Arena Group Holdings, Inc.
For the period ended Mar 31, 2026. Filed May 11, 2026.
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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.
Mar 31, 2026 · Filed May 11, 2026
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 2025-09-30; filed 2025-11-13.
0001628280-25-052003
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-11.
0001628280-26-033427
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 127 previous paragraphs and 88 current paragraphs.
51 unchanged; 19 reworded; 18 added; 49 removed; 8 previous and 0 current paragraphs rearranged.
Tables are not compared: 29 previous and 15 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 (18)
Current report
For the three months ended March 31, 2026, our RPM was $18.54 compared to $22.21 for the same period in 2025. This decrease primarily reflects the impact of company-initiated technical experiments intended to drive audience growth that, in some cases, reduced monetization and softness in the broader digital advertising market. For the three months ended March 31, 2026, monthly average page views were 206,228,655 compared to 327,510,084 for the same period in 2025. This decrease reflects a reduction in organic traffic resulting from shifts in referral patterns following third-party search engine algorithm updates made during 2025. Though these changes had an adverse impact to first quarter results, the results of the aforementioned technical experimentation are expected to stabilize audience and maximize yield over the remainder of the year. To further mitigate the impact of these items, management is actively executing targeted yield-enhancement initiatives while optimizing site architecture and premium content, including accelerating AI integration for yield optimization. These ongoing strategic efforts focused on technical infrastructure and audience engagement are intended to align with evolving search authority best practices, strengthen domain visibility, and support long-term traffic and monetization growth.
Current report
Liquidity and Going Concern
Current report
On April 29, 2025, the ABG Group Legal Matters (as further described in Note 18) were resolved through a confidential settlement with outstanding liabilities being released by all sides. The remaining assets and liabilities of the SI Business were disposed of.
Current report
For the three months ended March 31, 2026, loss from continuing operations was $2,658, as compared to income from continuing operations of $3,997 in the prior period. The decline in profitability was primarily attributable to an $11,409 decrease in revenue, largely attributable to lower digital advertising revenue driven by changes in both traffic and monetization between periods. Additionally, profitability was impacted by over $1 million in elevated severance charges and professional fees which were incurred in connection with specific legal and restructuring actions taken during the three months ended March 31, 2026.
Current report
For the three months ended March 31, 2026, we generated gross profit of $7,081, as compared to $15,669 for the three months ended March 31, 2025, a decrease of $8,588. Gross margin for the three months ended March 31, 2026 was 34.7%, compared to 49.3% for the three months ended March 31, 2025.
Current report
Total revenue for the period decreased, primarily due to a reduction in digital advertising revenue. This decline was driven by changes in referral traffic patterns between periods, Company-initiated technical experiments intended to drive audience growth that, in some cases, reduced monetization, and changes in the broader digital advertising market resulting from the aforementioned traffic volatility. Though the Company-initiated technical experiments had an adverse impact on first quarter revenue, the changes made as a result of this testing are expected to stabilize audience and maximize yield over the remainder of the year.
Current report
Cost of revenue decreased by 18% as a result of reduced internal cost of content enabled by our variable cost structure under the entrepreneurial publishing model. Despite this reduction, gross margin contracted reflecting the integration and growth of our ShopHQ e-commerce business which operates at lower gross margin than our advertising business due to higher cost of products sold. Additionally, the impact of fixed cost associated with freelancers and technology contributed to the gross margin change.
Current report
The $10,456 decrease in digital advertising revenue was driven by changes in referral traffic patterns between periods and a decline in overall monetization yield between quarters. The reduction in traffic resulted from algorithmic updates made during the second half of 2025 that impacted search rankings across the industry and resulted in lower traffic. The reduction in yield resulted from company-initiated technical experiments intended to drive audience growth that, in some cases, reduced monetization and changes in the broader digital advertising market resulting from the aforementioned traffic volatility.
Current report
Performance marketing revenue decreased by $2,280 reflecting the impact of the change in referral traffic patterns between periods and changes to commission structures at affiliate partners.
Current report
To mitigate the impact of search-related volatility, we continue to refine our content and distribution strategies. These efforts contributed to an increase of $1,167 in publisher revenue, attributable to the continued expansion of our publisher network. The $960 increase in other digital revenue was primarily attributable to our October 2025 acquisition of ShopHQ, which broadened our commercial reach by adding drop-ship e-commerce operations, interactive social selling capabilities, and accelerated first-party data collection efforts which are expected to yield audience and customer insights that can be used to improve yields throughout our business.
Current report
For the three months ended March 31, 2026, we recognized cost of revenue of $13,325 as compared to $16,146 for the three months ended March 31, 2025, a decrease of $2,821. This decrease was primarily attributable to lower internal cost of content, which declined in line with reduced digital advertising revenue and reflected the flexibility of our variable cost structure under the entrepreneurial publishing model. Decreases in external cost of content and technology costs result from structural operational changes between periods. These savings were partially offset by higher other cost of revenue driven by the ramp-up of our ShopHQ e-commerce business which carries higher product related costs.
Current report
Sports & Leisure – the decrease of $6,237 was primarily driven by lower digital advertising revenue, reflecting company-wide declines in organic traffic volume and monetization rates.
Current report
Finance – the decrease of $2,882 was attributable to a decline in performance marketing revenue reflecting the impact of the change in referral traffic patterns between periods and changes to commission structures at affiliate partners, a reduction in digital advertising revenue, reflecting Company-wide declines in organic traffic volume and monetization rates, and a reduction in digital subscription decrease in digital subscription revenue as we transition our portfolio toward more efficient, ad-supported monetization channels.
Current report
Lifestyle – the decrease of $1,370 was primarily driven by lower digital advertising revenue, reflecting Company-wide declines in organic traffic volume and monetization rates.
Current report
Platform & Other – the decrease of $920 was primarily driven by a reduction in underperforming partner sites.
Current report
The $8,150 decrease in total segment gross profit across all categories was primarily driven by the aforementioned reductions in digital advertising revenue resulting from compounded traffic volume headwinds and lower monetization rates, which collectively outpaced the variable cost savings realized from our strategic transition to an entrepreneurial publishing model.
Current report
Income Taxes – We recorded an income tax benefit of$142 for the three months ended March 31, 2026, as compared an income tax provision of$286 for the three months ended March 31, 2025. Our effective tax rate is significantly affected by the valuation allowance recorded against deferred tax assets. Although we incurred a pretax loss for the first quarter of 2026 and remain in a cumulative loss position, management expects profitability in subsequent quarters and cumulative pretax income for the full year based on current forecasts.
Current report
If we achieve sustained profitability consistent with these expectations, management may conclude that it is more likely than not that additional deferred tax assets will be realized, which could result in a reduction of the valuation allowance in a future period. Any such reduction would result in a non‑cash income tax benefit and could materially impact our effective tax rate and results of operations.
Removed paragraphs (49)
Previous 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.
Previous report
Going Concern Assessment
Previous report
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 report
As a result of these developments, management has concluded that the conditions that previously raised substantial doubt about our ability to continue as a going concern no longer exist. Accordingly, management has determined that there is no longer substantial doubt about our ability to continue as a going concern for at least one year from the date the financial statements are issued.
Previous report
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 report
Further details are provided in our accompanying condensed consolidated financial statements in Note 2, Discontinued Operations, related to our discontinued operations and Note 18, Commitments and Contingencies, regarding the settlement of an action filed by ABG Group against the Company and Manoj Bhargava on April 1, 2024.
Previous report
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 report
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 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.
Previous 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.
Previous 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.
Previous 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.
Previous report
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 report
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 report
Platform – decrease of $3,445 is driven by a decrease in digital advertising as a result of the reduction in underperforming partner sites.
Previous 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.
Previous 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.
Previous 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.
Previous report
Platform – decrease of $2,980 was driven by a decrease in digital advertising as a result of the reduction in underperforming partner sites.
Previous 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.
Previous 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.
Previous report
Nine Months Ended September 30, 2025 and 2024
Previous report
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 report
Revenue
Previous report
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 report
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 report
The following table sets forth revenue from continuing operations by category:
Previous report
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 report
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 report
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 report
Operating Expenses
Previous report
Selling and Marketing
Previous report
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 report
General and Administrative
Previous report
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 report
Segment Revenue
Previous 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.
Previous report
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 report
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 report
Platform – decrease of $3,564 driven by a decrease in digital advertising as a result of the reduction in underperforming partner sites.
Showing the first 40 of 49 passages. Open the source sections for the rest.
Reworded paragraphs (19)
Previous 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.”
Current wording
The following discussion and analysis of our financial condition and results of operations for the three months ended March 31, 2026 and 2025 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, 2025 included in the Annual Report on Form 10-K filed with the SEC on March 16, 2026. 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
Uncertainty in the global economy presents significant risks to our business. Increases in inflation, instability in the global banking system, geopolitical factors, including the ongoing conflicts in Ukraine and Israel and the responses thereto, and the impact of tariffs on print production costs and the overall market for advertising may have an adverse effect on our business. While we are closely monitoring the impact of the current macroeconomic conditions on all aspects of our business, the ultimate extent of the impact on our business remains highly uncertain and will depend on future developments and factors that continue to evolve. Most of these developments and factors are outside of our control and could exist for an extended period of time. As a result, we are subject to continuing risks and uncertainties. For additional information, see the sections titled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on April 15, 2025 and in this Quarterly Report.
Current wording
Uncertainty in the global economy presents significant risks to our business. Increases in inflation, instability in the global banking system, geopolitical factors, including the ongoing conflicts in Ukraine and in the Middle East and the responses thereto, and the impact of tariffs on print production costs and the overall market for advertising may have an adverse effect on our business. While we are closely monitoring the impact of the current macroeconomic conditions on all aspects of our business, the ultimate extent of the impact on our business remains highly uncertain and will depend on future developments and factors that continue to evolve. Most of these developments and factors are outside of our control and could exist for an extended period of time. As a result, we are subject to continuing risks and uncertainties. For additional information, see the sections titled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 16, 2026 and in this Quarterly Report.
Previous wording
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 wording
The Simplify loan, which provides for borrowings of up to $25 million, matures on December 1, 2027, and our Renew term debt matures on December 31, 2027. While we continue to report positive cash flow from operations and currently maintain a cash balance of approxi mately $11 million, our ability to meet ongoing liquidity needs and support future growth is dependent, in part, on our access to external financing. 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.
Previous wording
Our condensed consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Our condensed consolidated financial statements do not include any adjustments that might be necessary if it is unable to continue as a going concern.
Current wording
Our condensed consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Our condensed consolidated financial statements do not include any adjustments that might be necessary if it is unable to continue as a going concern. Management has evaluated the Company's ability to continue as a going concern and, based on our current financial condition and operating plans, believes we have sufficient liquidity to meet our obligations for at least the next twelve months from the date of this report. Therefore, management concludes that there is no substantial doubt about our ability to continue as a going concern.
Previous 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.
Current wording
For the three months ended March 31, 2026, we had a loss from continuing operations of $2,658 and as of March 31, 2026, had cash and cash equivalents on hand of $11,230 and working capital of $17,016. We reported consecutive profitable results in all quarters of 2025. Although we are reporting a net loss for the three months ended March 31, 2026, we expect to be profitable for the remainder of the year.
Previous 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.
Current wording
As of March 31, 2026, our principal sources of liquidity consisted of cash and cash equivalents of$11,230 and accounts receivable, net of allowance for credit losses, of$18,149. In addition, as of March 31, 2026, we had$25,000 available for additional use under our working capital loan with Simplify. As of March 31, 2026, 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 $12,055.
Previous 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.
Current wording
On March 18, 2024, we discontinued the Sports Illustrated media business (the “SI Business”) that was operated under the Licensing Agreement with ABG-SI, LLC (“ABG”) dated June 14, 2019 (as amended to date, the “Licensing Agreement”). This discontinuation of the SI Business (i.e., discontinued operations) followed the termination of the Licensing Agreement by ABG on January 18, 2024. Income (loss) from our discontinued operations, net of tax, was $0 and $23 for the three months ended March 31, 2026 and 2025, respectively.
Previous wording
We have financed our working capital requirements since inception through issuances of equity securities and various debt financings. Our working capital surplus (deficit) as of September 30, 2025 and December 31, 2024 is as follows:
Current wording
We have financed our working capital requirements since inception through issuances of equity securities and various debt financings. Our working capital surplus as of March 31, 2026 and December 31, 2025 is as follows:
Previous 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.
Current wording
As of March 31, 2026, we had working capital of $17,016, consisting of $32,504 in total current assets and $15,488 in total current liabilities as compared to working capital of $18,627 as of December 31, 2025. As of December 31, 2025, our working capital surplus consisted of $35,630 in total current assets and $17,003 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 nine months ended September 30, 2025 and 2024 consisted of the following:
Current wording
Our cash flows for the three months ended March 31, 2026 and 2025 consisted of the following:
Previous 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.
Current wording
For the three months ended March 31, 2026, net cash provided by operating activities was $1,961, consisting primarily of $23,808 of cash received from customers, partially offset by $19,405 of cash paid to employees, Publisher Partners, expert contributors, suppliers, and vendors, and for revenue share arrangements, professional services, and $2,442 of cash paid for interest. For the three months ended March 31, 2025, net cash used in operating activities was $3,662, consisting primarily of $30,272 of cash received from customers, offset by $23,637 of cash paid to employees, Publisher Partners, expert contributors, suppliers, and vendors, and for revenue share arrangements, and professional services.
Previous 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.
Current wording
For the three months ended March 31, 2026, net cash used in investing activities was $1,069, consisting of $769 related to capitalized costs for our Platform and $300 related to purchase of intangible assets. For the three months ended March 31, 2025, net cash used in investing activities consisted of $1,618 for capitalized costs for our Platform.
Previous 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.
Current wording
For the three months ended March 31, 2026, there was no net cash used in financing activities. For the three months ended March 31, 2025, net cash used in financing activities was $3,504, consisting of (i) $4 for tax payments relating to the withholding of shares of common stock for certain employees, and (ii) $3,500 for repayments of the Simplify Loan.
Previous wording
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 wording
For the three months ended March 31, 2026, total revenue decreased $11,409, or a 35.9% decrease, to $20,406 from $31,815 for the three months ended March 31, 2025. There was a 36.3% decrease in total digital revenue from $31,608 for the three months ended March 31, 2025 to $20,145 for the three months ended March 31, 2026.
Previous wording
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 wording
For the three months ended March 31, 2026, we incurred selling and marketing expenses of $1,851 as compared to $2,134 for the three months ended March 31, 2025. The decrease of $283 reflects savings achieved through vendor renegotiations and ongoing cost-optimization initiatives across advertising, marketing and adverting operations tools.
Previous wording
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 wording
General and administrative expenses totaled $4,641 for the three months ended March 31, 2026 compared to $5,283 for the three months ended March 31, 2025, a decrease of $642. The decrease was primarily driven by lower professional fees following the resolution of certain legal matters.
Previous wording
We report our segment results as Sports & Leisure, Finance, Lifestyle, and Platform. Additionally, certain expenses are not allocated to our segments because they represent centralized activities which cannot be accurately allocated.
Current wording
We report our segment results as Sports & Leisure, Finance, Lifestyle, and Platform & Other. Additionally, certain expenses are not allocated to our segments because they represent centralized activities which cannot be accurately allocated.
Previous 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.
Current wording
Interest Expense – We incurred interest expense of $2,421 for the three months ended March 31, 2026 compared to $3,004 for three months ended March 31, 2025. The $583 decrease in interest expense reflects lower interest charges following repayment of the Simplify Loan throughout 2025 and the $13,000 curtailment payment applied to the Company’s term debt in December 2025 pursuant to Amendment No. 4 to the Third Amended and Restated Note Purchase Agreement.
Previous 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.
Current wording
Liquidated Damages – We recorded liquidated damages of $75 for the three months ended March 31, 2026, as compared to $75 for the three months ended March 31, 2025.
Rearranged previous paragraphs (8)
Previous report — wording carried elsewhere
The following table sets forth cost of revenue by category:
Previous report — wording carried elsewhere
The following table sets forth selling and marketing expenses from continuing operations by category:
Previous report — wording carried elsewhere
The following table sets forth general and administrative expenses by category:
Previous report — wording carried elsewhere
We report our segment results as Sports & Leisure, Finance, Lifestyle, and Platform. Additionally, certain expenses are not allocated to our segments because they represent centralized activities which cannot be accurately allocated.
Previous report — wording carried elsewhere
The following table sets forth revenue by segment:
Previous report — wording carried elsewhere
The following table sets forth segment gross profit:
Previous report — wording carried elsewhere
The following table reconciles segment gross profit to gross profit:
Previous report — wording carried elsewhere
The following table sets forth other expenses: