GoPro, Inc.
For the period ended Jun 30, 2025. Filed Aug 11, 2025.
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.
Jun 30, 2025 · Filed Aug 11, 2025
GPRO$0.90+4.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-12.
0001500435-25-000034
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-11.
0001500435-25-000058
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 110 previous paragraphs and 130 current paragraphs.
82 unchanged; 23 reworded; 24 added; 4 removed; 1 previous and 1 current paragraphs rearranged.
Tables are not compared: 13 previous and 13 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 (24)
Current report
Second Quarter 2025 financial performance
Current report
Revenue for the first six months of 2025 was $287.0 million, or a 16.0% decrease from the same period in 2024 where revenue was $341.7 million. The decrease was primarily driven by lower camera and accessory unit sales, partially offset by less promotional activity. Camera units shipped in the first six months of 2025 decreased 18.2% year-over-year to 793 thousand, compared to 969 thousand in the same period in 2024, primarily due to consumer-related macroeconomic issues resulting in a softer global consumer market and an increasingly global competitive landscape. In the first six months of 2025, our average selling price increased 2.6% year-over-year to $362, and our camera revenue mix from cameras with an MSRP equal to or greater than $400 was 73%, compared to 74% for the same period in 2024. Retail revenue was $205.4 million for the first six months of 2025 and represented 71.6% of total revenue, compared to 71.2% of total revenue for the same period in 2024. GoPro.com revenue was $81.6 million for the first six months of 2025 and represented 28.4%, compared to 28.8% of total revenue for the same period in 2024.
Current report
Gross margin of 35.8% for the second quarter of 2025 increased from 30.5% in the same period of 2024, or 530 bps, primarily driven by less sales promotional activity (630 bps) and an increase in subscription and service revenue as a percentage of total revenue (80 bps), partially offset by increased tariff costs (180 bps).
Current report
Gross margin of 34.1% in the first half of 2025 increased from 32.1% in the same period of 2024, or 200 bps, primarily driven by an increase in subscription and service revenue as a percentage of total revenue (170 bps), less sales promotional activity (130 bps), and a decrease of other operational costs (50 bps), partially offset by a $5.0 million one-time sale of inventory in the first quarter of 2025 (150 bps).
Current report
The year-over-year decrease of $31.5 million, or 34.4%, in total research and development expense in the first half of 2025 compared to the same period of 2024 was primarily driven by a $12.3 million decrease in consulting and professional services, a $12.2 million decrease in cash-based personnel-related costs, a $2.8 million decrease in stock-based compensation expense, a $2.3 million decrease in restructuring costs, and a $1.5 million decrease in allocated facilities, depreciation, and supporting overhead expenses.
Current report
The year-over-year decrease of $28.0 million, or 36.6%, in total sales and marketing expense in the first half of 2025 compared to the same period of 2024 was primarily driven by a $15.5 million decrease in advertising and marketing expenses, primarily attributable to online campaigns, sponsorships and activation events, a $4.5 million decrease in cash-based personnel-related costs, a $3.6 million decrease in consulting and professional services, a $1.5 million decrease in stock-based compensation expense, a $1.0 million decrease in restructuring costs, and a $0.8 million decrease in allocated facilities, depreciation, and supporting overhead expenses.
Current report
The year-over-year decrease of $2.0 million, or 13.7%, in total general and administrative expense for the second quarter of 2025 compared to the same period of 2024 was primarily driven by a $1.3 million decrease in cash-based personnel-related costs and a $0.6 million decrease in stock-based compensation expense.
Current report
Total other income (expense), net was expense of $1.1 million for the second quarter of 2025 compared to income of $21 thousand in the same period of 2024. The year-over-year change of approximately $1.1 million was primarily due to a $0.6 million increase in cash interest expense, primarily driven by an increase in fees related to factoring of receivables, interest related to our $25.0 million draw from our 2021 Credit Agreement in February 2025 and subsequent $20.0 million repayment in June 2025, and a $0.5 million decrease in interest income due to overall lower cash and investment balances.
Current report
On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act (OBBBA). The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation. ASC 740, Income Taxes, requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which new tax legislation is enacted. Consequently, as of the July 4, 2025 date of enactment, we will evaluate all deferred tax balances under the newly enacted tax law and identify any other changes required to our Condensed Consolidated Financial Statements as a result of the OBBBA, and the results of such evaluation will be reflected in our disclosures for the period ended September 30, 2025. However, since we have a full valuation allowance on our United States federal and state deferred tax assets, we do not expect the OBBBA to have a material tax impact on our Condensed Consolidated Financial Statements.
Current report
2021 Credit Facility
Current report
In January 2021, we entered into a Credit Agreement which provides for a revolving credit facility (2021 Credit Facility) under which we may borrow up to an aggregate amount of $50.0 million. In March 2023 and August 2025, we amended the 2021 Credit Agreement (collectively, the 2021 Credit Agreement). The 2021 Credit Agreement will terminate, and any outstanding borrowings become due and payable in January 2027.
Current report
The amount that may be borrowed under the 2021 Credit Agreement may be based on a customary borrowing base calculation if our Asset Coverage Ratio is at any time less than 1.50. The Asset Coverage Ratio is defined as the ratio of (i) the sum of (a) our cash and cash equivalents in the United States plus specified percentages of other qualified debt investments (Qualified Cash) plus (b) specified percentages of the net book values of our accounts receivable and certain inventory to (ii) $50.0 million.
Current report
Borrowed funds accrue interest at the greater of (i) a per annum rate equal to the base rate plus a margin of from 0.50% to 1.00% depending on our Asset Coverage Ratio or (ii) a per annum rate equal to the Secured Overnight Financing Rate plus a 10 basis point premium and a margin of from 1.50% to 2.00% depending on our Asset Coverage Ratio. We are required to pay a commitment fee on the unused portion of the 2021 Credit Facility of 0.25% per annum. Amounts owed under the 2021 Credit Agreement are guaranteed by certain of our United States subsidiaries and secured by a first priority security interest in substantially all of our assets and certain of our subsidiaries (including intellectual property registrations and applications, which is subject to an intercreditor agreement).
Current report
The 2021 Credit Agreement contains customary representations, warranties, and affirmative and negative covenants. We are required to maintain Liquidity (the sum of unused availability under the credit facility and our Qualified Cash) of at least $40.0 million from the date we entered into the 2025 Credit Agreement as discussed in Note 13 Subsequent events through October 30, 2025, $45.0 million from October 31, 2025 through November 14, 2025, $50.0 million from November 15, 2025 through November 30, 2025, and $55.0 million from December 1, 2025 through the maturity date (of which at least $40.0 million shall be attributable to Qualified Cash during all periods), or, if the borrowing base is then in effect, minimum unused availability under the credit facility of at least $10.0 million.
Current report
As of June 30, 2025, we are in compliance with all financial covenants contained in the 2021 Credit Agreement. There is an outstanding letter of credit under the 2021 Credit Agreement of $5.2 million for certain duty-related requirements which was not collateralized by any cash on hand. In the ordinary course of business, we drew $25.0 million from our 2021 Credit Agreement in February 2025 and repaid $20.0 million in June 2025. We had $39.8 million available to draw from our 2021 Credit Agreement as of June 30, 2025.
Current report
2025 Credit Agreement
Current report
On August 4, 2025, we entered into a Credit Agreement (the 2025 Credit Agreement) with Farallon Capital Management, L.L.C., as administrative agent and collateral agent (the Agent), and Mateo Financing LLC (the Lender). The 2025 Credit Agreement provides for a second lien credit facility up to $50.0 million (the 2025 Term Loan). The 2025 Credit Agreement will mature, and any outstanding borrowings become due and payable on January 22, 2028.
Current report
Borrowed funds accrue interest, at our option, at a rate equal to (i) the applicable one or three-month secured overnight financing rate (SOFR) plus 7.5%, or (ii) the Base Rate plus 6.50%. The base rate is defined as the greatest of (i) the Wall Street Journal prime rate, (ii) the federal funds rate plus 0.50% or (iii) a per annum rate equal to the SOFR plus 1.00%. During an event of default, the applicable interest rates are increased by 2.0% per annum. For Base Rate loans, we will pay interest on a quarterly basis and at the maturity date. For SOFR rate loans, we will pay interest at least quarterly, or more frequently, as defined in the 2025 Credit Agreement, and at the maturity date. We will make quarterly principal payments on the 2025 Term Loan, with the remaining principal due on the maturity date. Under the 2025 Credit Agreement, we may be obligated to pay additional amounts which would allow for a minimum return, as defined by the 2025 Credit Agreement. The 2025 Term Loan is subject to mandatory prepayment in certain cases involving asset dispositions, debt issuances, certain receipts of cash proceeds from insurance and other extraordinary receipts, and change in control. We are required to apply 25% of excess cash flow to repay the 2025 Term Loan. Prepayments of the 2025 Term Loan, whether optional, mandatory, before, on or after January 22, 2028, or as a result of any acceleration of the 2025 Term Loan as a result of an event of default, require a prepayment premium in an amount set forth in the 2025 Credit Agreement. Amounts owed under the 2025 Credit Agreement are guaranteed by certain domestic subsidiaries, and are secured by a second lien security interest in substantially all of our assets and certain of our subsidiaries.
Current report
The 2025 Credit Agreement contains customary representations, warranties, and affirmative and negative covenants, including financial covenants. The negative covenants include restrictions on the incurrence of liens and indebtedness, certain investments, dividends, stock repurchases and other matters, all subject to certain exceptions. The financial covenants require (a) us to maintain liquidity (defined as unrestricted cash, cash equivalents and availability under the 2021 Credit Agreement) of at least $40.0 million, subject to a step-down to $30.0 million upon achievement of a total leverage ratio below 1.00:1.00; (b) us not to have EBITDA (as defined in the 2025 Credit Agreement) of (i) less than $10.0 million for the fiscal quarter ending December 31, 2025, (ii) less than $10.0 million for the period of four consecutive fiscal quarters ending March 31, 2026, (iii) less than $22.0 million for the period of four consecutive fiscal quarters ending June 30, 2026, (iv) less than $30.0 million for the period of four consecutive fiscal quarters ending September 30, 2026 or (v) less than $40.0 million for any period of four consecutive fiscal quarters ending on or after December 31, 2026; and (c) us not to permit an asset coverage ratio (defined as the ratio of (x) the sum of unrestricted cash, cash equivalents, and certain accounts and inventory, divided by (y) the sum of accounts payable and total debt) of less than (i) on or prior to December 31, 2025, 1.25:1.00 or (ii) thereafter, 1.15:1.00. Additionally, from August 4, 2025 through the maturity of the 2025 Notes, the 2025 Credit Agreement requires us to hold the full amount due upon the maturity of the 2025 Notes in a restricted account.
Current report
The 2025 Credit Agreement also includes customary events of default that include, among other things, non-payment of principal, interest or fees, inaccuracy of representations and warranties, violation of certain covenants, cross default to certain other indebtedness, bankruptcy and insolvency events, material judgments, change of control and certain material ERISA events. An event of default would also occur in the event we fail to maintain the listing of our common stock on the Nasdaq stock market for a period of 30 consecutive days. The occurrence of an event of default could result in the acceleration of the obligation under the 2025 Credit Agreement and 2021 Credit Agreement.
Current report
As of August 4, 2025, there was $50.0 million outstanding under the 2025 Term Loan. As of August 4, 2025, we were in compliance with all of the financial covenants contained in the 2025 Credit Agreement.
Current report
In connection with the 2025 Credit Agreement, we issued an aggregate of 11,076,968 warrants to purchase shares of our common stock at an exercise price of $1.25. The warrants may be exercised at any time prior to 5:00 p.m. Eastern time, on August 1, 2035. Any warrants not exercised prior to such time will expire.
Current report
In the second quarter of 2025, our market capitalization increased 15% from March 31, 2025, and as such, we do not believe that it is more likely than not that the fair value of our single reporting unit is less than the carrying value as of June 30, 2025. Using the market capitalization approach, the fair value of our single reporting unit is estimated based on the trading price of our stock at the test date, which is further adjusted by an acquisition control premium representing the synergies a market participant would obtain when obtaining control of the business. As of June 30, 2025, the market capitalization exceeded the carrying value of our single reporting unit by 18%, which was not adjusted for an acquisition control premium which would further increase the percentage the fair value exceeded the carrying value.
Current report
The estimated fair value of our single reporting unit is sensitive to the volatility in our stock price. For example, a 5% decrease in our June 30, 2025 stock price would result in our market capitalization exceeding the carrying value of our single reporting unit by 14%, which is not adjusted for an acquisition control premium. If our market capitalization declines or future performance falls below our current expectations, assumptions, or estimates, including assumptions related to current macroeconomic uncertainties, this may trigger a future material non-cash goodwill impairment charge, which could have a material adverse effect on our business, financial condition, and results of operations in the reporting period in which a charge would be necessary. We will continue to monitor developments, including updates to our forecasts and market capitalization. An update of our assessment and related estimates may be required in the future.
Removed paragraphs (4)
Previous report
(5) In the second quarter of 2024, we revised the first quarter of 2024 income tax adjustment to exclude the establishment of a valuation allowance on United States federal and state deferred tax assets.
Previous report
First Quarter 2025 financial performance
Previous report
Gross margin of 32.1% for the first quarter of 2025 decreased from 34.1% in the same period of 2024, or 200 bps, primarily due to lower accessory revenue and higher promotional activity, including promoting sales of our remaining, slower-moving product (760 bps), which was partially offset by an increase in subscription and service revenue (270 bps) and lower operational costs (290 bps).
Previous report
(1)In the second quarter of 2024, we revised the first quarter of 2024 income tax adjustment to exclude the establishment of a valuation allowance on United States federal and state deferred tax assets.
Reworded paragraphs (23)
Previous wording
•Results of Operations. Analysis of our financial results comparing the first quarter of 2025 to 2024.
Current wording
•Results of Operations. Analysis of our financial results comparing the second quarter and first six months of 2025 to 2024.
Previous wording
In September 2024, we began shipping our HERO13 Black flagship camera that includes our GP2 processor, HyperSmooth 6.0 image stabilization, hybrid-log gamma (HLG) high dynamic range (HDR) photos and videos in 5.3K at 60 frames per second (FPS) and 4K at 60 FPS, and a higher capacity battery resulting in longer runtimes and improved thermal performance. HyperSmooth 6.0 image stabilization features AutoBoost, which analyzes up to 4x more data compared to HyperSmooth 5.0 while supporting 360-degree Horizon Lock. The HERO13 Black also includes 10-bit color video at up to 5.3K video at 60 FPS, 27-megapixel photo resolution, 8:7 aspect ratio video for a larger vertical field of view, and HyperView, which allows for a 16:9 field of view, Superview and Horizon Leveling. The HERO13 Black also includes a front-facing and rear touch display, TimeWarp 3.0, a Timecode Sync feature, and a Night Effects Time Lapse feature. In March 2025, we shipped a limited edition HERO13 Black in Polar White, which includes all of the features of our flagship camera. We also offer our Ultra Wide Lens Mod, Macro Lens Mod, Anamorphic Lens Mod and a ND Filter 4-Pack for HERO13 Black. The Ultra Wide Lens Mod allows for an ultra wide-angle digital lens for 4K video at 60 FPS, the Macro Lens Mod allows the
Current wording
In September 2024, we began shipping our HERO13 Black flagship camera that includes our GP2 processor, HyperSmooth 6.0 image stabilization, hybrid-log gamma (HLG) high dynamic range (HDR) photos and videos in 5.3K at 60 frames per second (FPS) and 4K at 60 FPS, and a higher capacity battery resulting in longer runtimes and improved thermal performance. HyperSmooth 6.0 image stabilization features AutoBoost, which analyzes up to 4x more data compared to HyperSmooth 5.0 while supporting 360-degree Horizon Lock. The HERO13 Black also includes 10-bit color video at up to 5.3K video at 60 FPS, 27-megapixel photo resolution, 8:7 aspect ratio video for a larger vertical field of view, and HyperView, which allows for a 16:9 field of view, Superview and Horizon Leveling. The HERO13 Black also includes a front-facing and rear touch display, TimeWarp 3.0, a Timecode Sync feature, and a Night Effects Time Lapse feature. In March 2025, we shipped a limited edition HERO13 Black in a Polar White colorway, and in June 2025, we shipped another limited edition HERO13 Black in a Forest Green colorway, both of which included all of the features of our flagship camera. We also offer our Ultra
Previous wording
HERO13 Black to focus on objects 4x closer than prior generation cameras, and the Anamorphic Lens Mod captures ultra wide-angle footage with reduced distortion and lets anyone tell their stores using the 21:9 aspect ratio used in feature films. The ND Filter 4-Pack allows the HERO13 Black to create motion blur. Additionally, we offer our HERO13 Black Creator Edition, which combines the HERO13 Black, Volta, Enduro Battery, Media Mod, and Light Mod to create professional-quality videos.
Current wording
Wide Lens Mod, Macro Lens Mod, Anamorphic Lens Mod and a ND Filter 4-Pack for HERO13 Black. The Ultra Wide Lens Mod allows for an ultra wide-angle digital lens for 4K video at 60 FPS, the Macro Lens Mod allows the HERO13 Black to focus on objects 4x closer than prior generation cameras, and the Anamorphic Lens Mod captures ultra wide-angle footage with reduced distortion and lets anyone tell their stores using the 21:9 aspect ratio used in feature films. The ND Filter 4-Pack allows the HERO13 Black to create motion blur. Additionally, we offer our HERO13 Black Creator Edition, which combines the HERO13 Black, Volta, Enduro Battery, Media Mod, and Light Mod to create professional-quality videos.
Previous wording
We continue to monitor the current evolving macroeconomic landscape. Inflation, fluctuating interest rates, tariffs and recession concerns places increasing pressure on many areas of our business, including hardware and software product pricing, operating expenses, component pricing and consumer spending. In the past, the strength of the U.S. dollar relative to other foreign currencies largely impacted our revenue and gross margin. Revenue from the U.S. was 46.8% and 36.2% of revenue in three months ended March 31, 2025 and 2024, respectively. If the U.S. dollar strengthens relative to other foreign currencies in the future, our financial results will be negatively impacted. See Item 1A. Risk Factors for further discussion of the possible impact of evolving macroeconomic conditions on our business.
Current wording
We continue to monitor the current evolving macroeconomic landscape. Inflation, fluctuating interest rates, tariffs and recession concerns places increasing pressure on many areas of our business, including hardware and software product pricing, operating expenses, component pricing and consumer spending. In the past, the strength of the U.S. dollar relative to other foreign currencies largely impacted our revenue and gross margin. Revenue from the U.S. was 50.3% and 36.5% of revenue in six months ended June 30, 2025 and 2024, respectively. If the U.S. dollar strengthens relative to other foreign currencies in the future, our financial results will be negatively impacted. See Item 1A. Risk Factors for further discussion of the possible impact of evolving macroeconomic conditions on our business.
Previous wording
Revenue for the first quarter of 2025 was $134.3 million, which represented a 13.6% decrease from the same period in 2024 of $155.5 million. The year-over-year decrease was primarily driven by lower accessory sales and increased price promotions, partially offset by a 3.9% increase in our subscription and service revenue to $26.9 million in the first quarter of 2025. Camera units shipped in the first quarter of 2025 also decreased 2.0% year-over-year to 385 thousand, compared to 393 thousand in the same period in 2024, primarily due to consumer-related macroeconomic issues resulting in a softer global consumer market and an increasingly global competitive landscape. Our first quarter of 2025 average selling price decreased 11.8% year-over-year to $349. Average selling price is defined as total reported revenue divided by camera units shipped. Our first quarter of 2025 camera revenue mix from cameras with an MSRP equal to or greater than $400 was 71% compared to 70% for the same period in 2024. Retail revenue was $93.9 million in the first quarter of 2025 and represented 69.9% of total revenue, compared to 68.4% of total revenue for the same period in 2024. GoPro.com revenue, which includes subscription and service revenue, was $40.4 million in the first quarter of 2025 and represented 30.1% of total revenue, compared to 31.6% of total revenue for the same period in 2024. Our overall subscription attach rate from both sales on GoPro.com and from post-camera purchases at retail was 49% in the first quarter of 2025, up from a 48% attach rate in the same period in 2024. Our aggregate retention rate for annual subscribers was 70% in the first quarter of 2025, compared to 69% in the same period in 2024. Our gross margin percentage for the first quarter of 2025 was 32.1% compared to 34.1% in the same period in 2024. Net loss for the first quarter of 2025 was $46.7 million, compared to a net loss of $339.1 million for the same period in 2024. Our net loss for the first quarter of 2025 included an $18.6 million goodwill impairment charge. In the first quarter of 2024, we recorded a $294.9 million valuation allowance on all of our U.S. federal and state deferred tax assets as it was more likely than not that our U.S. federal and state deferred tax assets would not be realizable in the foreseeable future primarily due to macroeconomic factors, competition, acquisition integration expenses, restructuring costs, and development of our product road map. Adjusted EBITDA for the first quarter of 2025 was negative $15.7 million, compared to negative $29.3 million in the same period in 2024.
Current wording
Revenue for the second quarter of 2025 was $152.6 million, which represented an 18.0% decrease from the same period in 2024 of $186.2 million. The year-over-year decrease was primarily driven by lower camera and accessory unit sales, partially offset by less promotional activity in 2025 compared to the same period in 2024. Camera units shipped in the second quarter of 2025 decreased 29.2% year-over-year to 408 thousand, compared to 576 thousand in the same period in 2024, primarily due to consumer-related macroeconomic issues resulting in a softer global consumer market and an increasingly global competitive landscape. In the second quarter of 2025, our average selling price increased 15.7% year-over-year to $374. Average selling price is defined as total reported revenue divided by camera units shipped. Our second quarter of 2025 camera revenue mix from cameras with an MSRP equal to or greater than $400 was 75% compared to 76% for the same period in 2024. Retail revenue was $111.5 million in the second quarter of 2025 and represented 73.0% of total revenue, compared to 73.6% of total revenue for the same period in 2024. GoPro.com revenue, which includes subscription and service revenue, was $41.2 million in the second quarter of 2025 and represented 27.0% of total revenue, compared to 26.4% of total revenue for the same period in 2024. Our overall subscription attach rate from both sales on GoPro.com and from post-camera purchases at retail was 56% in the second quarter of 2025, up 24% from a 45% attach rate in the same period in 2024. Our aggregate retention rate for annual subscribers was 68% in the second quarters of 2025 and 2024. Our gross margin percentage for the second quarter of 2025 was 35.8%, compared to 30.5% in the same period in 2024. Net loss for the second quarter of 2025 was $16.4 million, compared to a net loss of $47.8 million for the same period in 2024. Adjusted EBITDA for the second quarter of 2025 was negative $5.7 million, compared to negative $33.4 million in the same period in 2024.
Previous wording
Driving profitability through improved efficiency, lower costs, and better execution. We incurred operating losses in the first quarter of 2025 and for the full year 2024. Wecontinue to make strategic decisions to drive volume, growth, and profitability in our business. Restructuring actions in 2024 and prior restructuring actions, along with continued cost management have resulted in a more efficient global organization that has allowed for improved communication and alignment among our functional teams. We are changing our approach to operate in a leaner, more focused manner that we believe is sustainable and strategic for long-term success and improved financial performance. This includes pursuing a hardware and software product roadmap we believe will drive innovation, differentiation, and growth. In the longer term, this includes increasingour total addressable market by introducing new, innovative hardware and software products, increasing unit sales volume of our new and existing products, and increasing our subscriber base. Our expectation is that sales from our retail channel will continue to increase relative to sales on GoPro.com. While growth in subscribers and subscription and service revenue has slowed, we continue to make strategic decisions to enhance our subscription offerings to grow subscribers and increase subscriber retention that results in an increase in subscription and service revenue.
Current wording
Driving profitability through improved efficiency, lower costs, and better execution. We incurred operating losses in the first half of 2025 and for the full year 2024. Wecontinue to make strategic decisions to drive volume, growth, and profitability in our business. Restructuring actions in 2024 and prior restructuring actions, along with continued cost management have resulted in a more efficient global organization that has allowed for improved communication and alignment among our functional teams. We are changing our approach to operate in a leaner, more focused manner that we believe is sustainable and strategic for long-term success and improved financial performance. This includes pursuing a hardware and software product roadmap we believe will drive innovation, differentiation, and growth. In the longer term, this includes increasingour total addressable market by introducing new, innovative hardware and software products, increasing unit sales volume of our new and existing products, and increasing our subscriber base. Our expectation is that sales from our retail channel will continue to increase relative to sales on GoPro.com. While growth in subscribers and subscription and service revenue has slowed, we continue to make strategic decisions to enhance our subscription offerings to grow subscribers and increase subscriber retention that results in an increase in subscription and service revenue.
Previous wording
Revenue for the first quarter of 2025 was $134.3 million, which represented a 13.6% decrease from the same period in 2024 where revenue was $155.5 million. The year-over-year decrease was primarily driven by lower accessory sales and increased price promotions, partially offset by a 3.9% increase in our subscription and service revenue to $26.9 million in the first quarter of 2025. Camera units shipped in the first quarter of 2025 also decreased 2.0% year-over-year to 385 thousand, compared to 393 thousand in the same period in 2024, primarily due to consumer-related macroeconomic issues resulting in a softer global consumer market and an increasingly global competitive landscape. Our first quarter of 2025 average selling price decreased 11.8% year-over-year to $349. Our first quarter of 2025 camera revenue mix from cameras with an MSRP equal to or greater than $400 was 71% compared to 70% for the same period in 2024. Retail revenue was $93.9 million in the first quarter of 2025 and represented 69.9% of total revenue, compared to 68.4% of total revenue for the same period in 2024. GoPro.com revenue, which includes subscription and service revenue, was $40.4 million in the first quarter of 2025 and represented 30.1% of total revenue, compared to 31.6% of total revenue for the same period in 2024.
Current wording
Revenue for the second quarter of 2025 was $152.6 million, or an 18.0% decrease from the same period in 2024 where revenue was $186.2 million. The year-over-year decrease was primarily driven by lower camera and accessory unit sales, partially offset by less promotional activity. Camera units shipped in the second quarter of 2025 decreased 29.2% year-over-year to 408 thousand, compared to 576 thousand in the same period in 2024, primarily due to consumer-related macroeconomic issues resulting in a softer global consumer market and an increasingly global competitive landscape. Our second quarter of 2025 average selling price increased 15.7% year-over-year to $374. Our second quarter of 2025 camera revenue mix from cameras with an MSRP equal to or greater than $400 was 75%, compared to 76% for the same period in 2024. Retail revenue was $111.5 million in the second quarter of 2025 and represented 73.0% of total revenue, compared to 73.6% of total revenue for the same period in 2024. GoPro.com revenue, which includes subscription and service revenue, was $41.2 million in the second quarter of 2025 and represented 27.0% of total revenue, compared to 26.4% of total revenue for the same period in 2024.
Previous wording
The year-over-year decrease of $15.1 million, or 33.7%, in total research and development expense for the first quarter of 2025 compared to the same period of 2024 was primarily driven by a $6.7 million decrease in cash-based personnel-related costs, a $6.0 million decrease in consulting and professional services primarily for development work on our next generation system-on-chip, and a $1.4 million decrease in stock-based compensation expense.
Current wording
The year-over-year decrease of $16.4 million, or 35.0%, in total research and development expense for the second quarter of 2025 compared to the same period of 2024 was primarily driven by a $6.3 million decrease in consulting and professional services primarily for development work on our next generation system-on-chip, a $5.5 million decrease in cash-based personnel-related costs, a $2.0 million decrease in restructuring costs, a $1.3 million decrease in stock-based compensation expense, and a $0.5 million decrease in research and development foreign tax credits.
Previous wording
The year-over-year decrease of $11.9 million, or 33.8%, in total sales and marketing expense for the first quarter of 2025 compared to the same period of 2024 was primarily driven by a $6.1 million decrease in advertising and marketing expenses, primarily attributable to online campaigns and sponsorships, a $2.3 million decrease in cash-based personnel-related costs, a $1.7 million decrease in consulting and professional services, and a $0.9 million decrease in stock-based compensation expense.
Current wording
The year-over-year decrease of $16.1 million, or 38.9%, in total sales and marketing expense for the second quarter of 2025 compared to the same period of 2024 was primarily driven by a $9.4 million decrease in advertising and marketing expenses, primarily attributable to online campaigns, activation events and sponsorships, a $2.2 million decrease in cash-based personnel-related costs, a $1.9 million decrease in consulting and professional services, a $0.9 million decrease in restructuring costs, and a $0.6 million decrease in stock-based compensation expense.
Previous wording
The year-over-year increase of $2.2 million, or 15.3%, in total general and administrative expense for the first quarter of 2025 compared to the same period of 2024 was primarily driven by a $4.6 million increase in consulting and professional services, partially offset by a $1.4 million decrease in cash-based personnel-related costs, a $0.9 million decrease in stock-based compensation expense, and a $0.7 million decrease in acquisition-related costs.
Current wording
The year-over-year increase of $0.2 million, or 0.7%, in total general and administrative expense for the first half of 2025 compared to the same period of 2024 was primarily driven by a $4.3 million increase in consulting and professional services, partially offset by a $2.7 million decrease in cash-based personnel-related costs and a $1.6 million decrease in stock-based compensation expense.
Previous wording
Third quarter 2024 restructuring. In August 2024, we approved a restructuring plan (the Original Restructuring Plan) and in October 2024, we approved an amended restructuring plan (the Updated Restructuring Plan). In connection with the Original Restructuring Plan and Updated Restructuring Plan, we reduced our global workforce by 25% compared to our headcount ending Q2 2024, and we recorded restructuring charges of $18.7 million, including $12.7 million related to severance and $6.0 million of project cancellation costs. As of March 31, 2025, headcount decreased 30% year-over-year.
Current wording
Third quarter 2024 restructuring. In August 2024, we approved a restructuring plan (the Original Restructuring Plan) and in October 2024, we approved an amended restructuring plan (the Updated Restructuring Plan). In connection with the Original Restructuring Plan and Updated Restructuring Plan, we reduced our global workforce by 25% compared to our headcount ending Q2 2024, and we recorded restructuring charges of $18.7 million, including $12.7 million related to severance and $6.0 million of project cancellation costs.
Previous wording
Total other income, net was income of $0.2 million for the first quarter of 2025 compared to income of $0.5 million in the same period of 2024. The year-over-year change of $0.4 million was primarily due to overall lower cash and investment balances resulting in a $1.4 million decrease in interest income, partially offset by a $0.7 million decrease in net foreign exchange rate-based losses, a $0.4 million gain on insurance proceeds, and a $0.1 million increase in cash interest expense primarily driven by our $25.0 million draw from our 2021 Credit Agreement in February 2025.
Current wording
Total other income (expense), net was expense of $1.0 million for the first half of 2025 compared to income of $0.6 million in the same period of 2024. The year-over-year change of $1.5 million was primarily due to overall lower cash and investment balances resulting in a $1.9 million decrease in interest income and a $0.8 million increase in cash interest expense, primarily driven by our $25.0 million draw from our 2021 Credit Agreement in February 2025 and subsequent $20.0 million repayment in June 2025, and an increase in fees related to factoring of receivables.
Previous wording
We recorded an income tax expense of $1.7 million for the first quarter of 2025 on pre-tax net loss of $45.1 million. Our income tax expense for the first quarter of 2025 primarily resulted from a tax expense of $1.6 million on pre-tax book income in certain tax jurisdictions and discrete items that included $2.1 million of nondeductible equity tax expense for employee stock-based compensation, partially offset by a net decrease in the valuation allowance of $1.6 million and an income tax benefit of $0.5 million related to restructuring charges. We evaluated the impact of goodwill impairment on tax-deductible goodwill and determined that it did not materially impact the tax provision due to a full valuation allowance on our United States federal and state net deferred tax assets.
Current wording
We recorded an income tax expense of $3.0 million for the six months ended June 30, 2025 on pre-tax net loss of $60.2 million. Our income tax expense for the six months ended June 30, 2025 primarily resulted from a tax expense of $3.3 million on pre-tax book income in certain tax jurisdictions and discrete items that included $2.6 million of nondeductible equity tax expense for employee stock-based compensation, partially offset by a net decrease in the valuation allowance of $2.0 million, an income tax benefit of $0.5 million related to restructuring charges, a net tax benefit on goodwill impairment of $0.3 million and foreign provision to income tax return adjustments of $0.2 million.
Previous wording
As of March 31, 2025, our cash, cash equivalents, and marketable securities totaled $69.6 million. Our cash, net of the outstanding principal balance of the 2025 Notes, as of March 31, 2025, was negative $49.1 million. The overall cash used in operating activities of $57.2 million for the three months ended March 31, 2025 was primarily attributable to a net loss of $46.7 million and net cash outflows from changes in our working capital of $36.2 million, partially offset by an $18.6 million goodwill impairment charge, andnet cash inflows from other non-cash expenses of $7.1 million. Working capital changes for the three months ended March 31, 2025 of $36.2 million were the result of a decrease in accounts payable and other liabilities of $63.1 million, an increase in prepaid expenses and other assets of $5.1 million, and a decrease in deferred revenue of $1.8 million, partially offset by a decrease in inventory of $24.4 million, and a decrease in accounts receivables of$9.3 million. As of March 31, 2025, $4.7 million of cash was held by our foreign subsidiaries.
Current wording
As of June 30, 2025, our cash, cash equivalents, and marketable securities totaled $58.6 million. Our cash, net of the outstanding principal balance of the 2025 Notes, as of June 30, 2025, was negative $40.2 million. The overall cash used in operating activities of $48.4 million for the six months ended June 30, 2025 was primarily attributable to a net loss of $63.1 million and net cash outflows from changes in our working capital of $19.1 million, partially offset by an $18.6 million goodwill impairment charge, andnet cash inflows from other non-cash expenses of $15.2 million. Working capital changes for the six months ended June 30, 2025 of $19.1 million were the result of a decrease in accounts payable and other liabilities of $55.9 million and a decrease in deferred revenue of $3.9 million, partially offset by a decrease in inventory of $36.2 million, a decrease in prepaid expenses and other assets of $1.7 million, and a decrease in accounts receivables of$2.7 million. As of June 30, 2025, $4.9 million of cash was held by our foreign subsidiaries.
Previous wording
In November 2020, we issued $143.8 million aggregate principal amount of 2025 Notes in a private placement to purchasers for resale to qualified institutional buyers. In November 2023, we repurchased $50.0 million in aggregate principal amount of the 2025 Notes, reducing the amount owed on the 2025 Notes to $93.8 million. The 2025 Notes mature on November 15, 2025, unless earlier repurchased or converted into shares of Class A common stock subject to certain conditions. Prior to August 15, 2025, the 2025 Notes are convertible at the option of the holder, at an initial conversion rate of 107.1984 shares of Class A common stock per $1,000 principal amount of the 2025 Notes, which is equivalent to an initial conversion price of approximately $9.3285 per share of common stock, subject to adjustment. Conversion will be settled in cash, shares of the Company’s Class A common stock, or a combination thereof, at the Company’s election. We pay interest on the 2025 Notes semi-annually, which is due on May 15 and November 15 of each year.
Current wording
In November 2020, we issued $143.8 million aggregate principal amount of 2025 Notes in a private placement to purchasers for resale to qualified institutional buyers. In November 2023, we repurchased $50.0 million in aggregate principal amount of the 2025 Notes, reducing the amount owed on the 2025 Notes to $93.8 million. The 2025 Notes mature on November 15, 2025, unless earlier repurchased or converted into shares of Class A common stock subject to certain conditions. Prior to August 15, 2025, the 2025 Notes are convertible at the option of the holder, at an initial conversion rate of 107.1984 shares of Class A common stock per $1,000 principal amount of the 2025 Notes, which is equivalent to an initial conversion price of approximately $9.3285 per share of common stock, subject to adjustment. Conversion will be settled in cash, shares of our Class A common stock, or a combination thereof, at our election. We pay interest on the 2025 Notes semi-annually, which is due on May 15 and November 15 of each year.
Previous wording
The accompanying Condensed Consolidated Financial Statements have been prepared assuming we will continue as a going concern, which contemplates the continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. In the period ended March 31, 2025, our performance continued to be impacted by consumer related-macroeconomic issues resulting in a softer global consumer market, an increasingly global competitive landscape and the delay of our next generation 360-camera. During the three months ended March 31, 2025, our revenue declined 13.6% from the same period of 2024 which resulted in operating losses of $45.2 million and operating cash outflows of $57.2 million. As of March 31, 2025, we had $69.6 million in cash and cash equivalents and an accumulated deficit of $728.3 million. The 2025 Notes with an outstanding principal of $93.8 million matures on November 15, 2025, unless earlier repurchased or converted at the option of the holder into shares of our Class A common stock under certain circumstances. In the ordinary course of business, we drew $25.0 million from our 2021 Credit Agreement in February 2025, and we had $19.8 million available to draw as of March 31, 2025.
Current wording
The accompanying Condensed Consolidated Financial Statements have been prepared assuming we will continue as a going concern, which contemplates the continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. In the six months ended June 30, 2025, our performance continued to be impacted by consumer related-macroeconomic issues resulting in a softer global consumer market, an increasingly global competitive landscape and the delay of our next generation 360-camera. During the six months ended June 30, 2025, our revenue declined 16.0% from the same period of 2024 which resulted in operating losses of $59.2 million and operating cash outflows of $48.4 million. As of June 30, 2025, we had $58.6 million in cash and cash equivalents and an accumulated deficit of $744.7 million. The 2025 Notes with an outstanding principal of $93.8 million matures on November 15, 2025, unless earlier repurchased or converted at the option of the holder into shares of our Class A common stock under certain circumstances. In the ordinary course of business, we drew $25.0 million from our 2021 Credit Agreement in February 2025 and repaid $20.0 million in June 2025. We had $39.8 million available to draw as of June 30, 2025.
Previous wording
We have considered and assessed our ability to continue as a going concern for at least 12 months from the issuance of these Condensed Consolidated Financial Statements. Our assessment included the preparation of a cash flow forecast taking into account the restructuring actions already implemented in 2024. We considered additional actions within our control that we would implement, if necessary, to maintain liquidity and operations in the ordinary course of business including payment of the 2025 Notes upon maturity. The 2025 operational plan is structured to i) realize the savings in wages and benefits from the headcount reductions as part of our 2024 restructuring plans; ii) lower research and development costs from the completion of a next generation system-on-chip and rationalized product roadmap, and the reduction of sales and marketing expenses to a reduced level consistent with the business size; and iii) effectively manage working capital, specifically our intention to manage inventory levels to better align with our current run rates and seasonality of the business, and our intention to continue to effectively manage the collection of accounts receivables.
Current wording
We have considered and assessed our ability to continue as a going concern for at least 12 months from the issuance of these Condensed Consolidated Financial Statements. Our assessment included the preparation of a cash flow forecast taking into account the restructuring actions already implemented in 2024 and the 2025 Credit Agreement, as discussed in Note 13 Subsequent events, which provided $50.0 million in August 2025. We considered additional actions within our control that we would implement, if necessary, to maintain liquidity and operations in the ordinary course of business including payment of the 2025 Notes upon maturity. The 2025 operational plan is structured to i) realize the savings in wages and benefits from the headcount reductions as part of our 2024 restructuring plans; ii) lower research and development costs from the completion of a next generation system-on-chip and rationalized product roadmap, and the reduction of sales and marketing expenses to a reduced level consistent with the business size; and iii) effectively manage working capital, specifically our intention to manage inventory levels to better align with our current run rates and seasonality of the business, and our intention to continue to effectively manage the collection of accounts receivables.
Previous wording
Cash used in operating activities of $57.2 million for thethree months ended March 31, was primarily attributable to a net loss of $46.7 million and net cash outflows from changes in our working capital of $36.2 million, partially offset by an $18.6 million goodwill impairment charge, andnet cash inflows from other non-cash expenses of $7.1 million. Working capital changes for the three months ended March 31, 2025 of $36.2 million were the result of a decrease in accounts payable and other liabilities of $63.1 million, an increase in prepaid expenses and other assets of $5.1 million, and a decrease in deferred revenue of $1.8 million, partially offset by a decrease in inventory of $24.4 million, and a decrease in accounts receivables of$9.3 million.
Current wording
Cash used in operating activities of $48.4 million for the six months ended June 30, 2025 was primarily attributable to a net loss of $63.1 million and net cash outflows from changes in our working capital of $19.1 million, partially offset by an $18.6 million goodwill impairment charge, andnet cash inflows from other non-cash expenses of $15.2 million. Working capital changes for the six months ended June 30, 2025 of $19.1 million were the result of a decrease in accounts payable and other liabilities of $55.9 million and a decrease in deferred revenue of $3.9 million, partially offset by a decrease in inventory of $36.2 million, a decrease in prepaid expenses and other assets of $1.7 million, and a decrease in accounts receivables of$2.7 million.
Previous wording
Cash used in investing activities of $1.3 million for thethree months ended March 31, was primarily attributable to net purchases of property and equipment of $1.3 million.
Current wording
Cash used in investing activities of $1.8 million for the six months ended June 30, 2025 was primarily attributable to net purchases of property and equipment of $1.8 million.
Previous wording
Cash provided by financing activities of $24.9 million for thethree months ended March 31, was primarily attributable to a $25.0 million draw on our 2021 Credit Agreement, and $0.4 million of cash inflows from stock purchases made through our employee stock purchase plan, partially offset by $0.5 million in tax payments for net restricted stock unit (RSU) settlements.
Current wording
Cash provided by financing activities of $4.8 million for the six months ended June 30, 2025 was primarily attributable to a $25.0 million draw on our 2021 Credit Agreement and $0.4 million of cash inflows from stock purchases made through our employee stock purchase plan, partially offset a $20.0 million repayment on our 2021 Credit Agreement, and $0.6 million in tax payments for net restricted stock unit (RSU) settlements.
Previous wording
In the first quarter of 2025, our market capitalization declined 38% from December 31, 2024, in part due to recent tariff and geopolitical events, resulting in our market capitalization no longer exceeding the carrying value of our single reporting unit as of March 31, 2025. As a result, we performed a quantitative goodwill impairment analysis and estimated the fair value of our single reporting unit utilizing the income approach using a discounted future cash flow model and a market approach. The analysis required estimates which required significant judgment related to the estimation of future cash flow and discount rates. The analysis was dependent on internal forecasts, estimation of the long-term revenue growth rates, terminal growth rates, profitability measures and determination of the discount rate. As a result of the quantitative impairment test, we concluded that the carrying value of our single reporting unit exceeded its fair value, resulting in the recognition of a $18.6 million goodwill impairment charge.
Current wording
In the first quarter of 2025, our market capitalization declined 38% from December 31, 2024, in part due to recent tariff and geopolitical events, resulting in our market capitalization no longer exceeding the carrying value of our single reporting unit as of March 31, 2025. As a result, we performed a quantitative goodwill impairment analysis and estimated the fair value of our single reporting unit utilizing the income approach using a discounted future cash flow model and a market approach. The analysis required estimates which required significant judgment related to the estimation of future cash flow and discount rates. The analysis was dependent on internal forecasts, estimation of the long-term revenue growth rates, terminal growth rates, profitability measures and determination of the discount rate. As a result of the quantitative impairment test, we concluded that the carrying value of our single reporting unit exceeded its fair value, resulting in the recognition of a $18.6 million goodwill impairment charge in the first quarter of 2025.
Previous wording
•adjusted EBITDA and non-GAAP net income (loss) exclude stock-based compensation expense related to equity awards granted primarily to our workforce. We exclude stock-based compensation expense because we believe that the non-GAAP financial measures excluding this item provide meaningful supplemental information regarding operational performance. In particular, we note that companies calculate stock-based compensation expense for the variety of award types that they employ using different valuation methodologies and subjective assumptions. These non-cash charges are not factored into our internal evaluation of non-
Current wording
•adjusted EBITDA and non-GAAP net income (loss) exclude stock-based compensation expense related to equity awards granted primarily to our workforce. We exclude stock-based compensation expense because we believe that the non-GAAP financial measures excluding this item provide meaningful supplemental information regarding operational performance. In particular, we note that companies calculate stock-based compensation expense for the variety of award types that they employ using different valuation methodologies and subjective assumptions. These non-cash charges are not factored into our internal evaluation of non-GAAP net income (loss) as we believe their inclusion would hinder our ability to assess core operational performance;
Previous wording
•non-GAAP net income (loss) includes income tax adjustments which reflect the current and deferred income tax expense (benefit) and the effect of non-GAAP adjustments. In the second quarter of 2024, we revised the first quarter of 2024 income tax adjustment to exclude the establishment of a valuation allowance on the United States federal and state deferred tax assets;
Current wording
•non-GAAP net income (loss) includes income tax adjustments which reflect the current and deferred income tax expense (benefit) and the effect of non-GAAP adjustments;
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
We recorded an income tax expense of $1.3 million for the three months ended June 30, 2025 on pre-tax net loss of $15.1 million. Our income tax expense for the three months ended June 30, 2025 primarily resulted from a tax expense of $1.7 million on pre-tax book income in certain tax jurisdictions and discrete items that included $0.4 million of nondeductible equity tax expense for employee stock-based compensation, partially offset by a net decrease in the valuation allowance of $0.4 million, a net income tax benefit on goodwill impairment of $0.3 million and foreign provision to income tax return adjustments of $0.2 million.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
GAAP net income (loss) as we believe their inclusion would hinder our ability to assess core operational performance;