Arena Group Holdings, Inc.
For the period ended Sep 30, 2025. Filed Nov 13, 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.
Sep 30, 2025 · Filed Nov 13, 2025
PAAI$0.89+7.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-14.
0001628280-25-040284
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-13.
0001628280-25-052003
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 132 previous paragraphs and 127 current paragraphs.
71 unchanged; 34 reworded; 22 added; 23 removed; 4 previous and 0 current paragraphs rearranged.
Tables are not compared: 25 previous and 29 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 (22)
Current report
The Arena Group Holdings, Inc. (“Arena Group,” “we,” or “our”) is a brand, data and IP company that builds, acquires, and scales high-performing digital assets. We combine technology, storytelling, and entrepreneurship to create deep content verticals that engage passionate audiences across sports & leisure, lifestyle, and finance.
Current report
For the three and nine months ended September 30, 2025, our RPM was $25.18 and $24.16, respectively, compared to $24.69 and $22.26 for the same periods in 2024. The 2% and 9% increases in RPM primarily reflect improvements in monetization efficiency, including enhanced ad yield management and optimization of high-value content placements. For the three and nine months ended September 30, 2025, our monthly average page views were 235,005,836 and 328,682,166, respectively, compared to 301,721,996 and 332,312,606 for the same periods in 2024. The 22% and 1% decreases in monthly average page views primarily reflect changes in search referral patterns following recent updates to third-party search engine algorithms, which resulted in lower organic traffic. Management is continuing to optimize site structures and content to align with current search best practices, enhance content quality and authority, and invest in audience engagement and technical improvements to restore and grow traffic, strengthen visibility and long-term traffic performance.
Current report
The Simplify loan, which provides for borrowings of up to $50 million, matures on December 1, 2026, and our Renew term debt matures on December 31, 2026. While we have reported net income for the past four quarters and currently maintain a cash balance of approximately $15 million, our ability to meet ongoing liquidity needs and support future growth is dependent, in part, on our access to external financing. We intend to refinance or replace the Simplify loan and our Renew term debt prior to their due dates; however, there can be no assurance that we will be able to do so on terms that are acceptable to us, or at all, and our cash flow may not be sufficient to allow us to pay principal and interest on this debt and meet our other obligations. If we cannot generate or obtain needed funds, we might be forced to make substantial reductions in our operating and capital expenses or pursue restructuring plans, which could adversely affect our business operations and ability to execute our current business strategy. In addition, if a default occurs as a result, the lenders could elect to declare the indebtedness, together with accrued interest and other fees, to be immediately due and payable and proceed against any collateral securing that indebtedness. In addition, if repayment of our indebtedness is accelerated as a result of such default, we cannot assure you that we would have sufficient assets or access to credit to repay such indebtedness.
Current report
Revenue for the period declined due to weaker digital advertising performance. This reduction was largely attributable to algorithmic updates that impacted search rankings across the industry and resulted in lower traffic levels. Cost of revenue decreased proportionally, reflecting the variable cost structure associated with the competitive publishing model. We believe the minimal change in gross profit percentage demonstrates the scalability and resilience of our cost base across varying revenue levels.
Current report
For the three months ended September 30, 2025, total revenue decreased $3,795, or an 11.3% decrease, to $29,760 from $33,555 for the three months ended September 30, 2024. There was a 11.4% decrease in total digital revenue from $33,032 for the three months ended September 30, 2024 to $29,267 for the three months ended September 30, 2025.
Current report
Digital advertising revenue decreased by $5,122 as a result of algorithmic updates that impacted search rankings across the industry and resulted in lower traffic levels. To mitigate the impact of search-related volatility, we continue to refine our content and distribution strategies. These efforts contributed to an increase of $3,762 in publisher revenue, attributable to the continued expansion of our publisher network, as well as an increase of $995 in performance marketing revenue from increased affiliate content output. The decrease in other digital revenue of $3,086 reflects the impact of a licensing agreement that was recognized in the three months ended September 30, 2024.
Current report
For the three months ended September 30, 2025, we recognized cost of revenue of $14,833 as compared to $16,562 for the three months ended September 30, 2024, a decrease of $1,729. This decrease was primarily driven by a $1,330 reduction in internal cost of content reflecting the transition of Parade, Men's Journal, and TheStreet to the competitive publishing model during 2025.
Current report
For the three months ended September 30, 2025, we incurred selling and marketing expenses of $1,342 as compared to $2,011 for the three months ended September 30, 2024. The decrease of $669 reflects savings achieved through vendor renegotiations and ongoing cost-optimization initiatives across advertising, marketing and adverting operations tools.
Current report
General and administrative expenses totaled $3,213 for the three months ended September 30, 2025 down from $6,023 for the three months ended September 30, 2024, a decrease of $2,810. The decrease was primarily driven by lower professional fees following the resolution of certain legal matters, as well as improved collection efforts that resulted in reduced bad debt expense, which was partially offset by higher facility costs associated with a new office space lease.
Current report
Sports & Leisure – the decrease of $4,944 was primarily driven by a decrease in digital advertising revenue due to algorithmic updates that impacted search rankings across the industry and resulted in lower traffic levels.
Current report
Platform – decrease of $3,445 is driven by a decrease in digital advertising as a result of the reduction in underperforming partner sites.
Current report
Sports & Leisure – gross profit decreased by $1,774 for the period, primarily due to lower digital advertising revenue resulting from reduced website traffic. This decline in traffic was largely attributable to industry-wide algorithmic updates that impacted search rankings. Despite the decrease in gross profit, gross profit percentage increased, reflecting the benefit of fixed cost reductions within internal cost of content due to the transition of Men's Journal to the competitive publishing model and continued cost management efforts.
Current report
Finance – increase of $913 was driven by an increase in digital advertising revenue as well as growth in publisher and performance marketing revenue partially offset by an increase in external cost of content due to the implementation of the competitive publishing model at TheStreet.
Current report
Lifestyle – increase of $1,115 was driven by an increase in digital advertising revenue as well as growth in publisher and performance marketing revenue partially offset by an increase in external cost of content due to the implementation of the competitive publishing model at Parade.
Current report
Platform – decrease of $2,980 was driven by a decrease in digital advertising as a result of the reduction in underperforming partner sites.
Current report
Interest Expense – Net interest expense was $2,857 for the three months ended September 30, 2025 compared to $3,159 for three months ended September 30, 2024. The $302 reduction resulted from lower amortization of debt issuance costs and decreased interest charges attributable to a reduced debt balance following repayment of the Simplify Loan in 2025.
Current report
Income Taxes – We recorded a benefit for income taxes of $304 for the three months ended September 30, 2025, as compared to the provision for income taxes of $40 for the three months ended September 30, 2024. The decrease in our provision for income tax of $344 was primarily due to the passage of the One Big Beautiful Bill Act in July of 2025 which reduced the overall tax expense.
Current report
Nine Months Ended September 30, 2025 and 2024
Current report
Sports & Leisure – increase of $1,230 primarily driven by a $4,301 increase in digital advertising revenue due to audience and traffic growth as a result of the shutdown of the Athlon Sports print operation and the transition of Men's Journal to the competitive publishing model, an increase of $4,124 in publisher revenue due to the expansion of our publisher network, and a $1,855 increase in performance marketing revenue due the expansion of our affiliate partner network, partially offset by a decrease of $8,046 related to the loss of Fan Nation associated with the Sports Illustrated media business.
Current report
Platform – decrease of $3,564 driven by a decrease in digital advertising as a result of the reduction in underperforming partner sites.
Current report
Finance – increase of $7,919 is driven by an increase in digital advertising revenue as well as growth in publisher and performance marketing revenue partially offset by an increase in external cost of content due to the implementation of the competitive publishing model at TheStreet as well as growth in high-margin performance marketing revenue stream.
Current report
Lifestyle –increase of $3,801 driven by an increase in digital advertising revenue as well as growth in publisher and performance marketing revenue partially offset by an increase in external cost of content due to the implementation of the competitive publishing model at Parade as well as growth in high-margin performance marketing and publisher revenue streams.
Removed paragraphs (23)
Previous report
The Arena Group Holdings, Inc. (the “Company,” “Arena Group,” “we,” “our,” or “us”), is a media company that leverages technology to build deep content verticals powered by anchor brands and a digital media platform (the “Platform”) empowering publishers who impact, inform, educate, and entertain. Our strategy is to focus on key subject matter verticals where audiences are passionate about a topic category (e.g., sports & leisure, lifestyle, and finance) where we can leverage our core brands to grow our audience and increase monetization both within our core brands as well as for our media publisher partners (each, a “Publisher Partner”). Our focus is on leveraging our Platform and brands in targeted verticals to maximize audience reach, enhance engagement, and optimize monetization of digital publishing assets for the benefit of our users, our advertiser clients, and our greater than 20 owned and operated properties as well as properties we run on behalf of independent Publisher Partners. We own and operate Athlon Sports, TheStreet, The Spun, Parade, Men’s Journal, HubPages, Men’s Fitness, Autoblog, and Adventure Network, and also power more than 150 independent Publisher Partners.
Previous report
Each Publisher Partner joins the Platform by invitation only with the objective of improving our position in key verticals while optimizing the performance of the Publisher Partner. Publisher Partners incur the costs in content creation on their respective channels and receive a share of the revenue associated with their content. Because of the scale of the Platform and our expertise in search engine optimization, social media, ad monetization and subscription marketing, Publisher Partners continually benefit from our ongoing technological advances and audience development expertise. While the Publisher Partners benefit from these critical performance improvements, they may also save substantial technology, infrastructure, advertising sales, member marketing and management costs. Additionally, we believe the lead brands within our verticals create a halo benefit for all Publisher Partners while each of them adds to the breadth and quality of content.
Previous report
Of the more than 150 Publisher Partners, a majority of them publish content which aligns with one of our four verticals (sports & leisure, finance, lifestyle and platform), and oversee an online community for their respective sites, leveraging our Platform, monetization operation, distribution channels and data and analytics offerings, and benefiting from our ability to engage the collective audiences within a single network. Generally, Publisher Partners are independently owned, strategic partners who receive a share of revenue from the interaction with their content. Audiences expand and advertising revenue may improve due to the scale we have achieved by combining all Publisher Partners into a single platform and a large and experienced sales organization. They also benefit from our membership marketing and management systems, which we believe will enhance their revenue.
Previous report
Recent Developments
Previous report
On May 12, 2025, we entered into a Membership Purchase Agreement to purchase 100% of membership interests of TravelHost LLC from Simplify, a related party, for a purchase price of $1.0 million. In addition to the acquisition of the membership interests, the acquisition also included an assignment of certain contracts from Bridge Media Networks, LLC, an affiliate of Simplify. The transaction was approved by the Audit Committee of the Board of Directors of the Company consisting solely of independent directors.
Previous report
For the three andsix months ended June 30, 2025, our RPM was $25.12 and $23.85, respectively. For the three and six months ended June 30, 2024, our RPM was $22.90 and $21.22, respectively. The 10% and 12% increases in RPM for the three and six months ended June 30, 2025, respectively, reflect our strong foundation in traffic with premium content coupled with competitive publishing to expand our reach. For the three and six months ended June 30, 2025, our monthly average page views were 423,358,110 and 375,434,097, respectively, as compared to 295,011,396 and 347,347,690 for the three and six months ended June 30, 2024. The 44% and 8% increases in monthly average page views for the three and six months ended June 30, 2025, respectively, reflect growth in traffic, demand and audience.
Previous report
We are currently in the process of commercially refinancing all outstanding credit facilities that are due in December 2026. If we are unable to refinance, our current lender is a related party who has in the past demonstrated a willingness to work with us by amending the agreement due to our operational or financial needs. Although we believe that the lender would be willing to extend the maturity of the credit facility if external financing is not secured more than 12 months in advance of the current maturity dates, we have no assurances that the lender will accommodate our request or provide terms which are acceptable to us. If we cannot generate or obtain needed funds, we might be forced to make substantial reductions in our operating and capital expenses or pursue restructuring plans, which could adversely affect our business operations and ability to execute our current business strategy.
Previous report
The increase in gross profit percentage was driven by an increase in digital advertising and publisher revenues where we implemented our competitive publishing model as well as an increase in performance marketing due to brand expansion and improved affiliate network.
Previous report
For the three months ended June 30, 2025, total revenue increased $17,829, or a 65.6% increase, to $45,012 from $27,183 for the three months ended June 30, 2024.
Previous report
There was a 69.4% increase in total digital revenue from $26,430 for the three months ended June 30, 2024 to $44,767 for the three months ended June 30, 2025. The primary drivers of the increase include an increase of $10,974 in our digital advertising revenue driven primarily by implementing the new competitive publishing model and growth in traffic with premium content to expand our reach, an increase in performance marketing revenue of $4,193 due to growth of our affiliate partner network and expansion of the performance marketing model across our portfolio and an increase in publisher revenue of $3,339, driven by the expansion of our publisher revenue network andan increase in brands distributing content to these partners. These increases were partially offset by a $278 decrease in other digital revenue and a $508 decrease in print revenue.
Previous report
For the three months ended June 30, 2025, we recognized cost of revenue of $19,575 as compared to $16,465 for the three months ended June 30, 2024, representing an increase of $3,110. Cost of revenue for the three months ended June 30, 2025 was impacted by an increase in external cost of content of $4,515, whichis directly correlated with digital advertising and publisher revenues as we implemented our competitive publishing model across the portfolio, partially offset by decreases in printing, distribution and fulfillment costs of $566 due to the shutdown of Athlon Outdoor print operations, amortization of developed technology and platform development costs of $399, technology costs of $355, internal cost of content of $21, and other costs of revenue of $64.
Previous report
Sports & Leisure – increase of $6,939 is primarily driven by an increase in digital advertising revenues due to audience and traffic growth as a result of the transition of Men's Journal to our competitive publishing model as well as growth from our publisher and performance revenues due to expansion of each network.
Previous report
Platform – decrease of $445 is driven by a decrease in digital advertising as a result of the reduction in underperforming partner sites.
Previous report
Finance – increase of $5,674 is driven by an increase in digital advertising revenues as well as growth in our publisher and performance marketing revenues partially offset by an increase in external cost of content due to the implementation of our competitive publishing model at TheStreet.
Previous report
Lifestyle – increase of $2,100 is driven by an increase in digital advertising revenues as well as growth in our publisher and performance marketing revenues partially offset by an increase in external cost of content due to the implementation of our competitive publishing model at Parade.
Previous report
Platform – increase of $368 is driven bya decrease in digital advertising as a result of the reduction in underperforming partner sites.
Previous report
Six Months Ended June 30, 2025 and 2024
Previous report
For the six months ended June 30, 2025, we incurred general and administrative expenses of $11,483 as compared to $18,767 for the six months ended June 30, 2024. The $7,284 decrease in general and administrative expenses is primarily due to decreases in stock-based compensation of $426, payroll and related expenses of $3,986 as a result of headcount and consulting spend reductions, professional services, including accounting, legal and insurance of $2,116, and other general and administrative expenses of $756.
Previous report
Sports & Leisure – increase of $6,174 primarily driven by an increase in digital advertising revenues due to audience and traffic growth as a result of the transition of Men's Journal to our competitive publishing model as well as growth from our publisher and performance revenues due to expansion of each network.
Previous report
Platform – decrease of $119 driven by a decrease in digital advertising as a result of the reduction in underperforming partner sites.
Previous report
Finance – increase of $7,006 is driven by an increase in digital advertising revenues as well as growth in our publisher and performance marketing revenues partially offset by an increase in external cost of content due to the implementation of our competitive publishing model at TheStreet.
Previous report
Lifestyle –increase of $2,686 driven by an increase in digital advertising revenues as well as growth in our publisher and performance marketing revenues partially offset by an increase in external cost of content due to the implementation of our competitive publishing model at Parade.
Previous report
Interest Expense – We incurred interest expense, net of $5,949 or the six months ended June 30, 2025, as compared to $8,588 for six months ended June 30, 2024. The decrease in interest expense of $2,639 was primarily from lower amortization of debt costs and lower interest charges on the line of credit.
Reworded paragraphs (34)
Previous wording
The following discussion and analysis of our financial condition and results of operations for the three andsix months ended June 30, 2025 and 2024 should be read together with our unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report and in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2024 included in the Annual Report on Form 10-K filed with the SEC on April 15, 2025. The following discussion contains “forward-looking statements” that reflect our future plans, estimates, beliefs and expected performance. Our actual results may differ materially from those currently anticipated and expressed in such forward-looking statements as a result of a number of factors. We caution that assumptions, expectations, projections, intentions or beliefs about future events may, and often do, vary from actual results and the differences can be material. Please see “Forward-Looking Statements.”
Current wording
The following discussion and analysis of our financial condition and results of operations for the three andnine months ended September 30, 2025 and 2024 should be read together with our unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report and in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2024 included in the Annual Report on Form 10-K filed with the SEC on April 15, 2025. The following discussion contains “forward-looking statements” that reflect our future plans, estimates, beliefs and expected performance. Our actual results may differ materially from those currently anticipated and expressed in such forward-looking statements as a result of a number of factors. We caution that assumptions, expectations, projections, intentions or beliefs about future events may, and often do, vary from actual results and the differences can be material. Please see “Forward-Looking Statements.”
Previous wording
For the three andsix months ended June 30, 2025, we had net income from continuing operations of $12,412 and $16,409, respectively, and as of June 30, 2025, had cash on hand of $6,771 and working capital of $23,202.
Current wording
For the three andnine months ended September 30, 2025, we had net income from continuing operations of $6,865 and $23,274, respectively, and as of September 30, 2025, had cash and cash equivalents on hand of $12,523 and working capital of $26,837.
Previous wording
In prior periods, we disclosed that substantial doubt existed regarding our ability to continue as a going concern due to recurring losses, a working capital deficit, and limited liquidity. We continue to improve our financial performance through revenue growth and reduction of costs and monthly cash requirements, and to maintain compliance with the terms of all outstanding debt agreements, and have taken actions to resolve current and potential future liabilities, such as resolving pending litigation. We posted consecutive profitable quarters in the third and fourth quarters of 2024 and the first quarter of 2025. The previously disclosed working capital deficit existed due to the classification of our outstanding debt as a current liability and the accrual of several liabilities from discontinued operations. These conditions no longer exist.
Current wording
In prior periods, we disclosed that substantial doubt existed regarding our ability to continue as a going concern due to recurring losses, a working capital deficit, and limited liquidity. We continue to improve our financial performance through revenue growth and reduction of costs and monthly cash requirements, and to maintain compliance with the terms of all outstanding debt agreements, and have taken actions to resolve current and potential future liabilities, such as resolving pending litigation. We have reported consecutive profitable results in the third and fourth quarters of 2024 and the first, second, and third quarters of 2025. The previously disclosed working capital deficit existed due to the classification of our outstanding debt as a current liability and the accrual of several liabilities from discontinued operations. These conditions no longer exist.
Previous wording
As of June 30, 2025, our principal sources of liquidity consisted of cash of$6,771 and accounts receivable, net of allowance for credit losses, of$40,077. In addition, as of June 30, 2025, we had$47,349 available for additional use under our working capital loan with Simplify. As of June 30, 2025, the outstanding balance of the Simplify working capital loan was$2,651. Our cash balance as of the issuance date of our accompanying condensed consolidated financial statements is $6,780.
Current wording
As of September 30, 2025, our principal sources of liquidity consisted of cash and cash equivalents of$12,523 and accounts receivable, net of allowance for credit losses, of$26,201. In addition, as of September 30, 2025, we had$50,000 available for additional use under our working capital loan with Simplify. As of September 30, 2025, the outstanding balance of the Simplify working capital loan was$0. Our cash balance as of the issuance date of our accompanying condensed consolidated financial statements is $3,678.
Previous wording
In connection with our discontinued operations from the discontinuance of the Sports Illustrated media business, we recorded the termination fee liability of $45,000 and recognized a loss on impairment of assets of $39,391 for the six months ended June 30, 2024. On April 29, 2025, the Company entered into a confidential settlement agreement resolving this matter with outstanding liabilities being released by all sides, including forfeiture of warrants held by ABG.
Current wording
In connection with our discontinued operations from the discontinuance of the Sports Illustrated media business, we recorded the termination fee liability of $45,000 and recognized a loss on impairment of assets of $39,391 for the nine months ended September 30, 2024. On April 29, 2025, the Company entered into a confidential settlement agreement resolving this matter with outstanding liabilities being released by all sides, including forfeiture of warrants held by ABG.
Previous wording
Income (loss) from our discontinued operations, net of tax, was $96,250 and $(91,887) for thesix months ended June 30, 2025 and 2024, respectively.
Current wording
Income (loss) from our discontinued operations, net of tax, was $96,250 and $(92,709) for thenine months ended September 30, 2025 and 2024, respectively.
Previous wording
As of June 30, 2025, we had working capital of $23,202, consisting of $51,413 in total current assets and $28,211 in total current liabilities as compared to a working capital deficit of $82,022 as of December 31, 2024. As of December 31, 2024, our working capital deficit consisted of $40,234 in total current assets and $122,256 in total current liabilities. The change in working capital is the result of the reversal of several accruals related to discontinued operations.
Current wording
As of September 30, 2025, we had working capital of $26,837, consisting of $44,646 in total current assets and $17,809 in total current liabilities as compared to a working capital deficit of $82,022 as of December 31, 2024. As of December 31, 2024, our working capital deficit consisted of $40,234 in total current assets and $122,256 in total current liabilities. The change in working capital is the result of the derecognition of several liabilities related to discontinued operations.
Previous wording
Our cash flows for the six months ended June 30, 2025 and 2024 consisted of the following:
Current wording
Our cash flows for the nine months ended September 30, 2025 and 2024 consisted of the following:
Previous wording
For thesix months ended June 30, 2025, net cash provided by operating activities was $13,970, consisting primarily of $21,501 of cash received from customers, offset by, $1,645 of cash paid to employees, Publisher Partners, expert contributors, suppliers, and vendors, and for revenue share arrangements, professional services, and $5,886 of cash paid for interest. For thesix months ended June 30, 2024, net cash used in operating activities was $5,161, consisting primarily of $90,094 of cash received from customers, offset by (i) $52,633 of cash paid to employees, Publisher Partners, expert contributors, suppliers, and vendors, and for revenue share arrangements, and professional services, (ii) an asset impairment of $40,589 and (iii) $2,033 of cash paid for interest.
Current wording
For thenine months ended September 30, 2025, net cash provided by operating activities was $26,131, consisting primarily of $109,374 of cash received from customers, partially offset by $74,521 of cash paid to employees, Publisher Partners, expert contributors, suppliers, and vendors, and for revenue share arrangements, professional services, and $8,722 of cash paid for interest. For thenine months ended September 30, 2024, net cash used in operating activities was $7,507, consisting primarily of $119,352 of cash received from customers, offset by (i) $83,572 of cash paid to employees, Publisher Partners, expert contributors, suppliers, and vendors, and for revenue share arrangements, and professional services, (ii) an asset impairment of $40,589 and (iii) $2,698 of cash paid for interest.
Previous wording
For the six months ended June 30, 2025, net cash used in investing activities consisted of $3,545 for capitalized costs for our Platform. For the six months ended June 30, 2024, net cash used in investing activities was $1,512 consisting of (i) $27 for purchase of property and equipment and (ii) $1,485 for capitalized costs for our Platform.
Current wording
For the nine months ended September 30, 2025, net cash used in investing activities was $7,291, primarily related to capitalized costs for the Company’s Platform and the purchase of intangible assets. For the nine months ended September 30, 2024, net cash used in investing activities was $2,819 consisting of (i) $54 for purchase of property and equipment and (ii) $2,765 for capitalized costs for our Platform.
Previous wording
For the six months ended June 30, 2025, net cash used in financing activities was $8,016, consisting of (i) $16 for tax payments relating to the withholding of shares of common stock for certain employees, and (ii) $8,000 for repayments of the Simplify Loan. For thesix months ended June 30, 2024, net cash provided by financing activities was $3,474, consisting of (i) $561 for the payment of the contingent consideration, (ii) $20,027 from repayment of our line of credit with SLR Digital Finance LLC (“SLR”), (iii) $200 from payments of deferred cash payment and (iv) $486 for tax payments relating to the withholding of shares of common stock for certain employees, less (v) $12,000 in net proceeds from the common stock private placement, and (vi) $12,748 in net proceeds from our working capital loan with Simplify.
Current wording
For the nine months ended September 30, 2025, net cash used in financing activities was $10,679, consisting of (i) $28 for tax payments relating to the withholding of shares of common stock for certain employees, and (ii) $10,651 for repayments of the Simplify Loan. For thenine months ended September 30, 2024, net cash provided by financing activities was $6,815, consisting of (i) $561 for the payment of the contingent consideration, (ii) $20,027 from repayment of our line of credit with SLR Digital Finance LLC (“SLR”), (iii) $200 from payments of deferred cash payment and (iv) $497 for tax payments relating to the withholding of shares of common stock for certain employees, less (v) $12,000 in net proceeds from the common stock private placement, and (vi) $16,100 in net proceeds from our working capital loan with Simplify.
Previous wording
On July 31, 2025, we announced a share repurchase program under which we may repurchase up to 3 million shares of our common stock through July 31, 2026, from time to time through open-market transactions, privately negotiated transactions, or otherwise, including under Rule 10b5-1 trading plans, subject to market conditions, share price, and other factors. The program may be suspended, modified, or terminated at any time. The share repurchase program will be funded through operating cash flow.
Current wording
On July 31, 2025, we announced a share repurchase program under which we may repurchase up to 3 million shares of our common stock through July 31, 2026, from time to time through open-market transactions, privately negotiated transactions, or otherwise, including under Rule 10b5-1 trading plans, subject to market conditions, share price, and other factors. The program may be suspended, modified, or terminated at any time. The share repurchase program will be funded through operating cash flow. As of September 30, 2025, no shares have been repurchased under this program.
Previous wording
For the three months ended June 30, 2025, income from continuing operations improved $17,829 to $12,412, as compared to our prior period loss from continuing operations of $6,938. This improvement was primarily due to a $17,829 increase in revenues and a $4,273 decrease in operating expenses as a result of headcount and consulting spend reductions.
Current wording
For the three months ended September 30, 2025, income from continuing operations improved $2,087 to $6,865, as compared to our prior period income from continuing operations of $4,778. This improvement was primarily due to a $3,507 decrease in operating expenses as a result of headcount and consulting spend reductions.
Previous wording
For the three months ended June 30, 2025, we had gross profit of $25,435, as compared to $10,718 for the three months ended June 30, 2024, an increase of $14,717. Gross profit percentage for the three months ended June 30, 2025 was 56.5%, as compared to 39.4% for the three months ended June 30, 2024.
Current wording
For the three months ended September 30, 2025, we had gross profit of $14,927, as compared to $16,993 for the three months ended September 30, 2024, a decrease of $2,066. Gross profit percentage for the three months ended September 30, 2025 was 50.2%, as compared to 50.6% for the three months ended September 30, 2024.
Previous wording
Finance – increase of $7,407 is primarily driven by an increase in performance marketing revenue due to the expansion of our affiliate partner network and an increase in digital advertising revenues due to audience and traffic growth driven by the transition of TheStreet to our competitive publishing model.
Current wording
Finance – the $2,218 increase was primarily attributable to audience and traffic growth resulting from the transition of TheStreet to the competitive publishing model as well as higher performance marketing revenue due to the expansion of our affiliate partner network.
Previous wording
Lifestyle – increase of $3,928 is primarily due to an increase in digital advertising revenue driven by traffic and audience growth as a result of the transition of Parade to our competitive publishing model, an increase in publisher revenue due to the expansion of our publisher network, and an increase in performance marketing revenue due to the expansion of our affiliate commerce network.
Current wording
Lifestyle – the increase of $2,376 was driven by an increase in publisher revenue due to the expansion of our publisher network, increased digital advertising revenue as a result of traffic and audience growth due to the transition of Parade to the competitive publishing model, and growth in performance marketing revenue due to the expansion of our affiliate commerce network.
Previous wording
Liquidated Damages – We recorded liquidated damages of $76 for the three months ended June 30, 2025, as compared to $76 for the three months ended June 30, 2024.
Current wording
Liquidated Damages – We recorded liquidated damages of $77 for the three months ended September 30, 2025, as compared to $77 for the three months ended September 30, 2024.
Previous wording
For the six months ended June 30, 2025, income from continuing operations improved $36,067 to $16,409, as compared to our prior period net loss of $19,658 from continuing operations. This improvement was primarily due to an increase of $20,703 in revenue and a $12,850 decrease in operating expenses as a result of headcount and consulting spend reductions.
Current wording
For the nine months ended September 30, 2025, income from continuing operations improved $38,154 to $23,274, as compared to our prior period loss of $14,880 from continuing operations. This improvement was driven by an increase of $16,908 in revenue and a $16,357 decrease in operating expenses. These changes reflect the impact of adopting the competitive publishing model throughout the portfolio and cost-savings initiatives including reductions in headcount, consulting spend and other operating costs.
Previous wording
For the six months ended June 30, 2025, we had gross profit of $41,104, as compared to $19,651 for the six months ended June 30, 2024, an increase of $21,453. Gross profit percentage for the six months ended June 30, 2025 was 53.5%, as compared to 35.0% for the six months ended June 30, 2024.
Current wording
For the nine months ended September 30, 2025, we had gross profit of $56,031, as compared to $36,644 for the nine months ended September 30, 2024, an increase of $19,387. Gross profit percentage for the nine months ended September 30, 2025 was 52.6%, as compared to 40.9% for the nine months ended September 30, 2024.
Previous wording
The increase in gross profit percentage was driven by an increase in digital advertising revenue due to the implementation of our competitive publishing model across the platform, an increase in publisher revenue due to expansion of our publisher revenue network and an increase in brand participation in our publisher revenue model, and an increase in performance marketing revenue due to growth of our affiliate partner network and expansion of the performance marketing model across our portfolio.
Current wording
The increase in gross profit was driven by an increase in digital advertising revenue due to the implementation of the competitive publishing model across the platform, an increase in publisher revenue due to expansion of our publisher revenue network and an increase in brand participation in our publisher revenue model, and an increase in performance marketing revenue due to growth of our affiliate partner network and expansion of the performance marketing model across the portfolio. The increase in gross profit percentage is attributable to the ability to scale costs under the variable cost structure associated with the competitive publishing model along with reductions in fixed cost, particularly internal cost of content. The combination of these factors resulted in improved efficiency and margin expansion.
Previous wording
For the six months ended June 30, 2025, total revenue increased $20,703, or a 36.9% increase, to $76,827 from $56,124 for six months ended June 30, 2024. There was a 38.6% increase in total digital revenue from $55,098 for the six months ended June 30, 2024 to $76,375 for the six months ended June 30, 2025.
Current wording
For the nine months ended September 30, 2025, total revenue increased $16,908, or an 18.9% increase, to $106,587 from $89,679 for nine months ended September 30, 2024. There was a 19.9% increase in total digital revenue from $88,130 for the nine months ended September 30, 2024 to $105,642 for the nine months ended September 30, 2025.
Previous wording
The primary drivers of the increase include a $10,043 increase in our digital advertising revenue due to expansion of our competitive publishing model across the portfolio, an increase in performance marketing revenue of $8,311 due to growth of our affiliate partner network and expansion of the performance marketing model across our portfolio and an increase in publisher revenue of $4,340 due to growth of our publisher revenue network and an increase in brand participation in our publisher revenue model across the portfolio. These increases were partially offset by a decrease in our digital subscriptions of $554 due toa decline in subscribers, and a decrease in other digital revenue of $863. The decrease in print revenue of $574 is due primarily to the shutdown of the Athlon Outdoor print operations.
Current wording
The primary drivers of the increase include a $4,921 increase in digital advertising revenue due to adoption of the competitive publishing model across the portfolio, an increase in performance marketing revenue of $9,306 due to growth of our affiliate partner network and expansion of the performance marketing model across the portfolio and an increase in publisher revenue of $8,102 due to growth of our publisher revenue network and an increase in brand participation in our publisher revenue model across the portfolio. These increases were partially offset by a decrease in digital subscriptions of $868 due toa decline in subscribers, and a decrease in other digital revenue of $3,949 due to the impact of a licensing agreement that was recognized in the nine months ended September 30, 2024. The decrease in print revenue of $604 is due primarily to the shutdown of the Athlon Outdoor print operations.
Previous wording
For the six months ended June 30, 2025, we recognized cost of revenue of $35,723 as compared to $36,473 for the six months ended June 30, 2024, representing a decrease of $750. Cost of revenue for the six months ended June 30, 2025 was impacted by an increase in external cost of content of $2,253, which is directly correlated with the expansion of our competitive publishing model across the portfolio, partially offset by decreases in printing, distribution and fulfillment costs of $633 due to the shutdown of Athlon Outdoor print operations, amortization of developed technology and platform development costs of $672, technology costs of $1,408, internal cost of content of $200, and other costs of revenue of $90.
Current wording
For the nine months ended September 30, 2025, we recognized cost of revenue of $50,556 as compared to $53,035 for the nine months ended September 30, 2024, representing a decrease of $2,479. Cost of revenue for the nine months ended September 30, 2025 was impacted by an increase in external cost of content of $2,406, which is directly correlated with the expansion of the competitive publishing model across the portfolio and the increase in digital advertising revenue. This change is offset by a $1,530 reduction in internal content costs following adoption of the competitive publishing model across the portfolio, a $1,647 decrease in technology cost resulting from cost rationalization and reduced outside spend, a $776 decline in printing, distribution and fulfillment costs due to the shutdown of Athlon Outdoor print operations, a $702 decrease in amortization of developed technology and platform development costs, and other cost reductions of $230.
Previous wording
For the six months ended June 30, 2025, we incurred selling and marketing expenses of $4,076 as compared to $8,315 for the six months ended June 30, 2024. The decrease in selling and marketing expenses of $4,239 is primarily related to decreases in payroll and employee benefits costs of $3,151 due to a reduction in direct sales workforce. In addition, there were decreases in advertising costs of $673, circulation costs of $158, stock-based compensation of $98, and other selling and marketing expenses of $341; partially offset by an increase in professional marketing services of $182.
Current wording
For the nine months ended September 30, 2025, we incurred selling and marketing expenses of $5,417 as compared to $8,315 for the nine months ended September 30, 2024. The decrease in selling and marketing expenses of $2,898 is primarily related to decreases in payroll and employee benefits costs of $2,416 due to a reduction in direct sales workforce. In addition, there were decreases in advertising costs of $437, circulation costs of $155, stock-based compensation of $85, and other selling and marketing expenses of $116; partially offset by an increase in professional marketing services of $311.
Previous wording
For the three months ended June 30, 2025, we incurred general and administrative expenses of $6,200 as compared to $8,632 for the three months ended June 30, 2024. The $2,432 decrease in general and administrative expenses is primarily due to decreases in stock-based compensation of $94, payroll and related expenses of $1,036 as a result of headcount and consulting spend reductions, professional services, including accounting, legal and insurance of $1,276, and other general and administrative expenses of $26.
Current wording
For the nine months ended September 30, 2025, we incurred general and administrative expenses of $14,696 as compared to $24,790 for the nine months ended September 30, 2024. The $10,094 decrease in general and administrative expenses was primarily driven by a $4,468 reduction in payroll and related expenses as a result of headcount reductions, a$4,214 decline in professional services including accounting, legal and insurance, a $932 decrease in stock-based compensation, and a reduction in other general and administrative expenses of $480.
Previous wording
Finance – increase of $9,236 primarily driven by an increase in performance marketing revenue due to the expansion of our affiliate partner network and an increase in digital advertising revenues due to audience and traffic growth driven by the transition of TheStreet to our competitive publishing model.
Current wording
Finance – increase of $11,454 primarily driven by a $7,017 increase in digital advertising revenue due to audience and traffic growth driven by the transition of TheStreet to the competitive publishing model and a $4,722 increase in performance marketing revenue due to the expansion of our affiliate partner network.
Previous wording
Lifestyle – increase of $5,412 primarily due to an increase in digital advertising revenue driven by traffic and audience growth as a result of the transition of Parade to our competitive publishing model, an increase in publisher revenue due to the expansion of our publisher network, and an increase in performance marketing revenue due to the expansion of our affiliate commerce network.
Current wording
Lifestyle – increase of $7,788 primarily due to a $2,803 increase in performance marketing revenue due to the expansion of our affiliate commerce network, a $2,746 increase in publisher revenue due to the expansion of our publisher network, and a $2,452 increase in digital advertising revenue driven by traffic and audience growth as a result of the transition of Parade to the competitive publishing model.
Previous wording
Sports & Leisure – increase of $7,625 due to an increase in digital advertising revenues across our Athlon Sports and Men’s Journal brands as well as growth in publisher and performance marketing revenues partially offset by an increase in external cost of content due to the implementation of our competitive publishing model at Men's Journal.
Current wording
Sports & Leisure – increase of $5,851 due to an increase in digital advertising revenue across our Athlon Sports and Men’s Journal brands as well as growth in publisher and performance marketing revenue partially offset by an increase in external cost of content due to the implementation of the competitive publishing model at Men's Journal as well as growth in high-margin performance marketing and publisher revenue streams.
Previous wording
Platform – increase of $630 isdriven by the reduction in underperforming partner sites.
Current wording
Platform – decrease of $2,350 isdriven by the reduction in underperforming partner sites.
Previous wording
Change in Fair Value of Contingent Consideration – The change in fair value of contingent consideration for the six months ended June 30, 2025 of $313, represents the change in fair value of the put option on our common stock in connection with the acquisition of Fexy Studios, where in connection with the acquisition we issued 274,692 shares of our common stock that was subject to a put option under certain conditions (as further described in Note 8, Fair Value, in our accompanying condensed consolidated financial statements).
Current wording
Change in Fair Value of Contingent Consideration – The change in fair value of contingent consideration for the nine months ended September 30, 2024 of $313, represents the change in fair value of the put option on our common stock in connection with the acquisition of Fexy Studios, where we issued 274,692 shares of our common stock that was subject to a put option under certain conditions (as further described in Note 8, Fair Value, in our accompanying condensed consolidated financial statements).
Previous wording
Interest Expense – We incurred interest expense, net of $2,945 for the three months ended June 30, 2025, as compared to $4,249 for three months ended June 30, 2024. The decrease in interest expense of $1,304 was primarily from lower amortization of debt costs and lower interest charges on the new Simplify loan compared to the SLR line of credit in 2024.
Current wording
Interest Expense – We incurred interest expense, net of $8,806 for the nine months ended September 30, 2025, as compared to $11,747 for the nine months ended September 30, 2024. The decrease in interest expense of $2,941 resulted from lower amortization of debt issuance costs and lower interest charges attributable to a reduced debt balance following repayment of the Simplify Loan in 2025.
Previous wording
Liquidated Damages – We recorded liquidated damages of $151 for the six months ended June 30, 2025, as compared to $152 for the six months ended June 30, 2024, representing a decrease in accrued interest.
Current wording
Liquidated Damages – We recorded liquidated damages of $228 for the nine months ended September 30, 2025, as compared to $229 for the nine months ended September 30, 2024.
Previous wording
Income Taxes – We recorded a provision for income taxes of $979 for the three months ended June 30, 2025, as compared to $35 for the three months ended June 30, 2024. The increase in our provision for income tax of $944 was primarily related to our expected annual effective tax rate increase as a result of improved operating results.
Current wording
Income Taxes – We recorded a provision for income taxes of $961 for the nine months ended September 30, 2025, as compared to $116 for the nine months ended September 30, 2024. The increase in our provision for income tax of $845 was primarily related to our expected annual effective tax rate increase as a result of improved operating results.
Previous wording
income taxes, (iii) depreciation and amortization, (iv) stock-based compensation, (v) change in valuation of contingent consideration, (vi) liquidated damages, (vii) loss on impairment of assets, (viii) loss on sale of assets; (ix) employee retention credit, (x) employee restructuring payments; and (xi) professional and vendor fees. Our non-GAAP measure may not be comparable to similarly titled measures used by other companies, have limitations as an analytical tool, and should not be considered in isolation, or as a substitute for analysis of our operating results as reported under GAAP. Additionally, we do not consider our non-GAAP measure as superior to, or a substitute for, the equivalent measure calculated and presented in accordance with GAAP. Some of the limitations are that our non-GAAP measure:
Current wording
We report our financial results in accordance with generally accepted accounting principles in the United States of America (“GAAP”); however, management believes that certain non-GAAP financial measures provide users of our financial information with useful supplemental information that enables a better comparison of our performance across periods. We believe Adjusted EBITDA provides visibility to the underlying continuing operating performance by excluding the impact of certain items that are noncash in nature or not related to our core business operations. We calculate Adjusted EBITDA as net loss as adjusted for loss from discontinued operations, with additional adjustments for (i) interest expense (net), (ii) income taxes, (iii) depreciation and amortization, (iv) stock-based compensation, (v) change in valuation of contingent consideration, (vi) liquidated damages, (vii) loss on impairment of assets, (viii) loss on sale of assets; (ix) employee retention credit, (x) employee restructuring payments; and (xi) professional and vendor fees. Our non-GAAP measure may not be comparable to similarly titled measures used by other companies, have limitations as an analytical tool, and should not be considered in isolation, or as a substitute for analysis of our operating results as reported under GAAP. Additionally, we do not consider our non-GAAP measure as superior to, or a substitute for, the equivalent measure calculated and presented in accordance with GAAP. Some of the limitations are that our non-GAAP measure:
Rearranged previous paragraphs (4)
Previous report — wording carried elsewhere
For the three months ended June 30, 2025, we incurred selling and marketing expenses of $1,942 as compared to $3,751 for the three months ended June 30, 2024. The decrease in selling and marketing expenses of $1,809 is primarily related to decreases in payroll and employee benefits costs of $1,160 due to a reduction in direct sales workforce. In addition, there were decreases in advertising costs of $390, circulation costs of $111, professional marketing services of $26, stock-based compensation of $15, and other selling and marketing expenses of $107.
Previous report — wording carried elsewhere
Sports & Leisure – increase of $6,144 is due to an increase in digital advertising revenues across our Athlon Sports and Men’s Journal brands as well as growth in publisher and performance marketing revenues partially offset by an increase in external cost of content due to the implementation of our competitive publishing model at Men's Journal.
Previous report — wording carried elsewhere
Income Taxes – We recorded a provision for income taxes of $1,265 for the six months ended June 30, 2025, as compared to $76 for the six months ended June 30, 2024. The increase in our provision for income tax of $1,189 was primarily related to our expected annual effective tax rate increase as a result of improved operating results.
Previous report — wording carried elsewhere
We report our financial results in accordance with generally accepted accounting principles in the United States of America (“GAAP”); however, management believes that certain non-GAAP financial measures provide users of our financial information with useful supplemental information that enables a better comparison of our performance across periods. We believe Adjusted EBITDA provides visibility to the underlying continuing operating performance by excluding the impact of certain items that are noncash in nature or not related to our core business operations. We calculate Adjusted EBITDA as net loss as adjusted for loss from discontinued operations, with additional adjustments for (i) interest expense (net), (ii)