Rumble Inc.

Previous wording

Expenses primarily include cost of services, general and administrative, research and development, sales and marketing, amortization and depreciation, change in fair value of digital assets, and changes in fair value of contingent consideration. The most significant components of our expenses on an ongoing basis are programming and content, service provider costs, and staffing-related costs.

Current wording

Expenses primarily include cost of services, general and administrative, research and development, sales and marketing, acquisition-related transaction costs, amortization and depreciation, change in fair value of digital assets, and changes in fair value of contingent consideration. The most significant components of our expenses on an ongoing basis are programming and content, service provider costs, and staffing-related costs.

Previous wording

As with our earlier MAU reporting, there is a potential for minor overlap in the resulting data due to users who access Rumble’s content through the web, our mobile apps, and connected TVs in a given measurement period; however, given that we believe this minor overlap to be immaterial, we do not separately track or report “unique users” as distinct from MAUs. Our reported MAUs have not historically included users of Locals, however, starting in mid-May 2024, Locals users began using Rumble’s single sign-on technology to access their account, which we expect will reduce the number of Locals users not included in our Rumble MAU reporting. We also do not separately report the number of users who register for accounts in any given period, which is different from MAUs.

Current wording

As with our earlier MAU reporting, there is a potential for minor overlap in the resulting data due to users who access Rumble’s content through the web, our mobile apps, and connected TVs in a given measurement period; however, given that we believe this minor overlap to be immaterial, we do not separately track or report “unique users” as distinct from MAUs. Our reported MAUs have not historically included users of Locals. However, starting in mid-May 2024, Locals users began using Rumble’s single sign-on technology to access their accounts, which we expect will reduce the number of Locals users not included in our MAU reporting. We also do not separately report the number of users who register for accounts in any given period, which is different from MAUs.

Previous wording

MAUs (GA4) were 59 million on average in the first quarter of 2025, a decrease of 13% from the fourth quarter of 2024. We believe that the decrease from the third and fourth quarters of 2024 is attributable to the increased interest in politics during the U.S. presidential election campaign relative to the first quarter of 2025.

Current wording

Our MAUs (GA4) were 51 million on average in the second quarter of 2025, a decrease of 14% from the first quarter of 2025. We believe that the decrease from the third and fourth quarters of 2024 continues to be the result of a slowdown of news and political commentary outside of a U.S. election cycle.

Previous wording

Cost of services decreased by $1.8 million to $30.0 million in the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The decrease was primarily due to a reduction in programming and content costs of $3.0 million, offset in part by a $1.2 million increase in other cost of services, including payment processing fees and costs paid to publishers.

Current wording

Cost of services decreased by $9.1 million to $26.5 million in the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The decrease was due to a reduction in programming and content costs of $10.1 million, offset by an increase in other costs of services of $1.0 million.

Previous wording

Research and development expenses increased by $0.3 million to $4.8 million in the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The increase was due to an increase in payroll and related expenses of $0.4 million, offset in part by a decrease of $0.1 million in costs related to other expenses used in research and development-related activity.

Current wording

Research and development expenses decreased by $0.5 million to $4.8 million in the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The decrease resulted from a $0.2 million reduction in payroll and related expenses, along with $0.3 million in costs associated with computer software, hardware, and other expenditures used in research and development-related activities.

Previous wording

Sales and marketing expenses increased by $0.3 million to $3.6 million in the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The increase was due to an increase of $0.4 million in payroll and related expenses, offset in part by a decrease of $0.1 million in costs associated with other marketing and public relations activities.

Current wording

Sales and marketing expenses increased by $1.6 million to $7.9 million in the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The increase was due to an increase in marketing and public relations activities of $1.3 million as well as payroll and related expenses of $0.3 million.

Previous wording

Change in fair value of digital assets expense increased by $1.7 million to $1.7 million for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The change in fair value of digital assets reflects the remeasurement of our bitcoin investment to its fair value at each reporting period.

Current wording

Change in fair value of digital assets expense decreased by $5.2 million to $5.2 million for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The change in fair value of digital assets reflects the remeasurement of our Bitcoin investment to its fair value at each reporting period. There were no investments in Bitcoin during the three months ended June 30, 2024.

Previous wording

Change in fair value of contingent consideration decreased by $1.3 million to $nil for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The contingent consideration liability arose in connection with the Callin acquisition and the fair value of this contingent consideration was measured using the fair value of the expected number of shares to be issued and the Company’s share price at closing. The change in fair value of contingent consideration for the three months ended March 31, 2024 was directly attributable to changes in the Company’s share price since the closing and the probability of contingencies being met. No comparable change occurred following the derecognition and reclassification of the contingent consideration to equity on May 15, 2024.

Current wording

Change in fair value of contingent consideration decreased by $17.8 thousand to $nil for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The contingent consideration liability arose in connection with the Callin acquisition and the fair value of this contingent consideration was measured using the fair value of the expected number of shares to be issued and the Company’s share price at closing. The change in fair value of contingent consideration for the three months ended June 30, 2025 was directly attributable to changes in the Company’s share price since the closing and the probability of contingencies being met. No comparable change occurred following the derecognition and reclassification of the contingent consideration to equity on May 15, 2024.

Previous wording

Other expense decreased by $45.1 thousand to $24.6 thousand for the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The decrease was primarily due to lower foreign currency rate fluctuation as we maintained the majority of our cash balance in U.S. dollars, which is our functional currency, as of March 31, 2025.

Current wording

Other expense increased by $18.9 thousand to $22.3 thousand for the three months ended June 30, 2025 compared to the three months ended June 30, 2024. The increase was driven by foreign currency rate fluctuations, as the majority of our cash balance was held in U.S. dollars, our functional currency, as of June 30, 2025.

Previous wording

Change in fair value of derivative increased by $9.7 million, resulting in a gain of $9.7 million in the three months ended March 31, 2025. The derivative arose in connection with the forward purchase contracts related to the Tether transaction. As the forward purchase contracts meet the classification of a financial liability in accordance with ASC 815-40, the related derivative is measured at its fair value, determined in accordance with ASC 820, at each reporting period. The fair value of this forward purchase contract was measured using a Monte Carlo simulation methodology that includes simulating the stock price using a risk-neutral Geometric Brownian Motion-based pricing model. The increase relates to the revaluation of the forward purchase contracts in connection with the Tether transaction.

Current wording

Change in fair value of warrant liability decreased by $16.5 million, resulting in a loss of $6.5 million in the three months ended June 30, 2025. The warrant liability arose in connection with the warrants offered as part of the Business Combination. As these warrants meet the classification of a financial liability in accordance with ASC 815-40, the related warrant liability is measured at its fair value, determined in accordance with ASC 820, at each reporting period. The fair value of this warrant liability was measured using the fair value of the Company’s warrants listed on the Nasdaq. The decrease in the change in fair value of warrant liability is directly attributable to changes in the trading price of Rumble’s warrants.

Previous wording

Revenues increased by $6.0 million to $23.7 million in the three months ended March 31, 2025 compared to the three months ended March 31, 2024, of which $4.6 million was attributable to higher Audience Monetization revenues and $1.4 million was attributable to higher Other Initiatives. The increase in Audience Monetization revenues was due to $3.6 million in higher subscription revenue as well as $1.0 million from tipping fees, licensing, platform hosting, and advertising. The increase in Other Initiative revenue was due to $1.1 million more advertising inventory being monetized by our publisher network and $0.3 million in cloud services offered.

Current wording

Revenues increased by $8.6 million to $48.8 million in the six months ended June 30, 2025 compared to the six months ended June 30, 2024, of which $6.3 million was attributable to an increase in Audience Monetization revenues, in addition to higher Other Initiatives revenues of $2.3 million. The increase in Audience Monetization revenues was due to $8.1 million in higher subscription fees as well as $1.8 million from licensing and tipping fees, offset by a $3.6 million decrease in advertising. The increase in revenue from Other Initiative revenue was due to a $1.1 million increase in cloud services offered and a $1.2 million increase in advertising inventory being monetized by our publisher network.

Previous wording

General and administrative expenses increased by $7.3 million to $16.6 million in the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The increase was due to an increase of $5.8 million in payroll and related expense and $1.5 million in other administrative expenses. The increase in payroll and related expense is primarily driven by: a one-time $4.8 million increase in compensation costs related to the departure of an executive and director; a one-time $2.3 million increase in payroll taxes associated with stock options exercised related to the tender offer stemming from the strategic investment from Tether; offset by a $1.7 million decrease in share-based compensation related to the recognition of contingent shares issued in connection with the Callin acquisition that were accounted for as a post-combination expense.

Current wording

General and administrative expenses increased by $8.6 million to $28.3 million in the six months ended June 30, 2025 compared to the six months ended June 30, 2024. The increase was due to an increase of $5.6 million in payroll and related expense and $3.0 million in other administrative expenses. The increase in payroll and related expense is primarily driven by: a one-time $4.8 million increase in compensation costs related to the departures of an executive and director; a one-time $2.3 million increase in payroll taxes associated with stock options exercised related to the tender offer stemming from the strategic investment from Tether; offset by a $2.0 million decrease in share-based compensation related to the recognition of contingent shares issued in connection with the Callin acquisition that were accounted for as a post-combination expense. The increase in other administrative expenses of $3.0 million was due to a rise in expenses related to public company-related costs, including legal, accounting, and other administrative services.

Previous wording

Amortization and depreciation increased by $0.9 million to $3.3 million in the three months ended March 31, 2025 compared to the three months ended March 31, 2024. The increase was due to an increase of $0.4 million from depreciation on our property and equipment as we continue to build out our infrastructure, as well as an increase in amortization from intangible assets of $0.5 million.

Current wording

Amortization and depreciation increased by $0.9 million to $6.9 million in the six months ended June 30, 2025 compared to the six months ended June 30, 2024. The increase was due to an increase of $0.1 million from depreciation on our property and equipment as we continue to build out our infrastructure, as well as an increase in amortization from intangible assets of $0.8 million.

Previous wording

Change in fair value of warrant liability increased by $32.6 million, resulting in a gain of $21.9 million in the three months ended March 31, 2025. The warrant liability arose in connection with the warrants offered as part of the Business Combination. As these warrants meet the classification of a financial liability in accordance with ASC 815-40, the related warrant liability is measured at its fair value, and determined in accordance with ASC 820, at each reporting period. The fair value of this warrant liability was measured using the fair value of the Company’s warrants listed on the Nasdaq. The increase in the change in fair value of warrant liability was directly attributable to changes in the trading price of Rumble’s warrants.

Current wording

Change in fair value of warrant liability increased by $16.2 million, resulting in a gain of $15.4 million in the six months ended June 30, 2025. The warrant liability arose in connection with the warrants offered as part of the Business Combination. As these warrants meet the classification of a financial liability in accordance with ASC 815-40, the related warrant liability is measured at its fair value, determined in accordance with ASC 820, at each reporting period. The fair value of this warrant liability was measured using the fair value of the Company’s warrants listed on the Nasdaq. The increase in the change in fair value of warrant liability is directly attributable to changes in the trading price of Rumble’s warrants.

Previous wording

As of March 31, 2025, our cash and cash equivalents balance was $301.3 million. Cash and cash equivalents consist of cash on deposit with banks and amounts held in money market funds, treasury bills, and term deposits.

Current wording

As of June 30, 2025, our cash and cash equivalents balance was $284 million. Cash and cash equivalents consist of cash on deposit with banks and amounts held in money market funds, treasury bills, and term deposits.

Previous wording

As of March 31, 2025, our digital asset holdings were valued at $17.4 million and consisted of 210.82 bitcoin. Our corporate treasury diversification strategy of allocating a portion of the Company’s excess cash reserves to bitcoin emphasizes our belief in bitcoin as a valuable tool for strategic planning and is designed to accelerate the Company’s expansion into cryptocurrency.

Current wording

As of June 30, 2025, our digital asset holdings were valued at $22.6 million and consisted of 210.82 bitcoin. Our corporate treasury diversification strategy of allocating a portion of the Company’s excess cash reserves to bitcoin emphasizes our belief in bitcoin as a valuable tool for strategic planning and is designed to accelerate the Company’s expansion into cryptocurrency.

Previous wording

As we have consistently stated, we are using a substantial portion of funds to acquire content by providing economic incentives to a small number of content creators, including sports leagues. As of March 31, 2025, we had entered into programming and content agreements with a minimum contractual cash commitment of $44 million. A significant amount of these minimum contractual cash commitments will be paid over 12 to 24 months, commencing in 2025.

Current wording

As we have consistently stated, we are using a substantial portion of funds to acquire content by providing economic incentives to a small number of content creators. As of June 30, 2025, we had entered into programming and content agreements with a minimum contractual cash commitment of $34 million. A significant amount of these minimum contractual cash commitments will be paid over 12 to 24 months, commencing in 2025.

Previous wording

The following table presents a summary of the condensed consolidated interim statement of cash flows for the three months ended March 31, 2025 and 2024:

Current wording

The following table presents a summary of the unaudited condensed consolidated interim statement of cash flows for the six months ended June 30, 2025 and 2024:

Previous wording

Net cash used in operating activities for the three months ended March 31, 2025 primarily consisted of net loss adjusted for certain non-cash items, including a $31.6 million gain on the change in fair value of warrants and derivatives, partially offset by a $8.7 million change in share-based compensation, $3.3 million change in amortization and depreciation, $1.7 million loss in the change in fair value of digital assets as well as changes in operating assets and liabilities. The decrease in net cash used in operating activities during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 was due to changes in net loss adjusted for certain non-cash items, offset in part by changes in operating assets and liabilities.

Current wording

Net cash used in operating activities for the six months ended June 30, 2025 primarily consisted of net loss adjusted for certain non-cash items, including $28.6 million in gains from the changes in fair value of warrants, derivatives and digital assets, partially offset by a $14.1 million change in share-based compensation, $6.9 million in changes in amortization and depreciation, $2.9 million in changes in trade and barter revenue and expense, as well as changes in operating assets and liabilities. The decrease in net cash used in operating activities during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 was due to changes in net loss adjusted for certain non-cash items, offset in part by changes in operating assets and liabilities.

Previous wording

Net cash used in investing activities for the three months ended March 31, 2025 consisted of $19.1 million in purchases of digital assets and $0.7 million in purchases of property plant and equipment and intellectual property. The increase in net cash used in investing activities during the three months ended March 31, 2025 compared to the three months ended March 31, 2024 was due to an increase in purchases of digital assets, offset by decreases in purchases of property, equipment, and intangible assets.

Current wording

Net cash used in investing activities for the six months ended June 30, 2025 consisted of $19.1 million in purchases of digital assets and $1.7 million in purchases of property plant and equipment and intellectual property. The increase in net cash used in investing activities during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 was due to the investment in digital assets, offset by a decrease in purchases of property, equipment and intangible assets. Additionally, the cash paid to non-accredited investors related to the Callin acquisition and cash paid in connection with the North River acquisition in the six months ended June 30, 2024 contributed to the decrease in net cash used in investing activities.

Previous wording

Net cash provided by financing activities for the three months ended March 31, 2025 consisted of the issuance of $775 million in shares of Class A Common Stock and a corresponding $525 million share repurchase completed in connection with the tender offer, both related to the strategic investment from Tether. The transaction incurred $29.4 million in share issuance costs. Additionally, the net cash provided by financing activities includes $1.4 million from proceeds related to stock options exercised, offset by $0.4 million in taxes paid from the net share settlement of share-based compensation. The increase in net cash provided by financing activities compared to the three months ended March 31, 2024 was due to the proceeds from the strategic investment in Tether as well as the proceeds from stock options exercised. These inflows were partially offset by the share repurchases in connection with the tender offer and taxes paid from the net share settlement of share-based compensation.

Current wording

Net cash provided by financing activities for the six months ended June 30, 2025 consisted of the issuance of $775 million in shares of Class A Common Stock and a corresponding $525 million share repurchase completed in connection with the tender offer, both related to the strategic investment from Tether. The transaction incurred $29.4 million in share issuance costs. Additionally, the net cash provided by financing activities includes $2.1 million from proceeds related to stock options exercised and employee stock purchase plan contributions, offset by $1.7 million in taxes paid from the net share settlement of share-based compensation. The increase in net cash provided by financing activities compared to the six months ended June 30, 2024 was due to the proceeds from the strategic investment from Tether as well as the proceeds from stock options exercised and employee stock purchase plan contributions. These inflows were partially offset by the share repurchases in connection with the tender offer and taxes paid from the net share settlement of share-based compensation.

Previous wording

The Company engages in trade and barter transactions whereby the Company and its counterparty exchange media campaigns or other promotional services. The Company reviews each transaction to ensure the advertising it receives has economic substance and records revenue in an amount equal to the fair value of the products and services received unless this is not reasonable to estimate, in which case the consideration is measured based on the standalone selling price of the advertising inventory promised or delivered to the customer. Trade and barter revenue is recognized when the performance obligation is fulfilled and follows the same pattern of recognition as the Company’s normal advertising revenue. Trade and barter expense is recorded when goods or services are consumed. The trade and barter expense is recorded in sales and marketing expense in the consolidated statement of operations.

Current wording

The Company engages in trade and barter transactions whereby the Company and its counterparty exchange media campaigns or other promotional services. The Company reviews each transaction to ensure the advertising it receives has economic substance and records revenue in an amount equal to the fair value of the products and services received unless this is not reasonable to estimate, in which case the consideration is measured based on the standalone selling price of the advertising inventory promised or delivered to the customer. Trade and barter revenue is recognized when the performance obligation is fulfilled and follows the same pattern of recognition as the Company’s normal advertising revenue. Trade and barter expense is recorded when goods or services are consumed. The trade and barter expense is recorded in sales and marketing expenses in the unaudited condensed consolidated interim statements of operations.