fuboTV Inc FL

Previous wording

The actions of our competitors could also have a negative impact on our growth and business. For example, on February 6, 2024, Disney, Fox and WBD announced the proposed formation of a forthcoming sports streaming service (the "Network JV"). In response, we promptly filed a lawsuit against these companies challenging the formation of the Network JV and their past business practices on antitrust grounds, and seeking injunctive relief to stop the proposed Network JV and other practices, as well as damages. There can be no assurance, however, that we will be successful in this lawsuit. The launch of the Network JV as envisioned would impact our subscriber base, including causing a loss of subscribers and making it difficult to attract new subscribers, negatively impact our revenues and make it difficult for us to achieve our profitability targets. See "Risk Factors—Risks Related to our Products and Technologies and Competition—If our antitrust lawsuit to prevent the launch of the Network JV is unsuccessful, the launch of the Network JV as envisioned would likely materially and adversely affect us, including by threatening the solvency of our business."

Current wording

The actions of our competitors could also have a negative impact on our growth and business. For example, on February 6, 2024, Disney, Fox and WBD announced the proposed formation of a forthcoming sports streaming service (the "Network JV"). In response, we promptly filed a lawsuit against these companies challenging the formation of the Network JV and their past business practices on antitrust grounds, and seeking injunctive relief to stop the proposed Network JV and other practices, as well as damages. On August 16, 2024, we successfully obtained a preliminary injunction against the launch of the Network JV, pending the outcome of our ongoing litigation; however, there can be no assurance that we ultimately will be successful in this lawsuit, including in obtaining a permanent injunction. The launch of the Network JV as envisioned would impact our subscriber base, including causing a loss of subscribers and making it difficult to attract new subscribers, negatively impacting our revenues and making it difficult for us to achieve our profitability targets. See "Risk Factors—Risks Related to our Products and Technologies and Competition—If our antitrust lawsuit to prevent the launch of the Network JV is unsuccessful, the launch of the Network JV as envisioned would likely materially and adversely affect us, including by threatening the solvency of our business."

Previous wording

Other revenue consists of distribution fees and commissions earned on sales through a channel distribution platform.

Current wording

Other revenue consists of distribution, commissions, and carriage fees earned on sales through a channel distribution platform.

Previous wording

The income tax benefit (expense) is driven by the change in deferred tax assets and liabilities and resulting change in valuation allowance.

Current wording

The income tax (provision) benefit is driven by the change in deferred tax assets and liabilities and resulting change in valuation allowance.

Previous wording

The net income (loss) from discontinued operations primarily consists of operating expenses related to the launch and wind down of the wagering business, impairment expense associated with the write-off of goodwill, intangible assets, and other assets, and revaluation of certain contract termination costs.

Current wording

The net income from discontinued operations primarily consists of operating expenses related to the launch and wind down of the wagering business, impairment expense associated with the write-off of goodwill, intangible assets, and other assets, and revaluation of certain contract termination costs.

Previous wording

Results of Operations for the Three and Six Months Ended June 30, 2024 and 2023 (in thousands):

Current wording

Results of Operations for the Three and Nine Months Ended September 30, 2024 and 2023 (in thousands):

Previous wording

During the three months ended June 30, 2024, we recognized revenues of $391.0 million compared to $312.7 million during the three months ended June 30, 2023. The increase of $78.2 million is primarily due to an increase in subscription revenue of $73.9 million, comprising $57.1 million from an increase in our subscriber base and $16.8 million from increases in subscription package prices and attachments sold. Advertising revenue increased $3.2 million primarily due to an increase in number of impressions sold.

Current wording

During the three months ended September 30, 2024, we recognized revenues of $386.2 million compared to $320.9 million during the three months ended September 30, 2023. The increase of $65.3 million is primarily due to an increase in subscription revenue of $67.0 million, comprising $50.5 million from an increase in our subscriber base and $16.5 million from increases in subscription package prices and attachments sold. Advertising revenue decreased $3.5 million primarily due to a decrease in number of impressions sold. Other revenue increased $1.8 million due to new contracts for distribution and carriage fees.

Previous wording

During the six months ended June 30, 2024, we recognized revenues of $793.3 million compared to $637.1 million during the six months ended June 30, 2023. The increase of $156.2 million is primarily due to an increase in subscription revenue of $146.8 million, comprising $98.6 million from an increase in our subscriber base and $48.2 million from increases in subscription package prices and attachments sold. Advertising revenue increased $8.0 million primarily due to an increase in number of impressions sold and CPMs.

Current wording

During the nine months ended September 30, 2024, we recognized revenues of $1,179.5 million compared to $958.0 million during the nine months ended September 30, 2023. The increase of $221.5 million is primarily due to an increase in subscription revenue of $213.7 million, comprising $149.3 million from an increase in our subscriber base and $64.4 million from increases in subscription package prices and attachments sold. Advertising revenue increased $4.4 million primarily due to an increase in number of impressions sold and CPMs. Other revenue increased $3.4 million due to new contracts for distribution and carriage fees.

Previous wording

During the three months ended June 30, 2024, we recognized subscriber related expenses of $326.5 million compared to $271.0 million during the three months ended June 30, 2023. The increase of $55.5 million was primarily due to an increase in affiliate distribution rights and other distribution costs primarily resulting from an increase in subscribers and contractual rates.

Current wording

During the three months ended September 30, 2024, we recognized subscriber related expenses of $317.7 million compared to $286.1 million during the three months ended September 30, 2023. The increase of $31.6 million was primarily due to an increase in affiliate distribution rights and other distribution costs primarily resulting from an increase in subscribers and contractual rates.

Previous wording

During the six months ended June 30, 2024, we recognized subscriber related expenses of $686.7 million compared to $572.3 million during the six months ended June 30, 2023. The increase of $114.3 million was primarily due to an increase in affiliate distribution rights and other distribution costs primarily resulting from an increase in subscribers and contractual rates.

Current wording

During the nine months ended September 30, 2024, we recognized subscriber related expenses of $1,004.4 million compared to $858.4 million during the nine months ended September 30, 2023. The increase of $146.0 million was primarily due to an increase in affiliate distribution rights and other distribution costs primarily resulting from an increase in subscribers and contractual rates.

Previous wording

During the three months ended June 30, 2024, we recognized broadcasting and transmission expenses of $15.2 million compared to $18.3 million during the three months ended June 30, 2023. The decrease of $3.2 million was primarily due to a reduction in expenses resulting from initiatives implemented by the Company to optimize our cloud infrastructure.

Current wording

During the three months ended September 30, 2024, we recognized broadcasting and transmission expenses of $14.4 million compared to $15.2 million during the three months ended September 30, 2023. The decrease of $0.8 million was primarily due to a reduction in expenses resulting from initiatives implemented by the Company to optimize our cloud infrastructure.

Previous wording

During the six months ended June 30, 2024, we recognized broadcasting and transmission expenses of $29.7 million compared to $38.1 million during the six months ended June 30, 2023. The decrease of $8.4 million was primarily due to a reduction in expenses resulting from initiatives implemented by the Company to optimize our cloud infrastructure.

Current wording

During the nine months ended September 30, 2024, we recognized broadcasting and transmission expenses of $44.1 million compared to $53.3 million during the nine months ended September 30, 2023. The decrease of $9.2 million was primarily due to a reduction in expenses resulting from initiatives implemented by the Company to optimize our cloud infrastructure.

Previous wording

During the six months ended June 30, 2024, we recognized sales and marketing expenses of $79.1 million compared to $76.8 million during the six months ended June 30, 2023. The increase of $2.3 million is primarily due to a $6.3 million increase in marketing expenses to attract new customers offset by a decrease in payroll and stock-based compensation expense of $3.1 million and software expense of $0.8 million.

Current wording

During the three months ended September 30, 2024, we recognized sales and marketing expenses of $55.2 million compared to $60.5 million during the three months ended September 30, 2023. The decrease of $5.3 million is primarily due to a $4.0 million decrease in marketing expenses and a decrease in stock-based compensation expense of $1.9 million.

Previous wording

During the three months ended June 30, 2024, we recognized sales and marketing expenses of $35.9 million compared to $33.8 million during the three months ended June 30, 2023. The increase of $2.1 million is primarily due to a $3.8 million increase in marketing expenses to attract new customers offset by a decrease in stock-based compensation expense of $1.3 million

Current wording

During the nine months ended September 30, 2024, we recognized sales and marketing expenses of $134.3 million compared to $137.3 million during the nine months ended September 30, 2023. The decrease of $3.0 million is primarily due to a $5.2 million decrease in stock-based compensation expense partially offset by a $2.3 million increase in marketing expenses to attract new customers.

Previous wording

During the three months ended June 30, 2024, we recognized technology and development expenses of $19.3 million compared to $17.8 million during the three months ended June 30, 2023. The increase of $1.6 million is primarily due to a $2.0 million increase in payroll and stock-based compensation expense offset by $0.5 million decrease in software expense.

Current wording

During the three months ended September 30, 2024, we recognized technology and development expenses of $21.2 million compared to $17.5 million during the three months ended September 30, 2023. The increase of $3.7 million is primarily due to an increase in payroll expense.

Previous wording

During the six months ended June 30, 2024, we recognized technology and development expenses of $39.4 million compared to $36.0 million during the six months ended June 30, 2023. The increase of $3.4 million is primarily due to a $4.0 million increase in payroll and stock-based compensation expense, partially offset by $0.8 million decrease in software expense.

Current wording

During the nine months ended September 30, 2024, we recognized technology and development expenses of $60.6 million compared to $53.5 million during the nine months ended September 30, 2023. The increase of $7.1 million is primarily due to an increase in payroll expense.

Previous wording

During the three months ended June 30, 2024, general and administrative expenses totaled $20.2 million compared to $15.5 million during the three months ended June 30, 2023. The increase of $4.8 million was primarily due to an $5.3 million increase in legal fees offset by $0.8 million in payroll and stock-based compensation expense.

Current wording

During the three months ended September 30, 2024, general and administrative expenses totaled $26.5 million compared to $15.9 million during the three months ended September 30, 2023. The increase of $10.7 million was primarily due to an $11.5 million increase in legal fees and $1.2 million increase in payroll expense partially offset by a $1.3 million decrease in stock-based compensation expense.

Previous wording

During the six months ended June 30, 2024, general and administrative expenses totaled $38.7 million compared to $30.1 million during the six months ended June 30, 2023. The increase of $8.6 million was primarily due to a $7.9 million increase in legal and professional fees and a $0.4 million increase in payroll and stock-based compensation expense.

Current wording

During the nine months ended September 30, 2024, general and administrative expenses totaled $65.3 million compared to $46.0 million during the nine months ended September 30, 2023. The increase of $19.3 million was primarily due to an $18.8 million increase in legal fees.

Previous wording

During the three months ended June 30, 2024, we recognized depreciation and amortization expenses of $9.5 million compared to $8.9 million during the three months ended June 30, 2023. The increase of $0.6 million was primarily due to an increase in the amortization of capitalized internal use software.

Current wording

During the three months ended September 30, 2024, we recognized depreciation and amortization expenses of $9.8 million compared to $9.1 million during the three months ended September 30, 2023. The increase of $0.7 million was primarily due to an increase in the amortization of capitalized internal use software.

Previous wording

During the six months ended June 30, 2024, we recognized depreciation and amortization expenses of $18.8 million compared to $17.8 million during the six months ended June 30, 2023. The increase of $1.0 million was primarily due to an increase in the amortization of capitalized internal use software.

Current wording

During the nine months ended September 30, 2024, we recognized depreciation and amortization expenses of $28.6 million compared to $26.9 million during the nine months ended September 30, 2023. The increase of $1.7 million was primarily due to an increase in the amortization of capitalized internal use software.

Previous wording

During the three months ended June 30, 2024, we recognized $9.9 million of other income, net compared to $1.8 million of other expense, net during the three months ended June 30, 2023. The change of $11.8 million was primarily due to a $12.1 million gain on extinguishment of debt resulting from the repurchase of outstanding convertible notes at a discount.

Current wording

During the three months ended September 30, 2024, we recognized $4.1 million of other income, net compared to $1.4 million of other expense, net during the three months ended September 30, 2023. The change of $5.6 million was primarily due to a $7.8 million gain on extinguishment of debt resulting from the repurchase of outstanding convertible notes at a discount, partially offset by a $1.8 million increase in interest expense and $1.4 million decrease in interest income.

Previous wording

During the six months ended June 30, 2024, we recognized $17.0 million of other income, net compared to $3.8 million of other expense, net during the six months ended June 30, 2023. The change of $20.9 million was primarily due to a $21.8 million gain on extinguishment of debt resulting from the repurchase of outstanding convertible notes at a discount and the exchange of a portion of the 2026 Notes with the 2029 Notes..

Current wording

During the nine months ended September 30, 2024, we recognized $21.2 million of other income, net compared to $5.3 million of other expense, net during the nine months ended September 30, 2023. The change of $26.5 million was primarily due to a $29.5 million gain on extinguishment of debt resulting from the repurchase of outstanding convertible notes at a discount and the exchange of a portion of the 2026 Convertible Notes with the 2029 Convertible Notes and a $2.8 million increase in the amortization of debt premium, offset by a $5.8 million increase in interest expense.

Previous wording

During the three months ended June 30, 2024, we recognized income tax expense of $0.1 million compared to an income tax benefit of $0.1 million during the three months ended June 30, 2023. The change of $0.2 million was primarily driven by foreign taxes related to our Indian operations. The Company has not provided any income tax benefit relating to its current operating losses in the U.S., France, and Spain as the Company concluded that its deferred tax assets in those countries are not realizable on a more-likely-than-not basis.

Current wording

During the three months ended September 30, 2024, we recognized income tax expense of $0.2 million compared to an income tax benefit of $0.2 million during the three months ended September 30, 2023. The change of $0.4 million was primarily driven by foreign taxes related to our Indian operations. The Company has not provided any income tax benefit relating to its current operating losses in the U.S., France, and Spain as the Company concluded that its deferred tax assets in those countries are not realizable on a more-likely-than-not basis.

Previous wording

During the six months ended June 30, 2024, we recognized income tax expense of $0.2 million compared to an income tax benefit of $0.2 million during the six months ended June 30, 2023. The change of $0.4 million was primarily driven by foreign taxes related to our Indian operations. The Company has not provided any income tax benefit relating to its current operating losses in the U.S., France, and Spain as the Company concluded that its deferred tax assets in those countries are not realizable on a more-likely-than-not basis.

Current wording

During the nine months ended September 30, 2024, we recognized income tax expense of $0.4 million compared to an income tax benefit of $0.5 million during the nine months ended September 30, 2023. The change of $0.9 million was primarily driven by foreign taxes related to our Indian operations. The Company has not provided any income tax benefit relating to its current operating losses in the U.S., France, and Spain as the Company concluded that its deferred tax assets in those countries are not realizable on a more-likely-than-not basis.

Previous wording

Net income (loss) from discontinued operations, net of tax

Current wording

Net income from discontinued operations, net of tax

Previous wording

During the three months ended June 30, 2024, we recognized net income from discontinued operations of $0.1 million compared to a net income of $4.3 million during the three months ended June 30, 2023. The decrease of $4.2 million is primarily due to the change in impact from the re-evaluation of certain contract termination costs in each period. We discontinued the operations of our wagering business in October 2022.

Current wording

During the three months ended September 30, 2024, we recognized net income from discontinued operations of $1.8 million compared to a net income of $0.7 million during the three months ended September 30, 2023. The increase of $1.2 million is primarily due to the change in impact from the re-evaluation of certain contract termination costs in each period. We discontinued the operations of our wagering business in October 2022.

Previous wording

During the six months ended June 30, 2024, we recognized net loss from discontinued operations of $0.1 million compared to net income of $4.0 million during the six months ended June 30, 2023. The decrease of $4.2 million is primarily due to the change in impact from the re-evaluation of certain contract termination costs in each period. We discontinued the operations of our wagering business in October 2022.

Current wording

During the nine months ended September 30, 2024, we recognized net income from discontinued operations of $1.7 million compared to net income of $4.7 million during the nine months ended September 30, 2023. The decrease of $3.0 million is primarily due to the change in impact from the re-evaluation of certain contract termination costs in each period. We discontinued the operations of our wagering business in October 2022.

Previous wording

We had 1.5 million and 1.2 million paid subscribers in the United States and Canada ("North America" or "NA") as of June 30, 2024 and 2023, respectively, and 0.4 million and 0.4 million paid subscribers in the remaining territories in which the Company operates ("Rest of World" or "ROW") as of June 30, 2024 and 2023, respectively.

Current wording

We had 1.6 million and 1.5 million paid subscribers in the United States and Canada ("North America" or "NA") as of September 30, 2024 and 2023, respectively, and 0.4 million and 0.4 million paid subscribers in the remaining territories in which the Company operates ("Rest of World" or "ROW") as of September 30, 2024 and 2023, respectively.

Previous wording

Our NA ARPU was $85.69 and $81.62 for the three months ended June 30, 2024 and 2023, respectively, and our ROW ARPU was $7.02 and $6.91 for the three months ended June 30, 2024 and 2023, respectively.

Current wording

Our NA ARPU was $85.64 and $83.51 for the three months ended September 30, 2024 and 2023, respectively, and our ROW ARPU was $7.50 and $6.98 for the three months ended September 30, 2024 and 2023, respectively.

Previous wording

Our NA ARPU was $85.10 and $79.11 for the six months ended June 30, 2024 and 2023, respectively, and our ROW ARPU was $7.01 and $6.74 for the six months ended June 30, 2024 and 2023, respectively.

Current wording

Our NA ARPU was $85.29 and $80.54 for the nine months ended September 30, 2024 and 2023, respectively, and our ROW ARPU was $7.17 and $6.82 for the nine months ended September 30, 2024 and 2023, respectively.

Previous wording

Our Gross Profit was $49.3 million and $23.5 million for the three months ended June 30, 2024 and 2023, respectively. Our Gross Margin was 12.6% and 7.5% for the same periods, respectively.

Current wording

Our Gross Profit was $54.1 million and $19.7 million for the three months ended September 30, 2024 and 2023, respectively. Our Gross Margin was 14.0% and 6.1% for the same periods, respectively.

Previous wording

Our Gross Profit was $77.0 million and $26.7 million for the six months ended June 30, 2024 and 2023, respectively. Our Gross Margin was 9.7% and 4.2% for the same periods, respectively.

Current wording

Our Gross Profit was $131.1 million and $46.4 million for the nine months ended September 30, 2024 and 2023, respectively. Our Gross Margin was 11.1% and 4.8% for the same periods, respectively.

Previous wording

The accompanying consolidated financial statements have been prepared assuming that 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. See Note 13 in the accompanying unaudited condensed consolidated financial statements for a further discussion of our cash commitments and contractual obligations as of June 30, 2024, including lease obligations and sponsorship agreements, in addition to our discussion below regarding the dissolution of Fubo Gaming in October 2022.

Current wording

The accompanying consolidated financial statements have been prepared assuming that 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. See Note 13 in the accompanying unaudited condensed consolidated financial statements for a further discussion of our cash commitments and contractual obligations as of September 30, 2024, including lease obligations and sponsorship agreements.

Previous wording

Our primary sources of cash are receipts from subscription and advertising revenue as well as proceeds from equity and debt financings. Our primary uses of cash are content and programming license fees and operating expenses, including payroll-related, marketing, technology and professional fees. In addition, as a result of the dissolution of Fubo Gaming and termination of Fubo Sportsbook operations, we have incurred immaterial cash charges to date and may incur further cash charges, the amount and timing of which cannot be estimated at this time.

Current wording

Our primary sources of cash are receipts from subscription and advertising revenue as well as proceeds from equity and debt financings. Our primary uses of cash are content and programming license fees and operating expenses, including payroll-related, marketing, technology and professional fees.

Previous wording

On February 2, 2021, we raised $389.4 million, net of offering expenses, through the sale of $402.5 million aggregate principal amount of 3.25% senior convertible notes due 2026 (the "2026 Notes"). The 2026 Notes bear interest at a rate of 3.25% per annum, payable semi-annually each year. In October 2023, the Company repurchased $5.0 million principal amount of the 2026 Notes for $3.3 million. In January 2024, we exchanged (the "Exchange") $205.8 million principal amount of the 2026 Notes for $177.5 million in aggregate principal amount of the Company’s new convertible senior secured notes due 2029 (the “2029 Notes”). At our election for any interest period, the 2029 Notes will bear interest at a rate of (i) 7.5% per annum on the principal amount thereof if interest is paid in cash and (ii) 10.0% per annum on the principal amount thereof if interest is paid in kind, in each case payable semi-annually each year. In June 2024, we repurchased $46.9 million principal amount of the 2026 Notes for $27.1 million, including accrued interest. During thesix months ended June 30, 2024, the Company completed the repurchase of $27.0 million principal amount for $15.0 million, including accrued interest. An additional $19.9 million principal amount was repurchasedfor $12.1 million including accrued interest that settled in July 2024. Upon completion of the Exchange and the repurchases, the aggregate principal amount of the 2026 Notes outstanding is $144.8 million, and the aggregate principal amount of the 2029 Notes outstanding is $177.5 million.

Current wording

On February 2, 2021, we raised $389.4 million, net of offering expenses, through the sale of $402.5 million aggregate principal amount of 3.25% senior convertible notes due 2026 (the "2026 Convertible Notes"). The 2026 Convertible Notes bear interest at a rate of 3.25% per annum, payable semi-annually each year. In October 2023, the Company repurchased $5.0 million principal amount of the 2026 Convertible Notes for $3.3 million. In January 2024, we exchanged (the "Exchange") $205.8 million principal amount of the 2026 Convertible Notes for $177.5 million in aggregate principal amount of the Company’s new convertible senior secured notes due 2029 (the “2029 Convertible Notes”). At our election for any interest period, the 2029 Convertible Notes will bear interest at a rate of (i) 7.5% per annum on the principal amount thereof if interest is paid in cash and (ii) 10.0% per annum on the principal amount thereof if interest is paid in kind, in each case payable semi-annually each year. During the nine months ended September 30, 2024, we repurchased $46.9 million principal amount of the 2026 Convertible Notes for $27.1 million, including accrued interest. Upon completion of the Exchange and the repurchases, the aggregate principal amount of the 2026 Convertible Notes outstanding is $144.8 million, and the aggregate principal amount of the 2029 Convertible Notes outstanding is $177.5 million.

Previous wording

We currently have an effective shelf registration statement on Form S-3 (No. 333-258428) initially filed with the SEC on August 4, 2021, as amended (the “2021 Form S-3”), pursuant to which we may offer, from time to time, in one or more offerings any combination of common stock, preferred stock, debt securities, warrants, purchase contracts and units of up to $750.0 million in the aggregate. We also have an additional effective shelf registration statement on Form S-3 (No. 333-266557) filed with the SEC on August 5, 2022 under which we may offer, from time to time, in one or more offerings any combination of common stock, preferred stock, debt securities, warrants, purchase contracts and units of up to $750.0 million in the aggregate. In addition, we have an effective shelf registration statement on Form S-3 (No. 333-277677) under which we may offer, from time to time, in one or more offerings any combination of common stock, preferred stock, debt securities, warrants, purchase contracts and units (the "2024 Form S-3"). On August 4, 2022, we entered into an at-the-market sales agreement with Evercore Group L.L.C., Citigroup Global Markets Inc., Morgan Stanley & Co. LLC and Needham & Company, LLC, as sales agents, under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $350.0 million through the sales agents (the "ATM Program") under our 2021 Form S-3. During the six months ended June 30, 2024, we sold 28,791,969 shares of our common stock under the ATM Program, resulting in net proceeds of approximately $36.9 million, after deducting agent commissions and issuance costs.

Current wording

We currently have an effective shelf registration statement on Form S-3 (No. 333-266557) filed with the SEC on August 5, 2022 under which we may offer, from time to time, in one or more offerings any combination of common stock, preferred stock, debt securities, warrants, purchase contracts and units of up to $750.0 million in the aggregate. In addition, we have an effective shelf registration statement on Form S-3 (No. 333-277677) filed with the SEC on March 5, 2024 under which we may offer, from time to time, in one or more offerings any combination of common stock, preferred stock, debt securities, warrants, purchase contracts and units (the "2024 Form S-3"). On August 4, 2022, we entered into an at-the-market sales agreement with Evercore Group L.L.C., Citigroup Global Markets Inc., Morgan Stanley & Co. LLC and Needham & Company, LLC, as sales agents, under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $350.0 million through the sales agents (the "ATM Program") under our 2021 Form S-3. On August 6, 2024, we filed a prospectus supplement to the base prospectus accompanying the 2024 Form S-3 in order to migrate the ATM Program from a prior effective registration to the 2024 Form S-3. Upon the filing of such prospectus supplement, all offers or sales under the ATM Program shall be made under the 2024 Form S-3. During the nine months ended September 30, 2024, we sold 33,218,851 shares of our common stock under the ATM Program, resulting in net proceeds of approximately $43.3 million, after deducting agent commissions and issuance costs.

Previous wording

As of June 30, 2024, we had cash, cash equivalents, and restricted cash of $161.3 million. Based on our current outlook, we expect to primarily use our cash and cash equivalents, and cash flows from operations, to fund our operations. However, our future capital requirements will depend on many factors, including, but not limited to, those detailed in Part II, Item 1A, Risk Factors in this Quarterly Report. We therefore may from time to time seek to raise additional capital, including selling shares of our common stock under our ATM program to, among other things, fund repurchases of our debt or equity securities or, if a change in market conditions or other circumstances impacts our current outlook and/or liquidity needs, to fund our operating plan. We also may raise capital from time to time to strengthen our balance sheet and enhance our liquidity. In addition, we may seek to repurchase, refinance or restructure our outstanding debt securities prior to their maturity in one or more transactions, which may involve the payment of cash or the issuance of additional debt or equity securities.

Current wording

As of September 30, 2024, we had cash, cash equivalents, and restricted cash of $152.3 million. Based on our current outlook, we expect to primarily use our cash and cash equivalents, and cash flows from operations, to fund our operations. However, our future capital requirements will depend on many factors, including, but not limited to, those detailed in Part II, Item 1A, Risk Factors in this Quarterly Report. We therefore may from time to time seek to raise additional capital, including selling shares of our common stock under our ATM program to, among other things, fund repurchases of our debt or equity securities or, if a change in market conditions or other circumstances impacts our current outlook and/or liquidity needs, to fund our operating plan. We also may raise capital from time to time to strengthen our balance sheet and enhance our liquidity. In addition, we may seek to repurchase, refinance or restructure our outstanding debt securities prior to their maturity in one or more transactions, which may involve the payment of cash or the issuance of additional debt or equity securities.

Previous wording

We believe our existing cash and cash equivalents will provide us with the necessary liquidity to continue as a going concern for at least the next twelve months. Our future capital requirements and the adequacy of our available funds will depend on many factors, including our ability to successfully attract and retain subscribers and compete in a rapidly changing market with many competitors, actions by certain competitors that we assert are anticompetitive (see “Part III—Item 1–Legal Proceedings” and "Part II—Item 1A Risk Factors—Risks Related to Our Products and Technologies and Competition), and our ability to repay or restructure our outstanding debt upon or prior to their maturities. In addition to the foregoing, based on our current assessment, we do not expect any material impact on our long-term development timeline, revenue levels and our liquidity due to macroeconomic factors, including inflationary cost pressures and potential recession indicators. However, we are continuing to assess the impact that macroeconomic factors may have on our operations, financial condition and liquidity, which depends on factors beyond our knowledge and control. See Note 10 in the accompanying unaudited condensed consolidated financial statements for further discussion regarding our outstanding indebtedness.

Current wording

We believe our existing cash and cash equivalents will provide us with the necessary liquidity to continue as a going concern for at least the next twelve months. Our future capital requirements and the adequacy of our available funds will depend on many factors, including our ability to successfully attract and retain subscribers and compete in a rapidly changing market with many competitors, actions by certain competitors that we assert are anticompetitive (see “Part III—Item 1–Legal Proceedings” and "Part II—Item 1A Risk Factors—Risks Related to Our Products and Technologies and Competition), and our ability to repay or restructure our outstanding debt upon or prior to their maturities, including the 2026 Convertible Notes which will mature on February 15, 2026. In addition to the foregoing, based on our current assessment, we do not expect any material impact on our long-term development timeline, revenue levels and our liquidity due to macroeconomic factors, including inflationary cost pressures and potential recession indicators. However, we are continuing to assess the impact that macroeconomic factors may have on our operations, financial condition and liquidity, which depends on factors beyond our knowledge and control. See Note 10 in the accompanying unaudited condensed consolidated financial statements for further discussion regarding our outstanding indebtedness.

Previous wording

Net cash used in operating activities was $98.9 million during the six months ended June 30, 2024 compared to $148.1 million during the six months ended June 30, 2023. The decrease was primarily driven by a decrease in net loss and an increase in cash receipts from accounts receivables partially offset by an increase in payments for programming license fees.

Current wording

Net cash used in operating activities was $96.5 million during the nine months ended September 30, 2024 compared to $173.0 million during the nine months ended September 30, 2023. The decrease was primarily driven by a decrease in net loss and an increase in cash receipts from accounts receivables partially offset by an increase in payments for programming license fees.

Previous wording

Net cash used in investing activities was $7.7 million during the six months ended June 30, 2024 compared to $8.7 million during the six months ended June 30, 2023. The decrease was primarily driven by lower capitalization of internal use software.

Current wording

Net cash used in investing activities was $11.3 million during the nine months ended September 30, 2024 compared to $16.1 million during the nine months ended September 30, 2023. The decrease was primarily driven by lower capitalization of internal use software.

Previous wording

Net cash provided by financing activities was $17.1 million during the six months ended June 30, 2024 compared to net cash provided by financing activities of $114.4 million during the six months ended June 30, 2023. The decrease was primarily driven by the lower amount of proceeds from the ATM Program, repurchases of outstanding convertible notes during the six months ended June 30, 2024 and payments for financing costs associated with the issuance of the 2029 Notes during the six months ended June 30, 2024.

Current wording

Net cash provided by financing activities was $11.5 million during the nine months ended September 30, 2024 compared to net cash provided by financing activities of $114.5 million during the nine months ended September 30, 2023. The decrease was primarily driven by the lower amount of proceeds from the ATM Program, repurchases of outstanding convertible notes during the nine months ended September 30, 2024 and payments for financing costs associated with the issuance of the 2029 Convertible Notes during the nine months ended September 30, 2024.