LiveOne, Inc.

Previous wording

As used herein,“LiveOne,”* the*“Company,”* “we,” “our” or*“us”* and similar terms include LiveOne, Inc. and its subsidiaries, unless the context indicates otherwise. The following discussion and analysis of our business and results of operations for the three and nine months ended December 31, 2024, and our financial conditions at that date, should be read in conjunction with our condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q (this*“Quarterly Report”).

Current wording

As used herein,“LiveOne,”* the*“Company,”* “we,” “our” or*“us”* and similar terms include LiveOne, Inc. and its subsidiaries, unless the context indicates otherwise. The following discussion and analysis of our business and results of operations for the three months ended June 30, 2025, and our financial conditions at that date, should be read in conjunction with our condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q (this*“Quarterly Report”).

Previous wording

We are a pioneer in the acquisition, distribution and monetization of live music, Internet radio, podcasting and music-related streaming and video content. Our principal operations and decision-making functions are located in North America. We manage and report our businesses as a single operating segment. Our senior management regularly reviews our operating results, principally to make decisions about how we allocate our resources and to measure our segment and consolidated operating performance. In prior fiscal years we generated a majority of our revenue primarily through membership services from our streaming radio and music services and to a lesser extent, through advertising and licensing across our music platform. In the fourth quarter of our fiscal year ended March 31, 2020, we began generating ticketing, sponsorship and promotion-related revenue from live music events through our February 2020 acquisition of React Presents. In May 2020, we launched a new pay-per-view (“PPV”) offering enabling new forms of artist revenue including digital tickets, tipping, digital meet and greets, merchandise sales and sponsorship. In July 2020, we entered the podcasting business with the acquisition of PodcastOne and in December 2020, we entered the merchandising business with the acquisition of CPS. Through the operations of our DayOne Music Publishing, Drumify and Splitmind subsidiaries, we operate our music publishing and artist and brand development businesses.

Current wording

We are a pioneer in the acquisition, distribution and monetization of live music, Internet radio, podcasting and music-related streaming and video content. Our principal operations and decision-making functions are located in North America. We manage and report our businesses as three operating segments. Our senior management regularly reviews our operating results, principally to make decisions about how we allocate our resources and to measure our segments and consolidated operating performance. In prior fiscal years we generated a majority of our revenue primarily through membership services from our streaming radio and music services and to a lesser extent, through advertising and licensing across our music platform. In May 2020, we launched a new pay-per-view (“PPV”) offering enabling new forms of artist revenue including digital tickets, tipping, digital meet and greets, merchandise sales and sponsorship. In July 2020, we entered the podcasting business with the acquisition of PodcastOne and in December 2020, we entered the merchandising business with the acquisition of CPS. Through the operations of our DayOne Music Publishing, Drumify and Splitmind subsidiaries, we operate our music publishing and artist and brand development businesses.

Previous wording

For the three months ended December 31, 2024 and 2023, we reported revenue of $29.4 million and $31.2 million, respectively. We have one customer that accounted for more than 10% of its revenue during the three months ended December 31, 2024 and 2023. The customer is an original equipment manufacturer (the “OEM”) who provides premium Slacker service in all of their new vehicles. In the three months ended December 31, 2024 and 2023, total revenue from the OEM was $13.5 million and $15.5 million, respectively.

Current wording

For the three months ended June 30, 2025 and 2024, we reported revenue of $19.2 million and $33.1 million, respectively. We have one customer that accounted for 9% and 53% of our revenue during the three months ended June 30, 2025 and 2024 The customer is an original equipment manufacturer (the “OEM”) whose in-car music dashboard contains LiveOne music streaming button/icon, which allows OEM customers to directly connect their subscription to LiveOne. In the three months ended June 30, 2025 and 2024, total revenue from the OEM was $1.7 million and $17.5 million, respectively.

Previous wording

During our fiscal year ended March 31, 2024, we derived 57% of our revenue from paid memberships and the remainder from advertising, ticketing, sponsorship, merchandising and licensing. Our revenue for the nine months ended December 31, 2024, was comprised of 55% from paid members, 40% from advertising and 5% from merchandise.

Current wording

During our three months ended June 30, 2025 we derived 7% of our revenue from paid memberships and $79% from advertising and the remainder from merchandising and licensing.

Previous wording

Growth in our music services is also dependent upon our ability to convert as many of the OEM drivers as possible to become direct subscribers of our LiveOne app, the number of customers that use and pay for our services, the attractiveness of our music platform to sponsors and advertisers and our ability to negotiate favorable economic terms with music labels, publishers, artists and/or festival owners, and the number of consumers who use our services. Growth in our margins is heavily dependent on our ability to convert as many of the OEM drivers as possible to become direct subscribers of our LiveOne app and to otherwise grow our membership base in a cost-efficient manner, coupled with the managing the costs associated with implementing and operating our services, including the costs of licensing music with the music labels, producing, streaming and distributing video and audio content and sourcing and distributing personalized products and gifts. Our ability to attract and retain new and existing customers will be highly dependent on our ability to convert as many of the OEM drivers as possible to become direct subscribers of our LiveOne app and to implement and continually improve upon our technology and services on a timely basis and continually improve our network and operations as technology changes and as we experience increased network capacity constraints as we continue to grow.

Current wording

Growth in our music services is also dependent upon our ability to convert as many of the OEM drivers as possible to become direct subscribers of our LiveOne app, the number of customers that use and pay for our services, the attractiveness of our music platform to sponsors and advertisers and our ability to negotiate favorable economic terms with music labels, publishers, artists and/or festival owners, and the number of consumers who use our services. Growth in our margins is heavily dependent on our ability to convert as many of the OEM drivers as possible to become direct subscribers of our LiveOne app and to otherwise grow our membership base in a cost-efficient manner, coupled with the managing the costs associated with implementing and operating our services, including the costs of licensing music with the music labels, producing, streaming and distributing video and audio content and sourcing and distributing personalized products and gifts. Our ability to attract and retain new and existing customers will be highly dependent on our ability to convert as many of the OEM drivers as possible to become direct subscribers of our LiveOne app, on our ability to execute on our B2B opportunities pipeline that would allow us to convert as many of their customers as we can into direct subscribers of our LiveOne app and to implement and continually improve upon our technology and services on a timely basis and continually improve our network and operations as technology changes and as we experience increased network capacity constraints as we continue to grow.

Previous wording

For the quarter ended December 31, 2024 and 2023, all material amounts of our revenue were derived from customers located in the United States and moreover, our largest OEM customer accounted for 46% and 49% of our consolidated revenue, respectively. This significant concentration of revenue from one customer poses risks to our operating results, and any change in the means this customer utilizes our services beyond December 31, 2024 could cause our revenue to fluctuate significantly.

Current wording

For the quarter ended June 30, 2025 and 2024, all material amounts of our revenue were derived from customers located in the United States and moreover, our largest OEM customer accounted for 9% and 53% of our consolidated revenue, respectively. This significant concentration of revenue from one customer poses risks to our operating results, and any change in the means this customer utilizes our services beyond June 30, 2025 could cause our revenue to fluctuate significantly.

Previous wording

Membership revenue decreased $2.6 million, or 15%, to $14.3 million for the three months ended December 31, 2024, as compared to $16.9 million for the three months ended December 31, 2023. The decrease was primarily a result of the change in terms with our largest OEM customer. Beginning on December 1, 2024, we began converting customers directly to our LiveOne music app as our largest OEM customer no longer subsidized our product.

Current wording

Membership revenue decreased $15.5 million, or 82%, to $3.3 million for the three months ended June 30, 2025, as compared to $18.9 million for the three months ended June 30, 2024. The decrease was primarily a result of the change in terms with our largest OEM customer. Beginning on December 1, 2024, we began converting customers directly to our LiveOne music app as our largest OEM customer no longer subsidized our product.

Previous wording

Advertising revenue increased $2.3 million, or 21%, to $12.9 million for the three months ended December 31, 2024, as compared to $10.6 million for the three months ended December 31, 2023, which is primarily attributable to growth in our barter revenue year-over-year.

Current wording

Advertising revenue increased $2.0 million, or 15%, to $15.1 million for the three months ended June 30, 2025, as compared to $13.1 million for the three months ended June 30, 2024, which is primarily attributable to growth in our barter revenue which increased $1.0 million quarter-over-quarter.

Previous wording

Merchandising revenue decreased $1.5 million, or 39%, to 2.3 million for the three months ended December 31, 2024, as compared to $3.8 million the three months ended December 31, 2023, which is due to a reduction in demand from both retail partners and our direct to consumer merchandising business.

Current wording

Merchandising revenue decreased $0.4 million, or 32%, to 0.8 million for the three months ended June 30, 2025, as compared to $1.2 million the three months ended June 30, 2024, which is due to a reduction in demand from both retail partners and our direct to consumer merchandising business.

Previous wording

Membership cost of sales decreased by $3.1 million, or 27%, to $8.2 million for the three months ended December 31, 2024, as compared to $11.3 million for the three months ended December 31, 2023. The decrease was in line with the lower membership revenues noted above.

Current wording

Membership cost of sales decreased by $9.7 million, or 79%, to $2.5 million for the three months ended June 30, 2025, as compared to $12.2 million for the three months ended June 30, 2024. The decrease was in line with the lower membership revenues noted above.

Previous wording

Advertising cost of sales increased by $2.6 million, or 27%, to $12.2 million for the three months ended December 31, 2024, as compared to $9.6 million for the three months ended December 31, 2023. The increase was primarily attributable to growth in our revenue share expense which is in line with increases noted above.

Current wording

Advertising cost of sales increased by $1.8 million, or 16%, to $13.7 million for the three months ended June 30, 2025, as compared to $11.8 million for the three months ended June 30, 2024. The increase was primarily attributable to growth in our revenue share expense which is in line with increases in revenue noted above.

Previous wording

Amortization of intangible assets increased by $0.3 million, or 20%, to $1.5 million for the nine months ended December 31, 2024, as compared to $0.2 million for the nine months ended December 31, 2023. The increase can be attributed to the addition of intangibles attributed to acquired podcast at PodcastOne.

Current wording

Production cost of sales increased by $0.5 million, or 721%, to $0.6 million for the three months ended June 30, 2025, as compared to $0.1 million for the three months ended June 30, 2024. The increase can be attributed to additional resourced hired to close out some of the operations.

Previous wording

Merchandising cost of sales decreased by $0.4 million, or 20%, to $1.8 million for the three months ended December 31, 2024, as compared to $2.2 million for the three months ended December 31, 2023 due to the Company purchasing a higher amount of merchandise in the prior year for advertising.

Current wording

Merchandising cost of sales decreased by $0.9 million, or 93%, to $0.1 million for the three months ended June 30, 2025, as compared to $1.0 million for the three months ended June 30, 2024 due to the Company purchasing a higher amount of merchandise in the prior year based on higher demand.

Previous wording

Sales and Marketing expenses increased by $0.3 million, or 16%, to $1.8 million for the three months ended December 31, 2024, as compared to $1.5 million for the three months ended December 31, 2023, primarily driven by employee costs.

Current wording

Sales and Marketing expenses decreased by $0.2 million, or 12%, to $1.3 million for the three months ended June 30, 2025, as compared to $1.4 million for the three months ended June 30, 2024, primarily driven by employee costs.

Previous wording

Product development expenses increased by $0.4 million, or 61%, to $1.1 million for the three months ended December 31, 2024, as compared to $0.7 million for the three months ended December 31, 2023, which was driven by an increase in employee costs.

Current wording

Product development expenses increased by $0.1 million, or 13%, to $1.0 million for the three months ended June 30, 2025, as compared to $1.1 million for the three months ended June 30, 2024, which was driven by an increase in employee costs.

Previous wording

Impairment of intangible assets increased $3.7 million to $3.8 million for the three months ended December 31, 2024, as compared to $0.2 million for the three months ended December 31, 2023, which is attributed to the impairment of intangible assets of Slacker (see Note 5 – Goodwill and Intangible Assets to our condensed consolidated financial statements included elsewhere in this Quarterly Report).

Current wording

Impairment of intangible assets decreased $0.2 million to none for the three months ended June 30, 2025, as compared to $0.2 million for the three months ended June 30, 2024, which is attributed to the impairment of intangible assets of PodcastOne (see Note 4 – Goodwill and Intangible Assets to our condensed consolidated financial statements included elsewhere in this Quarterly Report).

Previous wording

Amortization of intangible assets decreased by $0.2 million, or 36%, to $0.3 million for the three months ended December 31, 2024, as compared to $0.5 million for the three months ended December 31, 2023. The decrease can be attributed to a portion of the intangible assets reaching their full lives of amortization.

Current wording

Amortization of intangible assets decreased by $0.4 million, or 76%, to $0.1 million for the three months ended June 30, 2025, as compared to $0.6 million for the three months ended June 30, 2024. The decrease can be attributed to a portion of the intangible assets reaching their full lives of amortization and impairments recorded in the fourth quarter of fiscal 2025.

Previous wording

Total other expense decreased by $1.0 million, or 66%, to $0.5 million of expense for the three months ended December 31, 2024, as compared to $1.5 million of expense for the three months ended December 31, 2023. The decrease is primarily driven by a reduction of interest expense due to the pay down of the line of credit.

Current wording

Total other expense decreased by $0.9 million, or 123%, to income of $0.2 million for the three months ended June 30, 2025, as compared to $0.7 million of expense for the three months ended June 30, 2024. The decrease is primarily driven by a reduction of interest expense due to the pay down of the line of credit.

Previous wording

Net loss attributable to non-controlling interests for the three months ended December 31, 2024 was $0.4 million compared to $0.7 million for the three months ended December 31, 2023, which resulted from the Spin-Out of PodcastOne and DayOne Publishing.

Current wording

Net loss attributable to non-controlling interests for the three months ended June 30, 2025 was $0.3 million compared to $0.4 million for the three months ended June 30, 2024, which resulted from the Spin-Out of PodcastOne.

Previous wording

Operating loss decreased by $1.4 million or 53%, for the three months ended December 31, 2024, as the increase in revenue was higher than the increase in operating expenses due to growing the business.

Current wording

Operating loss decreased by $0.7 million or 49%, for the three months ended June 30, 2025, as the increase in revenue was complimented by the decrease in operating expenses due to growing the business.

Previous wording

Adjusted EBITDA* increased by $3.1 million, or 24%, to $15.5 million for the nine months ended December 31, 2024, as compared to $12.6 million for the nine months ended December 31, 2023. This was largely due to additional Contribution Margin in the current period.

Current wording

Adjusted EBITDA* increased by $0.9 million, or 284%, to $0.6 million for the three months ended June 30, 2025, as compared to $(0.3) million for the three months ended June 30, 2024. This was largely due to an increase in revenue and expenses.

Previous wording

Revenue decreased $2.5 million, or 15%, during the three months ended December 31, 2024, primarily due to a change in revenue model with our largest OEM customer.

Current wording

Revenue decreased $15.3 million, or 82%, during the three months ended June 30, 2025, primarily due to a change in terms with our largest OEM customer.

Previous wording

Operating income decreased by $4.6 million, or 111%, for the three months ended December 31, 2024, driven by the decrease in revenue along with an impairment of $3.8 million in the period.

Current wording

Operating income decreased by $4.4 million, or 105%, for the three months ended June 30, 2025, driven by the decrease in revenue which was higher than the reduction in operating expenses.

Previous wording

Adjusted EBITDA* decreased by $2.5 million, or 37%, to $4.3 million for the three months ended December 31, 2024, as compared to $6.8 million for the three months ended December 31, 2023. This was largely due to lower revenue achieved for the three months ended December 31, 2024, which resulted in a lower Contribution Margin in the current period.

Current wording

Adjusted EBITDA* decreased by $5.6 million, or 104%, to $(0.2) million for the three months ended June 30, 2025, as compared to $5.4 million for the three months ended June 30, 2024. This was largely due to lower revenue achieved for the three months ended June 30, 2025, which resulted in a lower Contribution Margin in the current period.

Previous wording

Revenue decreased $1.6 million, or 40%, to $2.4 million during the three months ended December 31, 2024, as compared to $4.0 million for the three months December 31, 2023, primarily due to decrease in merchandising revenue due to a reduction in demand from both retail partners and our direct to consumer business.

Current wording

Revenue decreased $0.4 million, or 32%, to $0.8 million during the three months ended June 30, 2025, as compared to $1.2 million for the three months June 30, 2024, primarily due to decrease in merchandising revenue due to a reduction in demand from both retail partners and our direct to consumer business.

Previous wording

Operating loss decreased by $0.2 million, or 21%, to $0.9 million for the three months ended December 31, 2024 from $1.1 million for the three months ended December 31, 2023, as a result of an increase in Contribution Margin coupled with the decrease in expenses due to a decrease in general and administrative expenses.

Current wording

Operating loss decreased by $0.2 million, or 19%, to $1.0 million for the three months ended June 30, 2025 from $1.2 million for the three months ended June 30, 2024, as a result of an increase in Contribution Margin coupled with the decrease in expenses due to a decrease in general and administrative expenses.

Previous wording

Adjusted EBITDA* loss decreased by $1.9 million, or 78%, to a $(0.5) million loss for the three months ended December 31, 2024, as compared to a $(2.4) million loss for the three months December 31, 2023. This was largely due to the decrease in revenue compared to the prior year.

Current wording

Adjusted EBITDA* loss decreased by $0.1 million, or 14%, to a $(0.7) million loss for the three months ended June 30, 2025, as compared to a $(0.8) million loss for the three months June 30, 2024. This was largely due to the decrease in revenue compared to the prior year.

Previous wording

Corporate Adjusted EBITDA* loss decreased $0.7 million, or 104%, to $(1.5) million for the three months ended December 31, 2024 as compared to $(0.8) million for the three months ended December 31, 2023. The decrease was largely due to the increase in costs noted above.

Current wording

Corporate Adjusted EBITDA* loss increased $0.1 million, or 14%, to $(0.7) million for the three months ended June 30, 2025 as compared to $(0.6) million for the three months ended June 30, 2024. The decrease was largely due to the increase in costs noted above.

Previous wording

Contribution Margin is a non-GAAP financial measure defined as Revenue less Cost of Sales.

Current wording

Contribution Margin is a non-GAAP financial measure defined as Revenue less Cost of Sales before share-based compensation, depreciation and amortization of developed technology.

Previous wording

The following table sets forth the reconciliation of Adjusted EBITDA to net loss, the most comparable GAAP financial measure for the three and nine months ended December 31, 2024 and 2023 (in thousands):

Current wording

The following table sets forth the reconciliation of Adjusted EBITDA to net loss, the most comparable GAAP financial measure for the three months ended June 30, 2025 and 2024 (in thousands):

Previous wording

As of December 31, 2024, our principal sources of liquidity were our cash and cash equivalents, including restricted cash balances in the amount of $11.0 million, which primarily are invested in cash in banking institutions in the U.S. The vast majority of our cash proceeds were received as a result of our operations, incurrence of debt, the issuance of convertible notes and public offerings of our common shares. As of December 31, 2024, we have a senior secured line of credit of $4.3 million, the Capchase Loan (as defined below) of $0.8 million and an SBA loan balance of $0.2 million.

Current wording

As of June 30, 2025, our principal sources of liquidity were our cash and cash equivalents, including restricted cash balances in the amount of $11.9 million, which primarily are invested in cash in banking institutions in the U.S. The vast majority of our cash proceeds were received as a result of our operations, incurrence of debt, the issuance of convertible notes and public offerings of our common shares. As of June 30, 2025, we have a convertible note balance of $15.3 million, the Capchase Loan (as defined below) of $0.5 million and an SBA loan balance of $0.1 million.

Previous wording

As reflected in our condensed consolidated financial statements included elsewhere in this Quarterly Report, we have a history of losses and incurred a net loss of $9.5 million for the nine months ended December 31, 2024, and cash provided by operating activities of $10.6 million for the nine months ended December 31, 2024 and had a working capital deficiency of $18.1 million as of December 31, 2024. These factors, among others, raise substantial doubt about our ability to continue as a going concern within one year from the date that the financial statements are issued. Our condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to execute our strategy and on our ability to raise additional funds through the sale of equity and/or debt securities via public and/or private offerings.

Current wording

As reflected in our condensed consolidated financial statements included elsewhere in this Quarterly Report, we have a history of losses and incurred a net loss of $3.6 million for the three months ended June 30, 2025, and cash used in operating activities of $3.0 million for the three months ended June 30, 2025 and had a working capital deficiency of $11.0 million as of June 30, 2025. These factors, among others, raise substantial doubt about our ability to continue as a going concern within one year from the date that the financial statements are issued. Our condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to execute our strategy and on our ability to raise additional funds through the sale of equity and/or debt securities via public and/or private offerings.

Previous wording

On June 2, 2021, we entered into a Business Loan Agreement (the "Original Business Loan Agreement") with East West Bank (the “Senior Lender”), which provided for a revolving credit facility collateralized by all of the assets of our Company and our subsidiaries. In connection with the Original Business Loan Agreement, we issued a promissory note, dated as of June 2, 2021, to the Senior Lender in the principal amount of $7,000,000 (the “Promissory Note”) and established the revolving line of credit in the amount of $7.0 million (the “Revolving Credit Facility”), maturing on June 2, 2023. In July 2022, we extended the maturity date of our revolving credit facility to June 2024 and its variable interest rate was increased to 2.5%. On September 8, 2023 and effective as of August 22, 2023, we entered into a new Business Loan Agreement (the “2023 Business Loan Agreement”) with the Senior Lender, to convert our revolving credit facility with the Senior Lender into an assets backed loan credit facility with the Senior Lender, which continued to be collateralized by a first lien on all of the assets of our Company and our subsidiaries (the “ABL Credit Facility”). The 2023 Business Loan Agreement provided us with borrowing capacity of up to the Borrowing Base (as defined in the 2023 Business Loan Agreement). On January 28, 2025, we entered into the 2025 Business Loan Agreement with the Senior Lender to update certain terms of the ABL Credit Facility, including to reduce the principal amount outstanding under the Promissory Note to $3,750,000, reflecting the Company’s repayment of $3,250,000 of the principal amount of the Promissory Note as of such date, and to extend the maturity date of the Promissory Note to November 20, 2025. Pursuant to the 2025 Change in Terms Agreement entered into in connection with the 2025 Business Loan Agreement, we agreed to repay the remaining outstanding principal amount of the Promissory Note in 9 equal monthly payments of $400,000 each beginning February 20, 2025, and the final 10th payment of $151,291.67 on November 20, 2025. Pursuant to the 2025 Business Loan Agreement, the requirement that we and our related entities shall at all times maintain a certain minimum cash deposit with the Senior Lender is maintained at $5,000,000. The ABL Credit Facility continues to be collateralized by a first lien on all of the assets of the Company and its subsidiaries.

Current wording

On September 8 2023, we entered into a Business Loan Agreement (the “2023 Business Loan Agreement”) with our then senior lender, to convert our then existing revolving credit facility into an assets backed loan credit facility, which is continued to be collateralized by a first lien on all of the assets of our Company and our subsidiaries (the “ABL Credit Facility”). The 2023 Business Loan Agreement provided us with borrowing capacity of up to the Borrowing Base (as defined in the 2023 Business Loan Agreement). On May 31, 2024, we extended the maturity date of the ABL Credit Facility to September 2, 2024. On January 28, 2025, we entered into a new Business Loan Agreement (the “2025 Business Loan Agreement”) with such lender to update certain terms of the ABL Credit Facility, including to reduce the principal amount outstanding under the Promissory Note to $3,750,000, reflected in our repayment of $3,250,000 of the principal amount of the Promissory Note as of such date, and to extend the maturity date of the Promissory Note to November 20, 2025.

Previous wording

In August 2023, we entered into a Loan and Security Agreement with Capchase Inc. (“Capchase”) pursuant to which we borrowed $1.7 million to further develop and acquire certain podcasts acquired by PodcastOne and for general working capital (the "Capchase Loan"). The Capchase Loan is subordinated to the ABL Credit Facility and bears an interest rate of 9%, which is included in the monthly amortization payments of approximately $73,100, with the final amortization payment due on February 4, 2026. (See Note 7 – Notes Payable).

Current wording

In August 2023, we entered into a Loan and Security Agreement with Capchase Inc. (“Capchase”) pursuant to which we borrowed $1.7 million to further develop and acquire certain podcasts acquired by PodcastOne and for general working capital (the "Capchase Loan"). The Capchase Loan is subordinated to the ABL Credit Facility and bears an interest rate of 9%, which is included in the monthly amortization payments of approximately $73,100, with the final amortization payment due on February 4, 2026.

Previous wording

Our cash flows from operating activities are significantly affected by our cash-based investments in our operations, including acquiring live music events and festivals rights, our working capital, and corporate infrastructure to support our ability to generate revenue and conduct operations through cost of services, product development, sales and marketing and general and administrative activities. Cash used in investing activities has historically been, and is expected to be, impacted significantly by our investments in business combinations, our platform, and our infrastructure and equipment for our business offerings, and sale of our investments. We expect to make additional strategic acquisitions to further grow our business, which may require significant investments, capital raising and/or acquisition of additional debt in the near and long term. Over the next twelve to eighteen months, our net use of our working capital could be substantially higher or lower depending on the number and timing of new live festivals and paid members that we add to our businesses.

Current wording

Our cash flows from operating activities are significantly affected by our cash-based investments in our operations, including acquiring live music events and festivals rights, our working capital, corporate infrastructure to support our ability to generate revenue and conduct operations through cost of services, product development, sales and marketing and general and administrative activities, and to further implement our crypto asset treasury strategy. Cash used in investing activities has historically been, and is expected to be, impacted significantly by our investments in business combinations, our platform, our infrastructure and equipment for our business offerings, and sale of our investments, and to further implement our crypto asset treasury strategy. We expect to make additional strategic acquisitions to further grow our business and continue to implement our crypto asset treasury strategy, which may require significant investments, capital raising and/or acquisition of additional debt in the near and long term. Over the next twelve to eighteen months, our net use of our working capital could be substantially higher or lower depending on the number and timing of new live festivals and paid users that we add to our businesses and capital resources needed to implement our crypto asset treasury strategy, including for the maximum announced amount.

Previous wording

Subject to applicable limitations in the instruments governing our outstanding indebtedness, we may from time to time repurchase our debt, including the unsecured convertible notes, in the open market, through tender offers, through exchanges for debt or equity securities, in privately negotiated transactions or otherwise.

Current wording

Subject to applicable limitations in the instruments governing our outstanding indebtedness, we may from time to time repurchase our debt, including the Debentures, in the open market, through tender offers, through exchanges for debt or equity securities, in privately negotiated transactions or otherwise.

Previous wording

In the future, we may utilize additional commercial financings, bonds, notes, debentures, lines of credit and term loans with a syndicate of commercial banks or other bank syndicates and/or issue equity securities (publicly or privately) for general corporate purposes, including acquisitions and investing in our intangible assets, music equipment, platform and technologies. We may also use our current cash and cash equivalents to repurchase some or all of our unsecured convertible notes, and pay down our debt, in part or in full, subject to repayment limitation set forth in the credit agreement. Management plans to fund its operations over the next twelve months through the combination of improved operating results, spending rationalization, and the ability to access sources of capital such as through the issuance of equity and/or debt securities. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to us. We filed a universal shelf Registration Statement on Form S-3 (the “Shelf S-3”) with the SEC, which was declared effective by the SEC on February 17, 2022. Under the Shelf S-3, we have the ability to raise up to $150.0 million in cash from the sale of our equity, debt and/or other financial instruments. The Shelf S-3 will expire on February 17, 2025, subject to an extended period during which we may continue utilize the Shelf S-3 as permitted by applicable SEC rules. We filed a new universal shelf Registration Statement on Form S-3 (the “New Shelf S-3”) with the SEC on February 13, 2025, which has not yet been declared effective by the SEC as of the date of this Quarterly Report. Under the New Shelf S-3, we will have the ability to raise up to $150.0 million in cash from the sale of our equity, debt and/or other financial instruments. In May 2024, we entered into a Sales Agreement with Roth Capital Partners, LLC ("Roth"), pursuant to which we may, while the Shelf S-3 continues to be effective (or during the Extended Period) or if the New Shelf S-3 is declared effective by the SEC, offer and sell shares of our common stock having an aggregate offering price of up to $25 million from time to time through Roth acting as our sales agent. As of the filing of this Quarterly Report, we have not sold any shares under such agreement.

Current wording

In the future, we may utilize additional commercial financings, bonds, notes, debentures, lines of credit and term loans with a syndicate of commercial banks or other bank syndicates and/or issue equity securities (publicly or privately) for general corporate purposes, including acquisitions and investing in our intangible assets, music equipment, platform and technologies, and to further implement our crypto asset treasury strategy. We may also use our current cash and cash equivalents to repurchase some or all of our Debentures, and pay down our debt, in part or in full, subject to repayment limitation set forth in the applicable debt agreements. Management plans to fund our operations over the next twelve months through the combination of improved operating results, spending rationalization, and the ability to access sources of capital such as through the issuance of our equity and/or debt securities. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to us. We filed a new universal shelf Registration Statement on Form S-3 (the “Shelf S-3”) with the SEC on February 4, 2025, which was declared effective by the SEC on February 17, 2025. Under the Shelf S-3, we will have the ability to raise up to $150.0 million in cash from the sale of our equity, debt and/or other financial instruments. In May 2024, we entered into an at-the-market agreement with Roth Capital Partners, LLC ("Roth"), pursuant to which we may, while the Shelf S-3 continues to be effective, offer and sell shares of our common stock having an aggregate offering price of up to $25 million from time to time through Roth acting as our sales agent. As of the filing of this Quarterly Report, we have not sold any shares under such at-the-market agreement.

Previous wording

The following table provides information regarding our cash flows for the nine months ended December 31, 2024 and 2023 (in thousands):

Current wording

The following table provides information regarding our cash flows for the three months ended June 30, 2025 and 2024 (in thousands):

Previous wording

Net cash provided by operating activities of $3.8 million primarily resulted from our net loss during the period of $10.7 million, which included non-cash charges of $15.5 million largely comprised of depreciation and amortization, stock-based compensation, change in fair value of derivatives and amortization of debt discount. The remainder of our sources of cash used in operating activities of $1.0 million was from changes in our working capital, primarily from timing of accounts receivable, accounts payable and accrued liabilities, accrued royalties, and deferred revenue.

Current wording

Net cash used in operating activities of $3.0 million primarily resulted from our net loss during the period of $3.9 million, which included non-cash charges of $0.6 million largely comprised of depreciation and amortization and stock-based compensation. The remainder of our sources of cash used in operating activities of $0.2 million was from changes in our working capital, primarily from timing of accounts receivable, accounts payable and accrued liabilities, accrued royalties, and deferred revenue.

Previous wording

Net cash provided by operating activities of $10.6 million primarily resulted from our net loss during the period of $9.5 million, which included non-cash charges of $11.9 million largely comprised of depreciation and amortization, stock-based compensation, change in fair value of derivatives and impairment of intangibles. The remainder of our sources of cash used in operating activities of $8.2 million was from changes in our working capital, primarily from timing of accounts receivable, accounts payable and accrued liabilities, accrued royalties, and deferred revenue.

Current wording

Net cash provided by operating activities of $1.3 million primarily resulted from our net loss during the period of $1.6 million, which included non-cash charges of $2.5 million largely comprised of depreciation and amortization, stock-based compensation, change in fair value of derivatives and impairment of intangibles. The remainder of our sources of cash used in operating activities of $0.4 million was from changes in our working capital, primarily from timing of accounts receivable, accounts payable and accrued liabilities, accrued royalties, and deferred revenue.