BuzzFeed, 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
BZFD$0.52-7.6%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 2025-11-06.
0001828972-25-000240
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.
0001828972-26-000056
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 138 previous paragraphs and 145 current paragraphs.
70 unchanged; 40 reworded; 33 added; 26 removed; 2 previous and 2 current paragraphs rearranged.
Tables are not compared: 17 previous and 17 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 (33)
Current report
Seasonality
Current report
Our business is subject to some seasonal influences. Historically, our revenue is typically highest in the fourth quarter of the year due to strong advertising spend and consumer spending during this quarter.
Current report
Entry into Stock Purchase Agreement with Allen Family Digital, LLC
Current report
On May 11, 2026, BuzzFeed, Inc. entered into a Stock Purchase Agreement (the “Agreement”) with Allen Family Digital, LLC (“Investor”), pursuant to which we agreed to sell to the Investor, and the Investor agreed to purchase from us, 40,000,000 shares (the “Shares”) of our Class A common stock, par value $0.0001 per share (the “Transaction”). The aggregate consideration of $3.00 per share payable by the Investor is comprised of (i) $20.0 million in cash to be paid to us at the closing of the Transaction, and (ii) a five-year secured promissory note in the principal amount of $100.0 million (the “Promissory Note”) to be issued to us at the closing of the Transaction. The Promissory Note bears interest at a rate of 5% per annum, with interest payable semi-annually on the last business day of each June and December. The Promissory Note matures on the fifth anniversary of the Closing Date (as defined in the Agreement). The Promissory Note is secured by a first priority security interest in 33.3 million of the Shares and the Company understands that Investor currently holds no assets other than the Shares.
Current report
Immediately prior to the execution of the Agreement, Jonah Peretti, BuzzFeed’s Founder and CEO, notified the Company of his intention to convert all of his outstanding shares of Class B common stock (1,309,354 as of May 5, 2026) into Class A common stock, which will leave approximately 33,355 shares of Class B common stock outstanding. Such conversion will result in Jonah Peretti owning approximately 2% of the outstanding shares of Class A common stock, and the purchase by the Investor will result in the Investor owning approximately 52% of the outstanding Class A common stock, which, taken together with the conversion by Jonah Peretti, will result in the Investor controlling us.
Current report
In connection with the execution of the Agreement, the Company, the Investor and Jonah Peretti, LLC entered into a Director Appointment Agreement (the “Director Appointment Agreement”), pursuant to which, effective as of the closing of the Transaction, our board of directors will be expanded from four to eight directors until our 2026 annual meeting (the “2026 Annual Meeting”) after which time our board of directors will be expanded from eight to nine directors. Prior to the 2026 Annual Meeting, pursuant to the Director Appointment Agreement, the Investor will have the right to appoint five of the eight members of our board of directors. Following the 2026 Annual Meeting and the expansion of our board of directors from eight to nine members, pursuant to the Director Appointment Agreement, (A) the Investor will have the right to appoint (i) six directors provided the Investor beneficially owns more than 50% of the Company’s then-outstanding common stock and (ii) a majority of the directors provided the Investor beneficially owns less than 40% but equal to or more than 20% of our then-outstanding common stock and (B) Jonah Peretti, LLC will have the right to appoint one director as long as he owns a specified amount of our then-outstanding common stock.
Current report
On May 11, 2026, Nasdaq approved an exception to Nasdaq Listing Rule 5635 (Shareholder Approval) and Nasdaq Listing Rule 5640 (Voting Rights) in connection with the issuance and sale of the Shares and the execution of the Director Appointment Agreement.
Current report
The Transaction is expected to close prior to the end of May 2026 but no earlier than 10 days after our shareholders are notified of the Transaction in accordance with Nasdaq Rule 5635.
Current report
The foregoing descriptions of the Stock Purchase Agreement, the Director Appointment Agreement and the Promissory Note are qualified in their entirety by reference to the actual agreements, which have been filed as exhibits to this report and are incorporated by reference herein.
Current report
Announcement of CEO Transition Plan and Proposed Election of Officers
Current report
On May 11, 2026, Jonah Peretti, BuzzFeed’s Founder and CEO, announced his intention to transition from his role as our CEO, with Byron Allen named as his successor. Mr. Allen is expected to assume the role of Chief Executive Officer of BuzzFeed, Inc. in the coming weeks, and Mr. Peretti is expected to transition to a new role as President of BuzzFeed AI. Mr. Peretti also will continue to serve as one of our directors.
Current report
Advertising revenue decreased by $4.2 million, or 20%, for the three months ended March 31, 2026, driven by a $2.8 million decrease in programmatic advertising revenue and a $1.4 million decline in direct sold advertising products. For the three months ended March 31, 2026 and 2025, programmatic advertising revenue was $14.0 million and $16.9 million, respectively, and direct sold advertising revenue was $3.1 million and $4.5 million, respectively. The decline in programmatic advertising reflects traffic headwinds, which offset improved pricing and monetization efficiency, and the decline in direct sold advertising reflects reduced advertiser demand and broader macroeconomic headwinds. We expect advertising revenue to decline in the short-term for these reasons.
Current report
Content revenue increased by $3.1 million, or 69%, for the three months ended March 31, 2026, driven by a $1.6 million increase in studio revenue and a $1.5 million increase in direct sold content revenue. For the three months ended March 31, 2026 and 2025, studio revenue was $3.1 million and $1.5 million, respectively, and direct sold content revenue was $4.4 million and $2.9 million, respectively. The increase in studio revenue was largely driven by the timing of revenue recognition with respect to delivery and release of a feature film and an increase in revenue from micro-dramas, partially offset by a decline in revenue associated with other non-recurring studio projects. The increase in direct sold content revenue was primarily driven by a bespoke direct sold content campaign that began in 2026, with no comparable revenue in the year-ago period.
Current report
Research and development expenses decreased by $0.7 million, or 24%, for the three months ended March 31, 2026, driven by a $0.8 million decrease in compensation expenses reflecting our previous cost savings actions, partially offset by a $0.1 million increase in stock-based compensation and other expenses.
Current report
NM: percentage is not meaningful
Current report
Interest expense, net increased by $0.4 million, or 31%, for the three months ended March 31, 2026, reflecting more cumulative debt outstanding during the current year. Refer to Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Current report
NM: percentage is not meaningful
Current report
(2)Reflects the non-cash amortization of interest costs that were capitalized as part of capitalized film costs; this add-back aligns the treatment of capitalized interest with the exclusion of interest expense from Adjusted EBITDA.
Current report
Our principal sources of liquidity are our cash and cash equivalents and cash generated from operations. Our cash and cash equivalents consist of demand deposits with financial institutions and investments in money market funds.
Current report
The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. As of the date the accompanying condensed consolidated financial statements were issued (the “issuance date”), the significance of the following adverse conditions were evaluated in accordance with U.S. GAAP.
Current report
Since our inception, we have generally incurred significant losses and used cash flows from operations to grow our owned and operated properties and iconic brands. During the three months ended March 31, 2026, we incurred a net loss of $15.1 million and generated cash flows from operations of $2.7 million. Additionally, as of March 31, 2026, we had unrestricted cash and cash equivalents of $6.8 million and an accumulated deficit of $694.7 million.
Current report
Our current restricted cash balance of $15.8 million relates to funds held in Company-owned deposit accounts that are pledged as collateral for our existing letters of credit for certain office lease arrangements and, upon the expiration of certain of these letters of credit, approximately $15.0 million is required to be paid to our lenders under the Credit Agreement (as defined under “Term Loan” below), which also includes a $5.0 million minimum cash covenant ($3.5 million through April 30, 2026, as discussed within Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q).
Current report
As disclosed within Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q, in May 2025, we secured a $40.0 million asset-backed Term Loan (as amended, and defined under “Term Loan” below) and used a portion of the proceeds to repay, in full, the Notes. In August 2025, we received an incremental $5.0 million under the Second Amended Credit Agreement (as defined under “Term Loan” below), which was due on February 20, 2026 (as extended to April 30, 2026, and further extended to May 18, 2026, as discussed within Notes 8 and 19 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q).
Current report
As further disclosed in Note 14 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q, our Class A common stock experienced a significant decline whereby the trading price remained below $1.00 per share for a sustained period and has continued to remain below $1.00 as of the issuance date. However, in order to remain in compliance with Nasdaq market listing requirements, our Class A common stock price must exceed $1.00 per share for a specified minimum period (i.e., at least 10 consecutive business days). As a result of the decline in its stock price, we received a notice of noncompliance from Nasdaq on March 2, 2026, notifying us that we had until August 31, 2026 to regain compliance. If we are not able to regain compliance and, as such, our Class A common stock is delisted from Nasdaq, we will be faced with a number of significant material adverse consequences, including limited availability of market quotations for our Class A common stock; limited news and analyst coverage; decreased ability to obtain additional financing or failure to comply with the covenants required by any indebtedness; limited liquidity for our stockholders due to thin trading; and a potential loss of confidence by investors, employees, and other third parties who do business with us.
Current report
To address our capital needs, we may explore options to restructure our outstanding debt, and we are working to optimize our consolidated balance sheet. As described in Note 19 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q, on May 11, 2026, the Company entered into a Stock Purchase Agreement with an investor for the sale of 40,000,000 shares of our Class A common stock. The aggregate consideration of $3.00 per share payable by the Investor is comprised of (i) $20.0 million in cash to be paid to us at the closing of the transaction, and (ii) a five-year secured promissory note in the principal amount of $100.0 million to be issued to us at the closing of the transaction. While the transaction contemplated by the Stock Purchase Agreement is expected to close prior to the end of May 2026, we can provide no assurance that the closing will occur on the expected timeline, or at all. Refer to Note 19 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Current report
Based on our liquidity position as of March 31, 2026 and our current forecast of operating results and cash flows, in the absence of any of the above-described plans to address our capital needs, we anticipate that we will not have sufficient resources to fund our cash obligations for the next 12 months following the issuance date. In addition, we have concluded that the above-described plans do not alleviate substantial doubt about our ability to continue as a going concern.
Current report
The accompanying condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets or the amounts and classification of liabilities that may result from the outcome of these uncertainties.
Current report
On February 20, 2026, we entered into a consent letter with the Term Loan’s lenders and agent, thereby extending the repayment date until February 27, 2026. On February 27, 2026, we entered into a second consent letter with the Term Loan’s lenders and agents, thereby further extending the repayment date until March 6, 2026.
Current report
On March 11, 2026, we entered into Amendment No. 3 to Credit Agreement (the “Third Amended Credit Agreement,” as amended, supplemented, or otherwise modified from time to time prior to the Third Amended Credit Agreement, the “Credit Agreement”), which provided for an extension of the $5.0 million due date to April 30, 2026, and during the period from, and including March 6, 2026 to and including the date the $5.0 million is repaid, an incremental 2.0% rate of interest will apply (above the rate otherwise applicable under the Credit Agreement). Additionally, the minimum liquidity covenant of $5.0 million was reduced to $3.5 million at all times on or prior to April 30, 2026, and then it reverts back to $5.0 million at all times thereafter. The Third Amended Credit Agreement incurred a non-refundable amendment fee of approximately $0.2 million, which was paid in March 2026. Additionally, the Third Amended Credit Agreement established four operational milestones, three of which were required to be achieved by March 31, 2026 and the remaining milestone by April 30, 2026, each subject to a penalty of approximately $0.2 million if not satisfied by the specified deadline. One operational milestone was not achieved as of March 31, 2026, and therefore we were required to remit $0.2 million to the Lender (paid in April 2026). As a result of this modification, we determined the modified terms were not substantially different from the original debt terms and applied modification accounting, utilizing the original cash flows in the cash flow test since the debt was modified more than once in one year.
Current report
Additionally, the final operational milestone dated April 30, 2026 was not met, and therefore we were required to remit $0.2 million to the Lender (paid in May 2026).
Current report
Refer to Note 19 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for details surrounding the Fourth Amended Credit Agreement (as defined therein), which extends the $5.0 million due date to May 18, 2026, among other things.
Current report
As interest expense associated with film financing arrangements is generally fixed, debt discount / issuance costs are capitalized and included in film costs, net within the condensed consolidated balance sheets. These capitalized costs are amortized to cost of revenue, excluding depreciation and amortization, using the individual film forecast method, under which amortization is recognized in proportion to the ratio of current period revenue recognized to the film’s estimated remaining ultimate revenues (i.e., the total revenue to be received over the period of 10 years following release).
Current report
For the three months ended March 31, 2025, cash used in financing activities was $2.5 million, which consisted of $2.1 million in consent solicitation fee payments and a $0.3 million partial repurchase of the Notes.
Removed paragraphs (26)
Previous report
As of December 31, 2023, we determined that the assets of Complex Networks (as defined below), excluding the First We Feast brand, met the criteria for classification as held for sale. Additionally, we concluded the ultimate disposal, which occurred on February 21, 2024 (i.e., the “Complex Disposition”), represented a strategic shift that had a major effect on our operations and financial results. Moreover, we concluded the assets of the First We Feast business met the criteria for classification as held for sale as of December 1, 2024. We determined the ultimate disposal, which took place on December 11, 2024 (i.e., the “First We Feast Disposition”), represented a strategic shift that had a major effect on our operations and final results. As such, the historical financial results of Complex Networks and First We Feast have been reflected as discontinued operations in our condensed consolidated financial statements for the three and nine months ended September 30, 2024. Refer to Note 18 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Previous report
In August 2025, we announced plans to reduce expenses by implementing an approximately 6% reduction in our then-current workforce. The reduction in workforce plan was intended to reduce operating expenses by further aligning its cost structure to focus on areas we believe are more likely to generate the best long-term results. We incurred approximately $1.6 million of restructuring costs for the three and nine months ended September 30, 2025, comprised mainly of severance and related benefits costs, of which $1.0 million were included in cost of revenue, excluding depreciation and amortization, $0.4 million were included in sales and marketing, and $0.2 million were included in general and administrative.
Previous report
In February 2024, we announced plans to reduce expenses by implementing an approximately 16% reduction in the then-current workforce (after the Complex Disposition). In doing so, we reduced the size of our centralized operations to enable our individual brands to operate with more autonomy and deliver against their differentiated value propositions for advertisers. The reduction in workforce plan was intended to position us to be more agile, sustainable, and profitable. We incurred approximately $2.9 million of restructuring costs for the nine months ended September 30, 2024, comprised mainly of severance and related benefits costs, of which $1.2 million were included in cost of revenue, excluding depreciation and amortization, $1.5 million were included in sales and marketing, and $0.2 million were included in general and administrative.
Previous report
Additionally, in accordance with the Asset Purchase Agreement (the “Complex Sale Agreement”), dated as of February 21, 2024 between a wholly-owned subsidiary of the Company and Commerce Media Holdings, LLC., pursuant to which the Complex Disposition was consummated, Commerce Media reimbursed us for approximately $1.8 million in payments related to “Non-Transferring Employees” (as defined in the Complex Sale Agreement), including severance. The amount of these severance and related charges are not included within the restructuring charges noted above. We treated the reimbursement as an expense reimbursement.
Previous report
Advertising revenue decreased by $2.7 million, or 11%, for the three months ended September 30, 2025, driven by a $2.9 million decline in direct sold advertising products, partially offset by a $0.2 million increase in programmatic advertising revenue. For the three months ended September 30, 2025 and 2024, direct sold advertising revenue was $5.1 million and $8.0 million, respectively, and programmatic advertising revenue was $17.0 million and $16.8 million, respectively. The decline in direct sold advertising revenue reflects broader macroeconomic headwinds, reduced advertiser demand, and a shift in our strategy to focus more on programmatic advertising.
Previous report
Advertising revenue decreased by $2.8 million, or 4%, for the nine months ended September 30, 2025, due to a $7.2 million decline in direct sold advertising products, partially offset by a $4.4 million increase in programmatic advertising revenue. For the nine months ended September 30, 2025 and 2024, direct sold advertising was $14.9 million and $22.1 million, respectively, and programmatic advertising was $51.2 million and $46.8 million, respectively.
Previous report
Content revenue decreased by $3.5 million, or 33%, for the three months ended September 30, 2025, driven by a $2.6 million decrease in direct sold content revenue and a $0.9 million decline in studio revenue. For the three months ended September 30, 2025 and 2024, direct sold content revenue was $5.9 million and $8.5 million, respectively, and studio revenue was $1.3 million and $2.2 million, respectively. The decline in direct sold content revenue was primarily driven by a decrease in the number of branded content customers and reduced advertiser demand. The decrease in studio revenue primarily reflects the timing of custom content campaigns.
Previous report
Content revenue decreased by $2.1 million, or 9%, for the nine months ended September 30, 2025, driven by a $6.8 million decrease in direct sold content revenue, partially offset by a $4.7 million increase in studio revenue attributable to the timing of revenue recognition with respect to delivery and release of feature films. For the nine months ended September 30, 2025 and 2024, direct sold content revenue was $13.5 million and $20.3 million, respectively, and studio revenue was $8.8 million and $4.1 million, respectively.
Previous report
Commerce and other decreased by $0.1 million, or —%, for the nine months ended September 30, 2025, driven by a $0.7 million decline in other revenue, such as product licensing, partially offset by a $0.6 million increase in affiliate commerce revenue. For the nine months ended September 30, 2025 and 2024, other revenue was $0.8 million and $1.5 million, respectively, and affiliate commerce revenue was $39.4 million and $38.8 million, respectively.
Previous report
Cost of revenue, excluding depreciation and amortization, increased by $1.3 million, or 5%, for the three months ended September 30, 2025, driven by a $1.4 million increase in variable cost of revenue due to changes in the product mix, a $1.0 million increase in restructuring expenses, and a $0.3 million increase in consulting expenses, partially offset by a $1.4 million decrease in compensation, primarily reflecting our previous cost savings actions. In addition to changes in the product mix (for example, less direct sold advertising, direct sold content, and organic affiliate revenue during the current year), during the three months ended September 30, 2024, there was a large, high-margin, non-recurring content deal that was recognized and did not recur in the current three-month period, which resulted in a less favorable product mix.
Previous report
Sales and marketing expenses increased by $0.1 million, or 3%, for the three months ended September 30, 2025, driven by a $0.4 million increase in restructuring expenses and a $0.1 million increase in consulting expenses, partially offset by a $0.4 million decrease in compensation and related expenses.
Previous report
General and administrative expenses decreased by $7.2 million, or 16%, for the nine months ended September 30, 2025, driven by a $2.6 million decrease in compensation expenses primarily reflecting our previous cost savings actions, a $2.4 million decrease from a reversal of an accrual that we determined we are no longer liable for and is non-recurring in nature, and a $1.7 million decrease in rent expense.
Previous report
Research and development expenses decreased by $0.1 million, or 2%, for the three months ended September 30, 2025, and decreased by $0.1 million, or 1%, for the nine months ended September 30, 2025.
Previous report
We recorded other expense, net of$4.4 million for the nine months ended September 30, 2025, compared to other income, net of $3.8 million for the nine months ended September 30, 2024. The change of $8.2 million was primarily driven by a $5.5 million increase in loss on extinguishment of debt, a $1.3 million decrease in gain on disposition of an asset, a $1.1 million decrease in exchange gain (primarily unrealized), and a $0.3 million decrease in other expense.
Previous report
Interest expense, net remained relatively flat for the three months ended September 30, 2025.
Previous report
Interest expense, net decreased by $1.1 million, or 21%, for the nine months ended September 30, 2025, driven by less cumulative debt outstanding in 2025 relative to the year-ago period. Refer to Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Previous report
We recorded a gain of $1.2 million on the change in fair value of warrant liabilities for the nine months ended September 30, 2025 compared to a loss of $0.6 million for the nine months ended September 30, 2024.
Previous report
Net loss from discontinued operations, net of taxes:
Previous report
The Complex Disposition and the First We Feast Disposition were finalized during 2024, and therefore there is no activity in the current year.
Previous report
(2)Reflects transaction-related costs and other items which are either not representative of our underlying operations or are incremental costs that result from an actual or contemplated transaction and include professional fees, integration expenses, and certain costs related to integrating and converging information technology systems.
Previous report
As of and for the nine months ended September 30, 2025, we had unrestricted cash and cash equivalents of $34.3 million. However, we have a history of losses, and had an accumulated deficit of $652.8 million as of September 30, 2025. We have cash available on hand, and believe our existing capital resources will be sufficient to support our operations and meet our obligations as they become due within one year from the issuance date.
Previous report
Revolving Credit Facility
Previous report
On December 30, 2020, we entered into a three-year, $50.0 million, revolving loan and standby letter of credit facility agreement, which was amended and restated on on December 3, 2021, and further amended and restated on each of December 15, 2022, June 29, 2023, and September 26, 2023 (i.e., the Revolving Credit Facility). Among other things, the Revolving Credit Facility provided for the issuance of up to $15.5 million of standby letters of credit, which were issued during the three months ended March 31, 2021 in favor of certain of our landlords. We had no outstanding letters of credit under the Revolving Credit Facility at September 30, 2025 or December 31, 2024, as described below.
Previous report
On February 21, 2024, in connection with the Complex Disposition as discussed within Note 18 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q, we terminated the Revolving Credit Facility, except for the $15.5 million in letters of credit then-outstanding. However, during the second quarter of 2024, we terminated the $15.5 million in letters of credit outstanding under the Revolving Credit Facility, resulting in the full termination of the Revolving Credit Facility.
Previous report
To the extent that there are material debt discount / issuance costs associated with these arrangements, such costs are amortized to capitalized film costs (included in prepaid and other assets within the condensed consolidated balance sheets) using the effective interest method over the contractual term.
Previous report
For the nine months ended September 30, 2024, cash used in financing activities was $65.2 million, which consisted of a $33.8 million full repayment of the Revolving Credit Facility, $31.2 million in partial repayments on the Notes, and a $0.5 million early termination payment for the Revolving Credit Facility, partially offset by $0.7 million of net proceeds from the sale of common stock pursuant to our at-the-market offering after deducting commissions and fees.
Reworded paragraphs (40)
Previous wording
BuzzFeed, Inc. is home to the best of the Internet. Across entertainment, news, food, pop culture, and commerce, our brands drive conversation and inspire what audiences watch, read, and buy now — and into the future. Our iconic, globally-loved brands include BuzzFeed, HuffPost, and Tasty.
Current wording
BuzzFeed is a premier digital media company. Across pop culture, entertainment, shopping, food, and news, our brands drive conversation and inspire what audiences watch, read, and buy now — and into the future. Our iconic, globally-loved brands include BuzzFeed, HuffPost, and Tasty.
Previous wording
BuzzFeed curates the Internet, and acts as an “inspiration engine,” driving both online and real-world action and transactions. Our strong audience signal and powerful content flywheel have enabled us to build category-leading brands, a deep, two-way connection with our audiences, and an engine for high-quality content at scale and low cost. As a result, each of our brands has a large, loyal, highly-engaged audience that is attractive to advertisers, and through our rich first party data offering and contextual marketing solutions, we are able to help both advertisers and creators effectively and efficiently reach their target audiences. In 2024, our audiences consumed more than 297 million hours of content, and drove over $500 million in attributable transactions for our commerce partners.
Current wording
BuzzFeed curates the Internet, and acts as an “inspiration engine,” driving both online and real-world action and transactions. Our strong audience signal and powerful content flywheel have enabled us to build category-leading brands, a deep, two-way connection with our audiences, and an engine for high-quality content at scale and low cost. As a result, each of our brands has a large, loyal, highly-engaged audience that is attractive to advertisers, and through our rich first party data offering and contextual marketing solutions, we are able to help both advertisers and creators effectively and efficiently reach their target audiences. In 2025, our audiences consumed more than 276 million hours of content, and drove over $450 million in attributable transactions for our commerce partners.
Previous wording
Business Combination. We repurchased approximately $120.0 million of the Notes in 2024 and the remaining $30.0 million of Notes in 2025, resulting in the full redemption of the Notes. Refer to Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Current wording
Additionally, pursuant to subscription agreements entered into in connection with the merger agreement pursuant to which the Business Combination was consummated, we issued, and certain investors purchased, $150.0 million aggregate principal amount of unsecured convertible notes due 2026 (the “Notes”) concurrently with the closing of the Business Combination. We repurchased approximately $120.0 million of the Notes in 2024 and the remaining $30.0 million of Notes in 2025, resulting in the full redemption of the Notes. Refer to Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Previous wording
In February 2025, we announced plans to reduce expenses by implementing an approximately 5% reduction in our then-current workforce. The reduction in workforce was intended to streamline the news operations for HuffPost. We incurred approximately $1.9 million of restructuring costs for the nine months ended September 30, 2025, comprised mainly of severance and related benefits costs, all of which were included in cost of revenue, excluding depreciation and amortization.
Current wording
In February 2025, we implemented plans to reduce expenses by implementing an approximately 5% reduction in our then-current workforce. The reduction in workforce was intended to streamline the news operations for HuffPost. We incurred approximately $1.9 million of restructuring costs for the three months ended March 31, 2025, comprised mainly of severance and related benefits costs, all of which were included in cost of revenue, excluding depreciation and amortization.
Previous wording
(1)See “Reconciliation from net (loss) income from continuing operations to Adjusted EBITDA” for a reconciliation of Adjusted EBITDA (as defined below) to the most directly comparable financial measure in accordance with accounting principles generally accepted in the U.S (“ U.S. GAAP”).
Current wording
(1)See “Reconciliation from Net loss to Adjusted EBITDA” for a reconciliation of Adjusted EBITDA (as defined below) to the most directly comparable financial measure in accordance with accounting principles generally accepted in the U.S. (“ U.S. GAAP”).
Previous wording
(2)We define Time Spent as the estimated total number of hours spent by users on our owned and operated U.S. properties, our content on Apple News, and our content on YouTube in the U.S., in each case, as reported by Comscore. Time Spent does not reflect time spent with our content across all platforms, including some on which we generated a portion of our advertising revenue, and excludes time spent with our content on platforms for which we have minimal advertising capabilities that contribute to our advertising revenue, including Instagram, TikTok, Facebook, Snapchat, and X (formerly Twitter). There are inherent challenges in measuring the total actual number of hours spent with our content across all platforms; however, we consider the data reported by Comscore to represent industry-standard estimates of the time actually spent on our largest distribution platforms with our most significant monetization opportunities. We use Time Spent to evaluate the level of engagement of our audience. Trends in Time Spent affect our revenue and financial results by influencing the number of ads we are able to show. However, increases or decreases in Time Spent may not directly correspond to increases or decreases in our revenue. For example, the number of programmatic impressions served by third-party platforms can vary based on the advertising revenue optimization strategies of these platforms and, as a result, an increase or decrease in Time Spent does not necessarily correlate with a corresponding increase or decrease in the number of programmatic impressions served, but Time Spent can be a key indicator for our programmatic advertising revenue when the third-party platforms optimize revenue over programmatic impressions. Our definition of Time Spent is not based on any standardized industry methodology and is not necessarily defined in the same manner, or comparable to, similarly titled measures presented by other companies. For the three and nine months ended September 30, 2025, Time Spent decreased by 15% and 6%, respectively, largely due to the comparison against increased Time Spent during the three months ended September 30, 2024, resulting from increased engagement from election coverage.
Current wording
(2)We define Time Spent as the estimated total number of hours spent by users on our owned and operated U.S. properties, our content on Apple News, and our content on YouTube in the U.S., in each case, as reported by Comscore. Time Spent does not reflect time spent with our content across all platforms, including some on which we generated a portion of our advertising revenue, and excludes time spent with our content on platforms for which we have minimal advertising capabilities that contribute to our advertising revenue, including Instagram, TikTok, Facebook, Snapchat, and X (formerly Twitter). There are inherent challenges in measuring the total actual number of hours spent with our content across all platforms; however, we consider the data reported by Comscore to represent industry-standard estimates of the time actually spent on our largest distribution platforms with our most significant monetization opportunities. We use Time Spent to evaluate the level of engagement of our audience. Trends in Time Spent affect our revenue and financial results by influencing the number of ads we are able to show. However, increases or decreases in Time Spent may not directly correspond to increases or decreases in our revenue. For example, the number of programmatic impressions served by third-party platforms can vary based on the advertising revenue optimization strategies of these platforms and, as a result, an increase or decrease in Time Spent does not necessarily correlate with a corresponding increase or decrease in the number of programmatic impressions served, but Time Spent can be a key indicator for our programmatic advertising revenue when the third-party platforms optimize revenue over programmatic impressions. Our definition of Time Spent is not based on any standardized industry methodology and is not necessarily defined in the same manner, or comparable to, similarly titled measures presented by other companies. For the three months ended March 31, 2026, Time Spent decreased by 11%, consistent with broader industry trends, amongst our competitive set, according to Comscore.
Previous wording
We use certain metrics to assess the operational and financial performance of our business. On January 1, 2023, we introduced new metrics with respect to our branded content revenue, which represents the majority of our reported direct sold content revenue (branded content is further defined within “Components of Results of Operations” below). Specifically, we monitor the performance of our branded content advertisers through retention and average trailing 12-month revenue per branded content advertiser. Net branded content advertiser revenue retention is an indicator of our ability to retain the spend of our existing customers year-over-year, which we view as a reflection of the effectiveness of our services. In addition, we monitor the number of branded content advertisers and the net average branded content advertiser revenue, as defined below, as these metrics provide further details with respect to the majority of our reported direct sold content revenue and influence our business planning decisions. Our use of net branded content advertiser revenue retention, branded content advertisers, and net average branded content advertiser revenue have limitations as analytical tools, and investors should not consider them in isolation. Additionally, the aforementioned metrics do not have any standardized meaning and are therefore unlikely to be comparable to similarly titled measures presented by other companies. Pro forma amounts for acquisitions and dispositions are calculated as if the acquisitions and / or dispositions occurred on the first day of the applicable period.
Current wording
We use certain metrics to assess the operational and financial performance of our business. Effective January 1, 2023, we introduced metrics with respect to our branded content revenue, which represents the majority of our reported direct sold content revenue (branded content is further defined within “Components of Results of Operations” below). Specifically, we monitor the performance of our branded content advertisers through retention and average trailing 12- month revenue per branded content advertiser. Net branded content advertiser revenue retention is an indicator of our ability to retain the spend of our existing customers year-over-year, which we view as a reflection of the effectiveness of our services. In addition, we monitor the number of branded content advertisers and the net average branded content advertiser revenue, as defined below, as these metrics provide further details with respect to the majority of our reported direct sold content revenue and influence our business planning decisions. Our use of net branded content advertiser revenue retention, branded content advertisers, and net average branded content advertiser revenue have limitations as analytical tools, and investors should not consider them in isolation. Additionally, the aforementioned metrics do not have any standardized meaning and are therefore unlikely to be comparable to similarly titled measures presented by other companies. Pro forma amounts for acquisitions and dispositions are calculated as if the acquisitions and / or dispositions occurred on the first day of the applicable period.
Previous wording
•Content: Includes revenue generated from creating content, including promotional content, and customer advertising (herein referred to as “branded content”). Additionally, studio revenue generally includes revenue from feature films, content licensing, TV projects, and other projects inspired by BuzzFeed IP. Content revenue is recognized when the content, or the related action (click or view), is delivered.
Current wording
•Content: Includes revenue generated from creating content, including promotional content, and customer advertising (herein referred to as “branded content”). Additionally, studio revenue generally includes revenue from feature films, micro-dramas, content licensing, TV projects, and other projects inspired by BuzzFeed IP. Content revenue is recognized when the content, or the related action (click or view), is delivered.
Previous wording
Comparison of results for the three and nine months ended September 30, 2025 and 2024
Current wording
Comparison of results for the three months ended March 31, 2026 and 2025
Previous wording
The following tables set forth our condensed consolidated statement of operations data for each of the periods presented (in thousands):
Current wording
The following tables set forth our condensed consolidated statements of operations data for each of the periods presented (in thousands):
Previous wording
Commerce and other decreased by $3.1 million, or 15%, for the three months ended September 30, 2025, driven by a $2.8 million decrease in affiliate commerce revenue and a $0.3 million decline in other revenue. For the three months ended September 30, 2025 and 2024, affiliate commerce revenue was $16.8 million and $19.6 million, respectively, and other revenue, such as product licensing, was $0.2 million and $0.5 million, respectively. The decline in affiliate commerce revenue reflects less supplemental bonuses from our affiliate partners relative to the year-ago period.
Current wording
Commerce and other decreased by $3.3 million, or 32%, for the three months ended March 31, 2026, driven by a $3.0 million decrease in affiliate commerce revenue and a $0.3 million decline in other revenue. For the three months ended March 31, 2026 and 2025, affiliate commerce revenue was $6.8 million and $9.8 million, respectively, and other revenue, such as product licensing, was $0.1 million and $0.4 million, respectively. The decline in affiliate commerce revenue reflects an intentional reduction in marketing spend as we manage liquidity. We expect affiliate commerce revenue to decline in the short-term for these reasons.
Previous wording
Cost of revenue, excluding depreciation and amortization, increased by $3.9 million, or 5%, for the nine months ended September 30, 2025, driven by a $8.0 million increase in variable cost of revenue due to changes in the product mix, and a $1.7 million increase in restructuring expenses. These were partially offset by a $5.0 million decrease in compensation, largely reflecting our previous cost savings measures, and a $0.8 million decrease in content, software, and other expenses.
Current wording
Cost of revenue, excluding depreciation and amortization, decreased by $1.1 million, or 5%, for the three months ended March 31, 2026, driven by a $1.9 million decrease in restructuring expenses, partially offset by a $0.6 million increase in variable cost of revenue driven by changes in the product mix (primarily lower-margin studio revenue, particularly feature films).
Previous wording
Sales and marketing expenses decreased by $3.5 million, or 22%, for the nine months ended September 30, 2025, driven by a $2.4 million decrease in compensation and related expenses primarily reflecting our previous cost savings actions and a $1.1 million decrease in restructuring expenses.
Current wording
Sales and marketing expenses decreased by $0.8 million, or 19%, for the three months ended March 31, 2026, driven by a $0.9 million decrease in compensation and related expenses reflecting our previous cost savings actions, partially offset by a $0.2 million increase in consulting and other expenses.
Previous wording
General and administrative expenses decreased by $2.0 million, or 13%, for the three months ended September 30, 2025, driven by a 1.2 million decrease in rent expense, a $0.4 million decrease in compensation expenses primarily reflecting our previous cost savings actions, and a $0.3 million decrease in insurance.
Current wording
General and administrative expenses decreased by $1.2 million, or 8%, for the three months ended March 31, 2026, driven by a $0.6 million decrease in compensation expense reflecting our previous cost savings actions and attrition, a $0.4 million decrease in professional fees, and a $0.3 million decrease in insurance expense.
Previous wording
For the three months ended September 30, 2025, depreciation and amortization expenses decreased by $1.1 million, or 24%, primarily driven by less depreciation associated with certain leasehold improvements which were fully depreciated during 2025.
Current wording
For the three months ended March 31, 2026, depreciation and amortization expenses decreased by $0.9 million, or 19%, primarily driven by less depreciation associated with certain leasehold improvements which were fully depreciated during 2025.
Previous wording
We recorded other expense, net of $0.6 million for the three months ended September 30, 2025, compared to other income, net of $2.2 million for the three months ended September 30, 2024. The change of $2.8 million was primarily driven by a $2.2 million decrease in exchange gain (primarily unrealized) and a $0.5 million decrease in other income (principally reflecting transition services’ income in 2024 from the purchaser of Complex Networks).
Current wording
We recorded other expense, net of$0.3 million for the three months ended March 31, 2026, compared to other income, net of $1.3 million for the three months ended March 31, 2025. The change of $1.6 million was primarily driven by a $1.5 million change in exchange (loss) gain, primarily unrealized ($0.8 million loss recorded during the current year compared to a $0.7 million gain recorded during the prior year).
Previous wording
For the three months ended September 30, 2025, we recorded a gain related to the change in fair value of warrant liabilities of $0.2 million compared to a gain of $0.1 million for the three months ended September 30, 2024.
Current wording
For the three months ended March 31, 2026, we recorded a gain related to the change in fair value of warrant liabilities of $0.1 million compared to a gain of $1.2 million for the three months ended March 31, 2025.
Previous wording
For the three and nine months ended September 30, 2025 and 2024, the Company’s effective tax rate on continuing operations differed from the U.S. federal statutory income tax rate of 21% primarily due to limited tax benefits provided for against its current year pre-tax operating loss, as the Company maintains a full valuation allowance against its U.S. deferred tax assets that are not realizable on a more-likely-than-not basis, and the discrete impact of finalization of Canadian and federal tax return filings.
Current wording
For the three months ended March 31, 2026 and 2025, the Company’s effective tax rate differed from the U.S. federal statutory income tax rate of 21% primarily due to limited tax benefits provided for against its current year pre-tax operating loss, as the Company maintains a full valuation allowance against its U.S. deferred tax assets that are not realizable on a more-likely-than-not basis, and the results of foreign operations.
Previous wording
Adjusted EBITDA is a non-GAAP financial measure, and represents a key metric used by management and our board of directors to measure the operational strength and performance of our business, to establish budgets, and to develop operational goals for managing our business. We define Adjusted EBITDA as net (loss) income from continuing operations, excluding the impact of net income attributable to noncontrolling interests, income tax (benefit) provision, interest expense, net, other expense (income), net, depreciation and amortization, stock-based compensation, change in fair value of warrant liabilities, restructuring costs, transaction-related costs, and other non-cash and non-recurring items that management believes are not indicative of ongoing operations.
Current wording
Adjusted EBITDA is a non-GAAP financial measure, and represents a key metric used by management and our board of directors to measure the operational strength and performance of our business, to establish budgets, and to develop operational goals for managing our business. We define Adjusted EBITDA as net loss, excluding the impact of net (loss) income attributable to noncontrolling interests, income tax (benefit) provision, interest expense, net, other expense (income), net, depreciation and amortization, stock-based compensation, change in fair value of warrant liabilities, restructuring costs, amortization of capitalized interest for content, and other non-cash and non-recurring items that management believes are not indicative of ongoing operations.
Previous wording
Adjusted EBITDA should not be considered a substitute for (loss) income from continuing operations, net (loss) income, or net (loss) income attributable to BuzzFeed, Inc. that we have reported in accordance with GAAP.
Current wording
Adjusted EBITDA should not be considered a substitute for loss before income taxes, net loss, or net loss attributable to BuzzFeed, Inc. that we have reported in accordance with GAAP.
Previous wording
Reconciliation from net (loss) income from continuing operations to Adjusted EBITDA
Current wording
Reconciliation from Net loss to Adjusted EBITDA
Previous wording
The following table reconciles consolidated net (loss) income from continuing operations to Adjusted EBITDA for the periods presented:
Current wording
The following table reconciles consolidated net loss to Adjusted EBITDA for the periods presented:
Previous wording
(1)Refer to elsewhere above in Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” herein for a discussion of the distinct restructuring activities during the three and nine months ended September 30, 2025 and 2024. We exclude restructuring expenses from our non-GAAP measures because we believe they do not reflect expected future operating expenses, they are not indicative of our core operating performance, and they are not meaningful in comparisons to our past operating performance.
Current wording
(1)Refer to elsewhere above in Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” herein for a discussion of the distinct restructuring activities during the three months ended March 31, 2025. We exclude restructuring expenses from our non-GAAP measures because we believe they do not reflect expected future operating expenses, they are not indicative of our core operating performance, and they are not meaningful in comparisons to our past operating performance.
Previous wording
We previously disclosed conditions that raised substantial doubt about our ability to continue as a going concern, which was due to the holders of the Notes having the ability to require us to repurchase all of the Notes then-outstanding, for cash, at any time on or after May 31, 2025. As disclosed in Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q, in May 2025, we secured a $40.0 million asset-backed term loan (as amended) and used a portion of the proceeds to repay, in full, the Notes. As a result of these efforts, and due to expected cash flows from operations over the next 12 months, the substantial doubt about our ability to continue as a going concern was resolved as of the date of issuance of the condensed consolidated financial statements (the “issuance date”).
Current wording
These conditions and events raise substantial doubt about our ability to continue as a going concern.
Previous wording
Additionally, we may implement incremental cost savings actions and pursue additional sources of outside capital to supplement our funding obligations as they become due, which includes additional offerings of our Class A common stock under the at-the-market offering (refer to Note 9 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details), or other issuances of Class A common stock or other securities convertible into or exercisable or exchangeable for our Class A common stock. However, as of the issuance date, no additional sources of outside capital have been secured or were deemed probable of being secured, other than our at-the-market-offering, which is subject to the conditions contained in the At-The-Market Offering Agreement dated June 20, 2023 with Craig-Hallum Capital Group LLC.
Current wording
In addition, we can provide no assurance that we will generate sufficient cash inflows from operations, that we will be successful in obtaining such new financing, or that we will be able to optimize our condensed consolidated balance sheet in a manner necessary to fund our obligations as they become due over the next 12 months beyond the issuance date. Additionally, we may implement incremental cost savings actions and pursue additional sources of outside capital to supplement our funding obligations as they become due, which includes additional offerings of our Class A common stock under the at-the-market offering (refer to Note 9 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details). However, as of the issuance date, no additional sources of outside capital have been secured or were deemed probable of being secured, other than our at-the-market offering, which is subject to the conditions contained in the At-The-Market Offering agreement dated June 20, 2023 with Craig-Hallum Capital Group LLC, and the Share Purchase Agreement with Allen Family Digital, LLC, as discussed further in Note 19 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q. We can provide no assurance that we will successfully generate sufficient liquidity to fund our operations for the next 12 months beyond the issuance date, or if necessary, secure additional outside capital (including through our at-the-market offering) or implement incremental cost savings.
Previous wording
Moreover, on an ongoing basis, we are evaluating strategic changes to our operations, including asset divestitures, restructurings, or the discontinuance of unprofitable lines of business. Any such transaction could be material to our business, financial condition, and results of operations. The nature and timing of any such changes depend on a variety of factors, including, as of the applicable time: our available cash, liquidity, and operating performance; our commitments and obligations; our capital requirements; limitations imposed under our credit arrangements; and overall market conditions.
Current wording
Moreover, on an ongoing basis, we are evaluating strategic changes to our operations, including asset divestitures, restructuring, or the discontinuance of unprofitable lines of business. Any such transaction could be material to our business, financial condition, and results of operations. The nature and timing of any such changes depend on a variety of factors, including, as of the applicable time, our available cash, liquidity, and operating performance; our commitments and obligations; our capital requirements; limitations imposed under our credit arrangements; and overall market conditions. As of the issuance date, we continue to work on optimizing our condensed consolidated balance sheet and evaluate our assets.
Previous wording
During the second quarter of 2024, we entered into an agreement with a financial institution for standby letters of credit in the amount of $15.5 million, which were issued during the second quarter of 2024 in favor of certain of our landlords, and remain outstanding as of September 30, 2025. Additionally, during the first quarter of 2025, we entered into an agreement with a financial institution for a standby letter of credit in the amount of approximately $2.9 million, which was issued in the first quarter of 2025 in favor of the landlord for our new corporate headquarters and remains outstanding as of September 30, 2025. Refer to Note 13 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Current wording
During the second quarter of 2024, we entered into an agreement with a financial institution for standby letters of credit in the amount of $15.5 million, which were issued during the second quarter of 2024 in favor of certain of our landlords, and remain outstanding as of March 31, 2026. Additionally, during the first quarter of 2025, we entered into an agreement with a financial institution for a standby letter of credit in the amount of approximately $2.9 million, which was issued in the first quarter of 2025 in favor of the landlord for our corporate headquarters and remains outstanding as of March 31, 2026. Refer to Note 13 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details regarding our corporate headquarters.
Previous wording
In June 2021, in connection with the entry into the merger agreement pursuant to which the Business Combination was consummated, we entered into subscription agreements with certain investors to sell $150.0 million aggregate principal amount of Notes. In connection with the closing of the Business Combination, we issued, and those investors purchased, the Notes, which were governed by an indenture, dated December 3, 2021, which was amended on each of July 10, 2023, February 28, 2024, October 28, 2024, and December 10, 2024 (i.e., the “Indenture”). The Notes were convertible into shares of our Class A common stock at a conversion price of approximately $50.00 and bore interest at a rate of 8.50% per annum, payable semi-annually.
Current wording
In June 2021, in connection with the entry into the merger agreement pursuant to which the Business Combination was consummated, we entered into subscription agreements with certain investors to sell $150.0 million aggregate principal amount of Notes. In connection with the closing of the Business Combination, we issued, and those investors purchased, the Notes, which were governed by an indenture, dated December 3, 2021, which was amended on each of July 10, 2023, February 28, 2024, October 28, 2024, and December 10, 2024 (i.e., the “Indenture”). The Notes were convertible into shares of our Class A common stock at a conversion price of approximately $50.00 and bore interest at a rate of 8.5% per annum, payable semi-annually.
Previous wording
On May 23, 2025 (the “Closing Date”), we entered into a credit agreement (the “Credit Agreement”) with with a financial institution that provides for, among other things, an asset-backed term loan (i.e., the Term Loan), with a commitment amount of the greater $40.0 million and a borrowing base calculated as a percentage of the face amount of certain eligible receivables, plus an overadvance amount of up to $25.0 million from August 25, 2025 through February 20, 2026, as discussed below, $20.0 million through August 31, 2026, and thereafter $10.0 million until the second anniversary of the Closing Date, and $5.0 million thereafter. We borrowed $40.0 million on the Closing Date. The Term Loan matures on May 23, 2028, and bears interest at the rate of Secured Overnight Financing Rate (“SOFR”), plus 6.5% per annum, subject to a SOFR floor of 3.5%. We are required to repay $15.0 million of the Term Loan on August 31, 2026, upon the contractual expiration of certain of our outstanding standby letters of credit. The Term Loan is guaranteed by certain of the our domestic and Canadian subsidiaries. The Term Loan’s lender has a first lien on substantially all of our assets and the Guarantors (as defined in the Credit Agreement). Pursuant to the Credit Agreement, we must maintain minimum liquidity of $5.0 million. No other financial maintenance covenants are applicable, and we were in compliance with the aforementioned covenant as of September 30, 2025.
Current wording
On May 23, 2025 (the “Closing Date”), we entered into a credit agreement (the “Credit Agreement”) with a financial institution that provides for, among other things, an asset-backed term loan (i.e., the Term Loan), with a commitment amount of the greater $40.0 million and a borrowing base calculated as a percentage of the face amount of certain eligible receivables, plus an overadvance amount of up to $25.0 million from August 25, 2025 through April 30, 2026 (as discussed below), $20.0 million through August 31, 2026, and thereafter $10.0 million until the second anniversary of the Closing Date, and $5.0 million thereafter. We borrowed $40.0 million on the Closing Date. The Term Loan matures on May 23, 2028, and bears interest at the rate of Secured Overnight Financing Rate (“SOFR”), plus 6.5% per annum, subject to a SOFR floor of 3.5%. We are required to repay $15.0 million of the Term Loan on August 31, 2026, upon the contractual expiration of certain of our outstanding standby letters of credit. The Term Loan is guaranteed by certain of the our domestic and Canadian subsidiaries. The Term Loan’s lender has a first lien on substantially all of our assets and the Guarantors (as defined in the Credit Agreement). Pursuant to the Credit Agreement, we must maintain minimum liquidity of $5.0 million ($3.5 million through April 30, 2026, as described below). No other financial maintenance covenants are applicable, and we were in compliance with the aforementioned covenant as of March 31, 2026.
Previous wording
On August 25, 2025, we entered into the Amendment No. 2 to Credit Agreement (the “Second Amended Credit Agreement,” as amended, supplemented, or otherwise modified from time to time prior to the Second Amended Credit Agreement, the “Credit Agreement”), which provided for an incremental loan commitment of $5.0 million, which is required to be repaid in full on February 20, 2026. The Second Amended Credit Agreement also provides for a permitted overadvance of $25.0 million from August 25, 2025, through February 20, 2026. We borrowed the incremental $5.0 million on August 25, 2025, and $45.0 million aggregate principal amount of indebtedness remains outstanding as of September 30, 2025.
Current wording
On August 25, 2025, we entered into the Amendment No. 2 to Credit Agreement (the “Second Amended Credit Agreement,” as amended, supplemented, or otherwise modified from time to time prior to the Second Amended Credit Agreement, the “Credit Agreement”), which provided for an incremental loan commitment of $5.0 million, which was required to be repaid in full on February 20, 2026. We borrowed the incremental $5.0 million on August 25, 2025.
Previous wording
On June 26, 2025, BuzzFeed Studios Canada, Inc., an indirectly held subsidiary of ours, acquired a majority stock interest in Girls Like Girls Film Inc. Upon acquisition, Girls Like Girls Film Inc. had debt of approximately $4.8 million (CAD $6.6 million), of which $4.0 million was required to be repaid with proceeds from a contract with a third party for distribution rights for a feature film, and the remaining $0.8 million is due when Girls Like Girls Film Inc. receives expected production tax credits. $3.6 million was repaid in September 2025, and the remaining repayment dates are currently unknown, but are expected to occur within the next 12 months. Girls Like Girls Film Inc. also has available to it a $0.4 million (CAD $0.6 million) foreign exchange line of credit, of which there is no amount currently outstanding. Refer to Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Current wording
On June 26, 2025, BuzzFeed Studios Canada, Inc., an indirectly held subsidiary of ours, acquired a majority stock interest in Girls Like Girls Film Inc. Upon acquisition, Girls Like Girls Film Inc. had debt of approximately $4.8 million (CAD $6.6 million), of which $4.0 million was required to be repaid with proceeds from a contract with a third party for distribution rights for a feature film, and the remaining $0.8 million was due when Girls Like Girls Film Inc. received expected production tax credits. $3.6 million was repaid in September 2025 and $1.0 million was repaid in December 2025, resulting in a remaining balance of approximately $0.2 million as of December 31, 2025. The remaining balance was paid in February 2026, and this debt facility is now closed. Refer to Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Previous wording
As of September 30, 2025, the carrying value of short-term debt and long-term debt associated with film financing arrangements totaled $5.8 million and $0.5 million, respectively, and the aggregate principal amount of film financing-related indebtedness outstanding was approximately $6.6 million. Refer to Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Current wording
As of March 31, 2026, the carrying value (which approximates the principal amount) of short-term debt and long-term debt associated with film financing arrangements totaled $11.1 million and $4.3 million, respectively. As of December 31, 2025, the carrying value / principal amount of short-term debt and long-term debt associated with film financing arrangements totaled $11.1 million and $3.9 million, respectively. Refer to Note 8 to the condensed consolidated financial statements included elsewhere within this Quarterly Report on Form 10-Q for additional details.
Previous wording
Cash flows (used in) provided by operating, investing, and financing activities from continuing operations were as follows for the periods presented:
Current wording
Cash flows provided by (used in) operating, investing, and financing activities were as follows for the periods presented:
Previous wording
On March 21, 2023, we filed a shelf registration statement on Form S-3 (the “Shelf Registration Statement”) under which we may, from time to time, sell securities in one or more offerings having an aggregate offering price of up to $150.0 million. The Shelf Registration Statement was declared effective as of April 5, 2023. On June 20, 2023, we entered into an At-The-Market Offering Agreement with Craig-Hallum Capital Group LLC pursuant to which we were able to sell up to 3,316,503 shares of our Class A common stock. In July 2024, we increased the size of the offering available under the At-The-Market-Offering Agreement to $150.0 million. As of September 30, 2025, we sold, in the aggregate, 1,153,345 shares of our Class A common stock, at an average price of $2.52 per share, for aggregate net proceeds of $2.8 million after deducting commissions and offering expenses. We used the aggregate net proceeds for general corporate purposes.
Current wording
On March 21, 2023, we filed a shelf registration statement on Form S-3 (the “Shelf Registration Statement”) under which we may, from time to time, sell securities in one or more offerings having an aggregate offering price of up to $150.0 million. The Shelf Registration Statement was declared effective as of April 5, 2023. On June 20, 2023, we entered into an At-The-Market Offering Agreement with Craig-Hallum Capital Group LLC pursuant to which we were able to sell up to 3,316,503 shares of our Class A common stock. In July 2024, we increased the size of the offering available under the At-The-Market-Offering Agreement to $150.0 million. As of March 31, 2026, we sold, in the aggregate, 1,153,345 shares of our Class A common stock, at an average price of $2.52 per share, for aggregate net proceeds of $2.8 million after deducting commissions and offering expenses. We used the aggregate net proceeds for general corporate purposes. There were no proceeds raised related to this offering during the three months ended March 31, 2026, and there were $nil proceeds raised related to this offering during the three months ended March 31, 2025.
Previous wording
For the nine months ended September 30, 2025, cash used in operating activities from continuing operations was $7.0 million compared to cash used in operating activities from continuing operations of $4.0 million for the nine months ended September 30, 2024. The change was primarily driven by a $34.8 million increase in the change in accounts payable, a $5.8 million increase in the change deferred revenue, and a $4.6 million improvement in net loss, adjusted for non-cash items. These were partially offset by a $17.3 million decrease in the change in accounts receivable, a $15.3 million decrease in the change in prepaid expenses and other current assets and prepaid expenses and other assets, a $13.8 million decrease in the change in accrued expenses, other current liabilities, and other liabilities, a $1.5 million decrease in the change in accrued compensation, and a $0.3 million decrease in the change in lease liabilities.
Current wording
For the three months ended March 31, 2026, cash provided by operating activities was $2.7 million compared $1.3 million for the three months ended March 31, 2025. The change was primarily driven by a $7.4 million increase in the change in accounts payable, a $2.2 million increase in the change in accounts receivable, a $1.2 million increase in the change in prepaid expenses and other current assets and prepaid expenses and other assets, a $0.8 million increase in the change in lease liabilities, a $0.3 million increase in the change in accrued compensation, and a $0.2 million increase in the change in film costs. These were partially offset by a $5.8 million decrease in the change in accrued expenses, other current liabilities, and other liabilities, a $2.6 million decrease in the change deferred revenue, and a $2.4 million reduction in net loss, adjusted for non-cash items.
Previous wording
For the nine months ended September 30, 2024, cash used in investing activities from continuing operations was $9.4 million, which consisted of $9.3 million of capital expenditures on internal-use software and $0.5 million of other capital expenditures, partially offset by $0.4 million in proceeds from the sale of an asset. For the nine months ended September 30, 2024, net cash provided by investing activities from discontinued operations was $108.6 million, which represents the cash received for the sale of certain assets relating to the business of Complex Networks (i.e., the Complex Disposition) and is non-recurring in nature.
Current wording
For the three months ended March 31, 2026, cash used in investing activities was $4.1 million, which consisted of $4.0 million of capital expenditures on internal-use software and $0.2 million of other capital expenditures, partially offset by $0.1 million of proceeds received from the sale of an asset.
Previous wording
For the nine months ended September 30, 2025, cash used in investing activities from continuing operations was $11.2 million, which consisted of $9.6 million of capital expenditures on internal-use software and $1.7 million of other capital expenditures (including those for our new corporate headquarters), partially offset by $0.3 million in proceeds received from the previous sale of an asset.
Current wording
For the three months ended March 31, 2025, cash used in investing activities was $3.4 million, which consisted of $3.1 million of capital expenditures on internal-use software and $0.4 million of other capital expenditures, partially offset by $0.3 million in proceeds received from the previous sale of an asset.
Previous wording
For the nine months ended September 30, 2025, cash provided by financing activities was $13.5 million, which consisted of $44.0 million in borrowings from the Term Loan, $5.3 million in borrowings from film financing arrangements, and $2.7 million in proceeds from co-financing arrangements for feature films. These were partially offset by $30.0 million in repayments on the Notes, a $3.3 million repurchase of common stock, $2.1 million in consent solicitation fee payments,$1.9 million in distributions paid to noncontrolling interests, and $0.8 million in payments of debt issuance costs associated with the Term Loan.
Current wording
For the three months ended March 31, 2026, cash used in financing activities was $0.2 million, which consisted of $0.3 million in payments of debt issuance / modification costs associated with the Term Loan and$0.2 million in repayments of film financing facilities. These were partially offset by $0.4 million in borrowings from film financing arrangements.
Previous wording
Our principal commitments consist of obligations for repayment of borrowings under the Term Loan and film financing arrangements, along with obligations for office space under non-cancelable operating leases with various expiration dates through 2031 (assumes the early termination option afforded under the new lease for our new corporate headquarters is exercised; otherwise, 2036). Refer to Notes 8 and 13 to the condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional details regarding our contractual obligations.
Current wording
Our principal commitments consist of obligations for repayment of borrowings under the Term Loan and film financing arrangements, along with obligations for office space under non-cancelable operating leases with various expiration dates through 2031 (assumes the early termination option afforded under the lease for our corporate headquarters is exercised; otherwise, 2036). Refer to Notes 8 and 13 to the condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional details regarding our contractual obligations.
Previous wording
We will remain an emerging growth company under the JOBS Act until the earliest of: (i) the last day of our first fiscal year following the fifth anniversary of 890’s initial public offering (i.e., December 31, 2026); (ii) the last date of our fiscal year in which we have total annual gross revenue of at least $1.235 billion; (iii) the date on we are deemed to be a “large accelerated filer” under the rules of the U.S. Securities and Exchange Commission with at least $700.0 million of outstanding securities held by non-affiliates; and (iv) the date on which we have issued more than $1.0 billion in non-convertible debt securities during the previous three years.
Current wording
We will remain an emerging growth company under the JOBS Act until December 31, 2026 (i.e., the last day of our fiscal year following the fifth anniversary of 890’s initial public offering).
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
The Second Amended Credit Agreement also provides for a permitted overadvance of $25.0 million from August 25, 2025, through February 20, 2026 (the Third Amended Credit Agreement extended the $25.0 million overadvance through April 30, 2026, as discussed below).
Current report — wording carried from elsewhere
$45.0 million aggregate principal amount of indebtedness associated with the Term Loan remains outstanding as of March 31, 2026.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Additionally, pursuant to subscription agreements entered into in connection with the merger agreement pursuant to which the Business Combination was consummated, we issued, and certain investors purchased, $150.0 million aggregate principal amount of unsecured convertible notes due 2026 (the “Notes”) concurrently with the closing of the
Previous report — wording carried elsewhere
For the nine months ended September 30, 2025, depreciation and amortization expenses decreased by $2.3 million, or 16%, primarily driven by less depreciation associated with certain leasehold improvements which were fully depreciated during 2025, and a decrease in amortization of capitalized software.