report — wording carried from elsewhere
In addition to our results determined in accordance with accounting principles generally accepted in the United States of America ("GAAP"), we believe the following non-GAAP financial information is useful in evaluating our operating performance.
Current report — wording carried from elsewhere
We use adjusted net income (loss), which is a non-GAAP performance measure, to supplement our results presented in accordance with GAAP. We believe adjusted net income (loss) is useful in evaluating our operating performance, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing operating performance and prospects. Adjusted net income (loss) is not intended to be a substitute for any GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.
Current report — wording carried from elsewhere
We define and calculate adjusted net income (loss) as net income (loss) adjusted for impairment of goodwill, restructuring costs, the change in fair value of warrant liabilities, and other items that are not normal, recurring operating activities necessary to operate the Company's business, and the tax impact of the adjustments as described in the reconciliation below.
Current report — wording carried from elsewhere
We include this non-GAAP financial measure because it is used by management to evaluate BODi’s core operating performance and trends and to make strategic decisions regarding the allocation of capital and new investments. Adjusted net income (loss) excludes certain expenses that are required in accordance with GAAP because they are non-cash (for example, in the case of impairment of goodwill and the change in fair value of warrant liabilities) or are not related to our underlying business performance (for example, in the case of restructuring costs).
Current report — wording carried from elsewhere
The table below presents our adjusted net income (loss) reconciled to our net income (loss), the closest GAAP measure, for the periods indicated:
Current report — wording carried from elsewhere
The decrease in connected fitness cost of revenue for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, was due to management's decision to cease the sale of bike inventory in the first quarter of 2025.
Rearranged previous paragraphs (5)
Previous report — wording carried elsewhere
On May 13, 2025, (the “Asset-Based Lending Facility Effective Date”), the Company, the lenders party thereto and Tiger Finance, LLC (“Tiger”), as administrative agent, entered into a $35.0 million asset-based lending facility (the “ABL Facility”), which includes a $10.0 million uncommitted accordion, that matures on May 13, 2028 with the potential for two one-year extensions which would need to be approved by Tiger. The Company borrowed $25.0 million on the Asset-Based Lending Facility Effective Date. The ABL Facility bears interest based on the one-month Secured Overnight Financing Rate ("SOFR Rate") plus 9.00% at its inception with a reduction in the rate to the one-month SOFR rate plus 7.75% after May 13, 2026 if the Company's fixed charge coverage ratio is greater than 1.10x. The ABL Facility is secured by a first lien on substantially all of the Company’s assets and there is no required payment of principal until July 1, 2026 and thereafter the principal repayment is approximately $2.1 million per year, which is split into equal monthly payments of $177,083. The remaining unpaid principal balance of the ABL Facility will be due on May 13, 2028, unless the ABL Facility is extended pursuant to its terms.
Previous report — wording carried elsewhere
The Company used the proceeds from the ABL Facility to repay in full its existing Term Loan (as defined below) on May 13, 2025 (outstanding principal balance of $17.3 million as of the date of repayment) along with the repayment of the outstanding paid in kind of $0.5 million, a prepayment premium of $0.3 million and outstanding accrued interest of $0.2 million. The repayment of the Term Loan was accounted for as a debt extinguishment and the Company wrote off the remaining amount of unamortized debt discount and debt issuance costs as of the repayment date ($1.7 million) which in addition to the prepayment premium ($0.3 million) and certain legal expenses, was recorded as a loss on debt extinguishment of $2.2 million in the three months ended June 30, 2025.
Previous report — wording carried elsewhere
Selling and marketing expense as a percentage of total revenue decreased by 1,000 bps primarily due to the Pivot and transition from the MLM model to an affiliate model which significantly reduced Partner compensation.
Previous report — wording carried elsewhere
The income tax provision decrease for the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024, was primarily driven by changes in our valuation allowance and an increase in the net expense from discrete events.
Previous report — wording carried elsewhere
On August 8, 2022, the Company, Beachbody, LLC, a Delaware limited liability company and wholly-owned direct subsidiary of the Company (the “Borrower”), and certain subsidiaries of the Company (together with the Company, the “Guarantors”), entered into a financing agreement (as amended, the “Financing Agreement”) with the lenders party thereto and Blue Torch Finance, LLC, ("Blue