Gloo Holdings, Inc.
For the period ended Jul 31, 2026. Filed Sep 10, 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.
Jul 31, 2026 · Filed Sep 10, 2026
GLOO$2.72+0.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-04-30; filed 2026-06-09.
0001193125-26-263889
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-07-31; filed 2026-09-10.
0002069785-26-000003
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 115 previous paragraphs and 128 current paragraphs.
85 unchanged; 26 reworded; 16 added; 4 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 8 previous and 9 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 (16)
Current report
Donations represent the economic engine of this ecosystem, funding the mission-driven work of faith based organizations. According to Kentley Insights, faith-based organizations of all religions generated over $265 billion in revenue in 2024, roughly double the pace of U.S. GDP growth. This underscores the scale of the opportunity and the importance of donor development.
Current report
Our acquisition strategy is an important part of expanding the capabilities, expertise and customer relationships across both Powering Tech and Powering Reach and building a stronger, more durable network. Each acquisition strengthens the broader Gloo platform, while creating additional opportunities to serve existing and new customers across our portfolio. Since becoming a public company, we have completed five acquisitions - Westfall Gold, XRI, Enterprise Marketdesk, Midwestern Interactive, and Cedarstone - expanding our capabilities in fundraising, media, marketing, donor development, technology, and accountancy services.
Current report
Recent Developments
Current report
Follow On Offering
Current report
On July 10, 2026, we completed a follow-on offering of 7,000,000 shares of Class A common stock at a public offering price of $3.25 per share. We received net proceeds of approximately $21.1 million, after deducting underwriting discounts, commissions and estimated offering expenses. On July 15, 2026, the underwriters partially exercised their option to purchase additional shares and purchased 853,787 additional shares of Class A common stock at the public offering price of $3.25 per share, resulting in additional net proceeds of approximately $2.6 million after deducting underwriting discounts and commissions. The proceeds have strengthened our liquidity and are expected to be used for general corporate purposes, including acquisitions and investments in businesses, products, services or technologies, working capital, operating expenses and capital expenditures.
Current report
Acquisition
Current report
On May 1, 2026, we acquired EMD for a contractual purchase price $17.3 million and a GAAP purchase price of $16.8 million. EMD is a Workday Services Partner that helps organizations implement and optimize Workday through advisory and consulting services. The acquisition is expected to enhance the Company’s Gloo 360 portfolio by expanding its capabilities in enterprise technology enablement, operational efficiency, and data-driven decision-making. By helping to modernize work for customers through forward-deployed engineering and agentic AI, the Company expects to deliver better outcomes for its customers.
Current report
Restructuring
Current report
During the quarter ended July 31, 2026, management approved and initiated a strategic restructuring plan designed to streamline operations and reduce operating costs and cost of revenue. The plan involved a reduction in headcount affecting multiple departments, including Gloo 360, AI, and sales and marketing, as well as the termination of a vendor contract. In connection with the restructuring plan, we recorded total pre-tax restructuring charges of $4.4 million during the three months ended July 31, 2026, consisting primarily of severance and related employee benefits and a $1.0 million contract termination fee. Restructuring charges for the six months ended July 31, 2026 were $4.4 million, which includes immaterial amount related to actions initiated prior to the current plan. These charges are primarily reflected within cost of revenue, sales and marketing, product development, and general and administrative in the Condensed Consolidated Statements of Operations. We do not expect to incur material additional charges under this plan. The contract termination fee was paid in full during the quarter ended July 31, 2026, and no further obligation remains. As of July 31, 2026, $2.3 million of accrued severance and related benefits remained outstanding within accrued compensation, which we expect to pay by January 31, 2027. The components of the restructuring charges are as follows:
Current report
Loss on Extinguishment of Debt
Current report
Loss on extinguishment of debt represents the excess of the consideration paid to retire our Senior Secured Promissory Notes over its carrying amount, including discounts, premiums and issuance costs associated with the extinguished debt.
Current report
Product development expense increased by $2.1 million, or 41.7%, and increased by $0.3 million, or 2.6%, for the three and six months ended July 31, 2026, respectively, compared to the corresponding periods in 2025. The increase for the three months ended July 31, 2026 was primarily driven by $1.3 million of restructuring related severance expenses and $0.3 million in higher AI data usage. For the six month period, the increase was primarily attributable to $0.5 million in higher AI data usage, offset by a reduction in engineering services.
Current report
General and administrative expenses increased by $3.4 million, or 27.5%, and $8.7 million or 39.0%, for the three and six months ended July 31, 2026, respectively, compared to the corresponding periods in 2025. The increase for the three month period was primarily attributable to a $1.8 million increase related to incremental operating costs from our 2025 acquisitions which were completed post Q2 2025, as well as a $0.8 million increase in compensation related costs and $0.8 million of severance and other exit fees due to restructuring. The increase for the six month period was primarily attributable to a $4.5 million increase in compensation related costs and $1.8 million due to incremental operating costs from our 2025 acquisitions which were completed post Q2 2025, and $0.8 million of severance and other exit fees due to restructuring. This is partially offset by a decrease in acquisition related expenses.
Current report
Depreciation and amortization expense increased by $1.0 million, or 37.2%, and $1.9 million, or 36.4%, for the three and six months ended July 31, 2026, respectively, compared to the corresponding periods in 2025. The increases were primarily due to full quarters of operations from strategic acquisitions during 2026 versus partial period ownership in 2025, as well as an increase in depreciation and amortization of fixed assets and capitalized software at Gloo due to normal course of business.
Current report
Loss on Extinguishment of Debt
Current report
No loss on extinguishment of debt was recognized during three and six months ended July 31, 2026. We incurred a $7.5 million loss on extinguishment of debt during the three and six months ended July 31, 2025, resulting from the exchange of certain Original Senior Secured Notes to Senior Secured Convertible Notes.
Removed paragraphs (4)
Previous report
Loss (Gain) from Change in Fair Value of Financial Instruments
Previous report
Product development expense decreased by $1.8 million, or 31.8%, for the three months ended April 30, 2026, compared to the corresponding period in 2025. The decrease was primarily related to targeted workforce reductions to eliminate duplication, while reallocating resources to areas focused on our AI powered platform.
Previous report
General and administrative expenses increased by $5.3 million or 53.1%, for the three months ended April 30, 2026, compared to the corresponding period in 2025. The increase was primarily driven by higher personnel expenses of $3.5 million, largely due to increased headcount to support expanded corporate functions as a public company and the integration of the Masterworks acquisition. We also incurred additional increases of $0.9 million of professional services fees related to incremental financial reporting requirements and activities associated with the transition to operating as a public company.
Previous report
Depreciation and amortization expense increased by $0.9 million, or 35.6%, for the three months ended April 30, 2026, compared to the corresponding period in 2025. The increase was primarily attributable to an additional $0.6 million of amortization expense related to intangible assets acquired through Gloo Capital Partner acquisitions completed subsequent to April 30, 2025.
Reworded paragraphs (26)
Previous wording
Given the scale and importance of this fragmented ecosystem, we believe there is a significant opportunity to build the core technology infrastructure that enables CFLs and NCPs to operate more effectively, reach more people, increase their impact and facilitate more efficient exchange across the ecosystem. Our strategy is to address this opportunity through two core and reinforcing platform capabilities: Powering Tech and Powering Reach. Our Powering Tech solutions help our customers modernize their technology systems, data and workflows through a trusted, AI-enabled technology platform. Our Powering Reach solutions help our customers expand awareness, deepen engagement and increase donor support through differentiated media, marketing, fundraising and data capabilities.
Current wording
We believe the scale, growth, and importance of this ecosystem create a significant opportunity to build the core technology infrastructure that enables CFLs and NCPs to operate more effectively, reach more people, increase their impact and facilitate more efficient exchange across the ecosystem. We address this opportunity through two core and reinforcing platform capabilities: Powering Tech and Powering Reach. Powering Tech solutions help our customers modernize their technology systems, data and workflows through a trusted, AI-enabled technology platform. Powering Reach solutions help our customers expand awareness, deepen engagement and increase donor support through differentiated media, marketing, fundraising and data capabilities.
Previous wording
Underpinning our Powering Reach and Powering Tech solutions is our growing leadership in Applied AI for the faith and flourishing ecosystem, which we define as AI applied to the operations, workflows and mission-critical activities of churches, ministries and nonprofits in ways that protect theological integrity, strengthen relational ministry and advance human flourishing. We are leveraging innovations in agentic AI and foundational models and services, combining them with AI advancements across our platform.
Current wording
Our growing leadership in Applied AI increasingly strengthens both of these capabilities. We define Applied AI as AI applied to the operations, workflows and mission-critical activities of churches, ministries and nonprofits in ways that protect theological integrity, strengthen relational ministry and advance human flourishing. We are leveraging advances in agentic AI and foundational models and integrating AI capabilities across our platform to improve how our customers operate, engage their constituents and advance their missions.
Previous wording
We generate the following four types of revenue, the first three of which we account for as platform revenue: (1) subscriptions, (2) marketplace, (3) advertising and (4) platform solutions. We generate revenue from NCPs through sales of enterprise subscriptions to outsourced technology, AI capabilities and advertising (all of which we account for as platform revenue), as well as platform solutions. We generate platform revenue from CFLs through sales of subscriptions to communication tools, content libraries, data insights and AI capabilities, as well as through transactions on our and Gloo Capital Partners’ e-commerce marketplaces, including Outreach, Inc., our largest online marketplace.
Current wording
We monetize these capabilities through four types of revenue: (1) subscriptions, (2) marketplace, (3) advertising and (4) platform solutions, the first three of which we account for as platform revenue. NCPs purchase enterprise subscriptions to outsourced technology and capabilities, advertising services, and platform solutions from Gloo. CFLs purchase subscriptions to communication tools, content libraries, data insights and AI capabilities, and transact through e-commerce marketplaces operated by us and our Gloo Capital Partners, including Outreach, Inc., our largest online marketplace. Through these revenue streams, we generate revenue both from the technology and services organizations use to operate and from the capabilities they use to reach, engage and serve their communities.
Previous wording
In connection with our acquisitions of Visitor Reach and Midwestern, we granted the counterparties contractual rights to repurchase a portion of the business interests that we acquired, subject to certain conditions and over specified periods. If any such repurchase rights are exercised, we may be required to unwind part or all of a completed acquisition or divest all or a portion of a completed investment, on terms that may not be favorable to us, which could result in the loss of strategic or core assets or future revenue streams. The exercise of these repurchase rights may also require us to deconsolidate such entities from our consolidated financial statements, which would adversely affect our financial condition, results of operations and prospects. For example, if all repurchase rights outstanding as of April 30, 2026, were exercisable as of such date and were exercised on such date, we would be required to deconsolidate $4.6 million, or 11.0%, of revenue and $1.9 million, or 11.3%, of our net loss for the three months ended April 30, 2026. If all repurchase rights outstanding as of April 30, 2025 were exercisable as of such date and were exercised on such date, we would be required to deconsolidate $0.7 million, or 5.6%, revenue and $0.3 million, or 1.3%, of our net loss for the three months ended April 30, 2025.
Current wording
In connection with our acquisitions of Visitor Reach and Midwestern, we granted the counterparties contractual rights to repurchase a portion of the business interests that we acquired, subject to certain conditions and over specified periods, and in August 2026 the Midwestern repurchase rights were eliminated following the Midwestern II Acquisition. If any remaining repurchase rights are exercised, we may be required to unwind part or all of a completed acquisition or divest all or a portion of a completed investment, on terms that may not be favorable to us, which could result in the loss of strategic or core assets or future revenue streams. The exercise of these repurchase rights may also require us to deconsolidate such entities from our consolidated financial statements, which would adversely affect our financial condition, results of operations and prospects.
Previous wording
Cost of revenue is reported exclusive of depreciation and amortization. Cost of revenue related to subscription offerings consists primarily of software and hosting tools, salaries and wages related to employees that support the customer product, as well as customer success teams. Cost of revenue related to marketplace is comprised of raw materials, finished goods, salaries and wages related to employees in the production department, as well as rent expense and overhead. Cost of revenue related to advertising consists primarily of salaries and wages related to employees that support our advertising customers as well as costs related to advertising insertion technology tools. Cost of revenue related to platform solutions primarily consists of salaries and wages for our professional services teams as well as costs associated with supporting fundraising events such as hotel costs and speaker fees.
Current wording
Cost of revenue is reported exclusive of depreciation and amortization. Cost of revenue related to subscription offerings consists primarily of software and hosting tools, salaries and wages related to employees that support the customer product, as well as customer success teams. Cost of revenue related to marketplace is comprised of raw materials, finished goods, salaries and wages related to employees in the production department, as well as rent expense and overhead. Cost of revenue related to advertising consists primarily of salaries and wages related to employees that support our advertising customers as well as costs related to digital platforms, print production, and logistics. Cost of revenue related to platform solutions primarily consists of salaries and wages for our professional services teams as well as costs associated with supporting fundraising events such as hotel costs and speaker fees.
Previous wording
Other expense (income), net primarily consists of interest income earned on our cash and cash equivalents. For the three months ended April 30, 2026, this also included a partial refund of a one-time employee tax credit and a one time non-operating expense.
Current wording
Other expense (income), net primarily consists of interest income earned on our cash and cash equivalents. For the six months ended July 31, 2026, this also included a partial refund of a one-time employee tax credit and a one time non-operating expense.
Previous wording
Loss (gain) from change in fair value of financial instruments primarily relates to mark-to-market changes on warrant and derivative instruments and the MW Call Option. For the three months ended April 30, 2025, this also included change in fair value of exchangeable shares.
Current wording
(Gain) loss from change in fair value of financial instruments primarily relates to mark-to-market changes on warrant and derivative instruments and the MW Call Option. For the three and six months ended July 31, 2025, this also included change in fair value of exchangeable shares.
Previous wording
Comparison of the Three Months Ended April 30, 2026 and 2025
Current wording
Comparison of the Three and Six Months Ended July 31, 2026 and 2025
Previous wording
Total revenue increased by $29.2 million, or 237.6%, for the three months ended April 30, 2026, compared to the corresponding period in 2025. This increase was driven by an increase in platform revenue of $15.6 million and an increase in platform solutions revenue of $13.6 million.
Current wording
Total revenue increased by $30.4 million, or 188.0%, and increased by $59.6 million, or 209.4%, for the three and six months ended July 31, 2026, respectively, compared to the corresponding periods in 2025. The increase for the three month period was driven by an increase in platform revenue of $14.9 million and an increase in platform solutions revenue of $15.5 million. The increase for the six month period was driven by an increase in platform revenue of $30.5 million and an increase in platform solutions revenue of $29.1 million.
Previous wording
Platform revenue increased by $15.6 million, primarily due to an increase in advertising revenue of $9.9 million and an increase in subscription revenue of $5.5 million during the three months ended April 30, 2026, compared to the corresponding period in 2025. The increase in advertising revenue is primarily attributable to the acquisition of Masterworks, Incorporated (“Masterworks”), a leading marketing and fundraising firm. The increase in subscription revenue was primarily driven by the continued expansion of our Gloo 360 product offering, which enables customers to improve efficiency, strengthen system integration and accelerate digital transformation initiatives. Gloo 360 was launched during the third quarter of our fiscal year ended January 31, 2026 and, as a result, did not contribute to platform revenue during the three months ended April 30, 2025. Additionally, subscription revenue increased due to the acquisition of Igniter, which sells subscriptions to digital content, as well as price increases to Gloo workspace.
Current wording
Platform revenue increased by $14.9 million and $30.5 million, during the three and six months ended July 31, 2026, respectively, primarily due to an increase in advertising revenue of $7.3 million and $17.2 million and an increase in subscription revenue of $7.7 million and $13.2 million, compared to the corresponding periods in 2025. The increase in advertising revenue is primarily attributable to the acquisition of Masterworks, Incorporated (“Masterworks”), a leading marketing and fundraising firm. The increase in subscription revenue was primarily driven by the continued expansion of our Gloo 360 product offering, which enables customers to improve efficiency, strengthen system integration and accelerate digital transformation initiatives. Gloo 360 was launched during the third quarter of our fiscal year ended January 31, 2026 and, as a result, did not contribute to platform revenue during the three and six months ended July 31, 2025. Subscription revenue also increased due to the acquisition of Igniter Group, which sells subscriptions to digital content, as well as price increases to Gloo Workspace.
Previous wording
Platform solutions revenue increased by $13.6 million primarily due to the acquisitions of Gloo Capital Partners Westfall Gold, Midwestern and Masterworks, each of which contributed to our results for three months ended April 30, 2026. These Gloo Capital Partners were acquired subsequent to the corresponding period in 2025, and therefore did not contribute to the prior period’s results. Revenue attributable to Westfall Gold primarily relates to hosting donor engagement events, Masterworks contributed talent and influencer-related marketing services revenue, and Midwestern contributed outsourced engineering and development services revenue.
Current wording
Platform solutions revenue increased by $15.5 million and $29.1 million, during the three and six months ended July 31, 2026, respectively, due to the acquisitions of Westfall Group and EMD, compared to the corresponding periods in 2025. Westfall Group and EMD were acquired subsequent to the corresponding periods in 2025, and therefore did not contribute to the prior period’s results. Revenue attributable to Westfall Group primarily relates to hosting donor engagement events and EMD contributed Workday advisory and consulting services revenue. Masterworks and Midwestern were acquired during the period in 2025, but did not contribute to a full quarter as compared to the corresponding periods in 2026. Masterworks contributed talent and influencer-related marketing services revenue, and Midwestern contributed outsourced engineering and development services revenue.
Previous wording
Cost of revenue (exclusive of depreciation and amortization) increased by $19.2 million, or 216.7%, for three months ended April 30, 2026, compared to the corresponding period in 2025. The increase was primarily driven by higher salaries and wages of $7.6 million related to strategic acquisitions and incremental headcount supporting the launch and continued expansion of Gloo 360. Additionally, cost of revenue increased $5.8 million due to advertising-related costs associated with the acquisition of Masterworks, $3.2 million related to costs incurred at Westfall Gold associated with hosting donor engagement events and $1.8 million related to engineering costs associated with the Midwestern acquisition.
Current wording
Cost of revenue (exclusive of depreciation and amortization) increased by $17.7 million, or 146.4%, and $36.9 million, or 176.1%, for the three and six months ended July 31, 2026, respectively, compared to the corresponding periods in 2025. The increase was primarily driven by higher salaries and wages of $7.5 million and $15.0 million related to strategic acquisitions and incremental headcount supporting the launch and continued expansion of Gloo 360 for the three and six months ended July 31, 2026, respectively. Additionally, cost of revenue increased $5.4 million and $10.2 million, respectively, due to advertising-related costs associated with the acquisition of Masterworks, an additional $1.5 million and $4.0 million, respectively, related to costs associated with hosting donor engagement events at Westfall Group, and an increase of $0.4 million and $2.2 million, respectively, related to engineering costs associated with the Midwestern acquisition for the three and six months ended July 31, 2026.
Previous wording
Sales and marketing costs increased by $2.3 million, or 31.4%, for the three months ended April 30, 2026, compared to the corresponding period in 2025. The increase was primarily driven by $3.1 million of higher compensation-related costs, including $2.5 million from continued investment in our internal marketing and enterprise sales teams to support a larger portfolio of products and enterprise contracts, and $0.6 million from the acquisitions of XRI, Westfall Gold, Midwestern and Igniter. The increase was partially offset by lower external agency fees.
Current wording
Sales and marketing costs increased by $2.4 million, or 27.7%, and $4.7 million, or 29.5%, for the three and six months ended July 31, 2026, respectively, compared to the corresponding periods in 2025. The increase for the three month period was primarily attributable to a $1.9 million increase of severance and other exit fees due to restructuring. The increase for the six month period was primarily driven by $2.1 million of higher compensation-related costs and $1.9 million of severance and other exit fees due to restructuring. The increase was partially offset by lower external agency fees.
Previous wording
Interest expense decreased by $1.8 million, or 64.5%, for the three months ended April 30, 2026, compared to the corresponding period in 2025. The decrease was primarily due to lower outstanding debt balances following the conversion and settlement of the Senior Secured Convertible Notes in connection with our initial public offering. The Senior Secured Convertible Notes were outstanding through November 19, 2025 and were settled through the issuance of Class B common stock on November 20, 2025.
Current wording
Interest expense decreased by $2.4 million, or 74.6%, and $4.2 million, or 70.0%, for the three and six months ended July 31, 2026, respectively, compared to the corresponding periods in 2025. The decreases were primarily due to lower outstanding debt balances following the conversion and settlement of the Senior Secured Convertible Notes in connection with our initial public offering. The Senior Secured Convertible Notes were outstanding through November 19, 2025 and were settled through the issuance of Class B common stock on November 20, 2025.
Previous wording
Other income, net increased by $0.7 million, or 154.4%, for the three months ended April 30, 2026, compared to the corresponding period in 2025. The increase was related to a one-time employee tax credit received during the three months ended April 30, 2026.
Current wording
Other income, net, increased by $0.2 million, or 334.6%, and $0.8 million, or 174.2%, for the three and six months ended July 31, 2026, respectively, compared to the corresponding periods in 2025. The increase was related to a one-time employee tax credit of $1.2 million received during the six months ended July 31, 2026.
Previous wording
The change in fair value of financial instruments resulted in a gain of $0.8 million during the three months ended April 30, 2026, compared to a loss of $3.2 million during the corresponding period in 2025. The gain in the current period was driven by the remeasurement of our MW Call Option, which reduced the liability by $0.8 million. The loss in the prior-year period was primarily driven by the remeasurement of our MW Call Option, which increased the liability by $2.9 million.
Current wording
The change in fair value of financial instruments resulted in a loss of $0.5 million and a gain of $0.2 million, respectively, during the three and six months ended July 31, 2026, compared to a loss of $8.2 million and $11.4 million during the corresponding periods in 2025, respectively. The gain in the six months ended July 31, 2026 was driven by the remeasurement of our MW Call Option, which reduced the liability by $0.8 million. The loss in the three and six months ended July 31, 2025 was primarily driven by the remeasurement of our MW Call Option.
Previous wording
During the three months ended April 30, 2026, we recognized income tax benefit of $0.8 million as compared to an expense of $33 thousand for the three months ended April 30, 2025. The change primarily related to our Corporate Reorganization. Prior to November 19, 2025, Gloo was treated as a partnership for U.S. Federal and certain state and local income tax purposes and, as such was generally not subject to entity-level income taxes. Following the Corporate Reorganization, we became subject to U.S. Federal and state and local income taxes.
Current wording
During the three and six months ended July 31, 2026, we recognized income tax benefit of $0.5 million and $1.3 million, respectively, as compared to a benefit of $0.3 million and $0.3 million, for the three and six months ended July 31, 2025, respectively. The change primarily related to our Corporate Reorganization. Prior to November 19, 2025, Gloo was treated as a partnership for U.S. Federal and certain state and local income tax purposes and, as such was generally not subject to entity-level income taxes. Following the Corporate Reorganization, we became subject to U.S. Federal and state and local income taxes.
Previous wording
We define Adjusted EBITDA as net loss adjusted to exclude (1) interest expense, (2) income tax (benefit) expense, (3) depreciation and amortization, (4) equity-based compensation, (5) (gain) loss from change in fair value of financial instruments, (6) restructuring costs, (7) loss from equity method investments, net, (8) interest income, (9) IPO related costs, (10) one-time employee tax credit, and (11) opening balance sheet adjustment subsequent to the measurement period, that are not reflective of our core operating results. The following table presents a reconciliation of net loss attributable to common stockholders and members, the most directly comparable financial measure calculated in accordance with U.S. GAAP, to Adjusted EBITDA.
Current wording
We define Adjusted EBITDA as net loss adjusted to exclude (1) interest expense, (2) income tax (benefit) expense, (3) depreciation and amortization, (4) equity-based compensation, (5) (gain) loss from change in fair value of financial instruments, (6) Financing and restructuring costs, (7) loss from equity method investments, net, (8) interest income, (9) offering related costs, (10) loss on extinguishment of debt, (11) one-time employee tax credit, (12) opening balance sheet adjustment subsequent to the measurement period, and (13) other non-cash or non-routine items that are not reflective of our core operating results. Tashe following table presents a reconciliation of net loss attributable to common stockholders and members, the most directly comparable financial measure calculated in accordance with U.S. GAAP, to Adjusted EBITDA.
Previous wording
Since inception, our primary sources of liquidity have been net proceeds from the issuance of preferred equity and long-term debt financings from a broad-based group of investors, including significant funding from our co-founder, president, and chief executive officer, Mr. Beck, and his affiliates, and revenue generated from operations. Our principal uses of cash have included business acquisitions, investments in equity method investees, and funding operating losses.
Current wording
Since inception, our primary sources of liquidity have been net proceeds from the issuance of preferred and common equity and long-term debt financings from a broad-based group of investors, including significant funding from our co-founder, president, and chief executive officer, Mr. Beck, and his affiliates, and revenue generated from operations. Our principal uses of cash have included business acquisitions, investments in equity method investees, and funding operating losses.
Previous wording
As of April 30, 2026, we held cash and cash equivalents of $33.0 million and had an accumulated deficit of $56.9 million.
Current wording
As of July 31, 2026, we held cash and cash equivalents of $39.3 million and had an accumulated deficit of $78.3 million.
Previous wording
Our primary funding requirements are for our ongoing business operations, outstanding debt obligations, business acquisitions, and strategic investments. The principal amount of our outstanding consolidated debt aggregated to $34.9 million, of which $17.8 million is classified as current in our condensed consolidated balance sheet. As of April 30, 2026, we had $13.1 million principal outstanding under our Senior Secured Promissory Notes. We do not have any available borrowing capacity on existing debt instruments.
Current wording
Our primary funding requirements are for our ongoing business operations, outstanding debt obligations, business acquisitions, and strategic investments. The principal amount of our outstanding consolidated debt aggregated to $38.3 million, of which $5.1 million is classified as current in our condensed consolidated balance sheet. As of July 31, 2026, we had $13.2 million principal outstanding under our Senior Secured Promissory Notes. We do not have any available borrowing capacity on existing debt instruments.
Previous wording
The condensed consolidated financial statements have been prepared on a basis that assumes we will continue as a going concern and do not include any adjustments to reflect the possible future effects of the recoverability and classification of assets or the amounts and classification of liabilities that may result should we be unable to continue as a going concern.
Current wording
The condensed consolidated financial statements have been prepared on a basis that assumes we will continue as a going concern and do not include any adjustments to reflect the possible future effects of the recoverability and classification of assets or the amounts and classification of liabilities that may result should we be unable to continue as a going concern. Refer to Note 1, Nature of Business - Going Concern for additional information.
Previous wording
Net cash used in operating activities was $17.1 million for the three months ended April 30, 2026, compared to $21.2 million for the corresponding period in 2025. The decrease in cash used in operating activities of $4.1 million was primarily attributable to a decrease in net loss of $9.9 million, which was offset by a net decrease in non-cash charges of $1.3 million for the three months ended April 30, 2026, compared to the corresponding period in 2025, and by changes in working capital.
Current wording
Net cash used in operating activities was $28.0 million for the six months ended July 31, 2026, compared to $44.2 million for the corresponding period in 2025. The decrease in cash used in operating activities of $16.3 million was primarily attributable to a decrease in net loss of $32.8 million, which was offset by a net decrease in non-cash charges of $14.7 million for the six months ended July 31, 2026, compared to the corresponding period in 2025, and by changes in working capital.
Previous wording
Net cash used in investing activities was $5.5 million for the three months ended April 30, 2026, compared to $6.3 million for the corresponding period in 2025. The $0.8 million decrease in cash used was primarily driven by lower acquisition-related payments of $1.9 million, partially offset by an increase in purchases of property and equipment of $0.6 million.
Current wording
Net cash used in investing activities was $10.4 million for the six months ended July 31, 2026, compared to $10.7 million for the corresponding period in 2025. The $0.3 million decrease in cash used was primarily driven by a $0.9 million increase in purchases of property and equipment and $0.7 million increase in contingent consideration payments, partially offset by $0.7 million of lower acquisition-related payments, and $0.6 million of lower capitalized internal-use software costs.
Previous wording
Net cash used in financing activities was $1.8 million for the three months ended April 30, 2026, compared to net cash provided by financing activities of $20.3 million for the corresponding period in 2025. The $22.1 million decrease in net cash was primarily driven by $1.8 million from payments on debt during the three months ended April 30, 2026, compared to $20.0 million of net proceeds from debt for the three months ended April 30, 2025.
Current wording
Net cash provided by financing activities was $20.3 million for the six months ended July 31, 2026, compared to net cash provided by financing activities of $64.2 million for the corresponding period in 2025. The $$43.9 million decrease in net cash was primarily driven by $$2.7 million from payments on debt during the six months ended July 31, 2026, compared to $57.0 million of net proceeds from debt for the six months ended July 31, 2025 that did not recur in the corresponding 2026 period, partially offset by $23.7 million of proceeds from our follow-on offering of Class A common stock during the six months ended July 31, 2026.
Previous wording
There have been no significant changes in our critical accounting policies and estimates during the three months ended April 30, 2026 as compared to those disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2026.
Current wording
There have been no significant changes in our critical accounting policies and estimates during the six months ended July 31, 2026 as compared to those disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2026.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
(Gain) Loss from Change in Fair Value of Financial Instruments