National CineMedia, Inc. Reports Results for Fiscal Second Quarter 2026
Second quarter revenue increased 12.7% year-over-year to
Operational transformation delivered
Acquisition of Captivate will create the leading premium video and digital out-of-home advertising platform with more than 48,000 screens across 185 designated market areas upon closing
“NCM delivered another quarter of meaningful growth alongside the strong domestic box office,” said
Q2 2026 Results
Total revenue for the second quarter ended
Total revenue for the six months ended
Acquisition of Captivate
On
NCM expects to generate more than
The transaction is expected to close during the second half of 2026, subject to customary closing conditions and regulatory approvals. Until closing, NCM and Captivate will continue to operate independently in the ordinary course. Additional details are available in the Company’s press release dated
Dividend
In connection with the proposed acquisition of Captivate and expected leverage at closing, NCM has paused its quarterly dividend program.
Outlook
In connection with the expected timing of the pending transaction, NCM is not providing a forward outlook at this time. This does not reflect any change in the Company’s view of the underlying business.
Conference Call
The Company will host a conference call and audio webcast with investors, analysts, and other interested parties,
The replay of the conference call will be available until
About
Forward-Looking Statements
This press release contains various forward-looking statements that reflect management’s current expectations or beliefs regarding future events, including statements regarding the Company’s anticipated future financial performance and any projections or expectations regarding the Company’s proposed acquisition of Captivate described herein. Forward-looking statements often use words such as “anticipates,” “targets,” “expects,” “hopes,” “estimates,” “projects,” “forecasts,” “intends,” “plans,” “goals,” “believes,” “continue” and other similar expressions or future or conditional verbs such as “will,” “may,” “might,” “should,” “would” and “could.” Investors are cautioned that reliance on these forward-looking statements involves risks and uncertainties. Although the Company believes that the assumptions used in the forward-looking statements are reasonable, any of these assumptions could prove to be inaccurate and, as a result, actual results could differ materially from those expressed or implied in the forward-looking statements. The factors that could cause actual results to differ materially from those expressed or implied in the forward-looking statements are, among others, (1) the risk that the cost savings, any revenue synergies and other anticipated benefits of the proposed acquisition may not be realized or may take longer than anticipated to be realized, (2) disruption to the Company’s or Captivate’s businesses as a result of the announcement and pendency of the proposed acquisition and diversion of management's attention from ongoing business operations and opportunities, (3) the occurrence of any event that could give rise to the right of one or both of the parties to terminate the definitive purchase agreement, (4) the failure to obtain required regulatory approvals or a delay in obtaining such approvals (and the risk that such approvals may result in the imposition of conditions that could adversely affect the Company or the expected benefits of the proposed acquisition), (5) the failure of any of the closing conditions in the definitive purchase agreement to be satisfied on a timely basis or at all, including the failure of the Company to obtain the committed financing under the debt commitment letters, (6) any other delays in closing the proposed acquisition, (7) the possibility that the proposed acquisition, including the integration of Captivate, may be more costly or difficult to complete than anticipated, (8) the impacts from the increased debt load incurred in connection with the proposed transaction, (9) level of theater attendance or viewership of the Noovie® show; (10) the availability and predictability of major motion pictures displayed in theaters, including as a result of strikes or other production delays in the entertainment industry; (11) increased competition for advertising expenditures; (12) changes to the ESAs or network affiliate agreements and the relationships with NCM LLC’s ESA Parties and network affiliates and
This press release contains references to Non-GAAP financial measures including Adjusted OIBDA (Operating Income Before Depreciation and Amortization expense, adjusted to exclude non-cash share-based compensation costs, workforce and system transformation costs, satellite transition costs, Spotlight acquisition and integration costs and advisor fees related to involvement in the
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Condensed Consolidated Statements of Income |
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Unaudited |
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($ in millions, except per share data) |
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Three Months Ended |
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Six Months Ended |
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REVENUE (including revenue from related parties of |
$ |
58.4 |
|
|
$ |
51.8 |
|
|
$ |
92.4 |
|
|
$ |
86.6 |
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OPERATING EXPENSES: |
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Network operating costs |
|
3.7 |
|
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|
3.2 |
|
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|
7.7 |
|
|
|
6.2 |
|
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Theater exhibition fees |
|
37.6 |
|
|
|
30.9 |
|
|
|
62.1 |
|
|
|
52.6 |
|
|
Selling and marketing costs |
|
9.6 |
|
|
|
9.8 |
|
|
|
19.2 |
|
|
|
20.4 |
|
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Administrative and other costs |
|
10.8 |
|
|
|
10.6 |
|
|
|
24.1 |
|
|
|
23.5 |
|
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Depreciation expense |
|
1.5 |
|
|
|
1.1 |
|
|
|
3.0 |
|
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|
2.2 |
|
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Amortization expense |
|
8.0 |
|
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|
8.2 |
|
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16.0 |
|
|
|
17.6 |
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Total |
|
71.2 |
|
|
|
63.8 |
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|
132.1 |
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|
|
122.5 |
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OPERATING LOSS |
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(12.8 |
) |
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(12.0 |
) |
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(39.7 |
) |
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(35.9 |
) |
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NON-OPERATING EXPENSE (INCOME): |
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Interest on borrowings |
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0.2 |
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0.1 |
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0.5 |
|
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0.3 |
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Interest income |
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(0.3 |
) |
|
|
(0.4 |
) |
|
|
(0.6 |
) |
|
|
(0.9 |
) |
|
(Gain) loss on re-measurement of the payable under the tax receivable agreement |
|
(2.3 |
) |
|
|
(0.8 |
) |
|
|
(0.3 |
) |
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4.6 |
|
|
Loss on debt extinguishment |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1.8 |
|
|
Other non-operating income, net |
|
(0.5 |
) |
|
|
(0.2 |
) |
|
|
(0.7 |
) |
|
|
(0.3 |
) |
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Total |
|
(2.9 |
) |
|
|
(1.3 |
) |
|
|
(1.1 |
) |
|
|
5.5 |
|
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LOSS BEFORE INCOME TAXES |
|
(9.9 |
) |
|
|
(10.7 |
) |
|
|
(38.6 |
) |
|
|
(41.4 |
) |
|
Income tax expense |
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— |
|
|
|
— |
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|
— |
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|
|
— |
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CONSOLIDATED NET LOSS |
|
(9.9 |
) |
|
|
(10.7 |
) |
|
|
(38.6 |
) |
|
|
(41.4 |
) |
|
Less: Net loss attributable to noncontrolling interests |
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— |
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|
|
— |
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|
— |
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— |
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NET LOSS ATTRIBUTABLE TO NCM, INC. |
$ |
(9.9 |
) |
|
$ |
(10.7 |
) |
|
$ |
(38.6 |
) |
|
$ |
(41.4 |
) |
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NET LOSS PER NCM, INC. COMMON SHARE |
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Basic |
$ |
(0.11 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.41 |
) |
|
$ |
(0.44 |
) |
|
Diluted |
$ |
(0.11 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.41 |
) |
|
$ |
(0.44 |
) |
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WEIGHTED AVERAGE SHARES OUTSTANDING: |
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Basic |
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93,696,124 |
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|
93,978,031 |
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|
93,452,698 |
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|
94,681,546 |
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Diluted |
|
93,696,124 |
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|
93,978,031 |
|
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|
93,452,698 |
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|
94,681,546 |
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Selected Condensed Balance Sheet Data |
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Unaudited |
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($ in millions) |
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As of |
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Cash, cash equivalents, marketable securities and restricted cash |
|
$ |
46.1 |
|
|
$ |
37.6 |
|
|
Receivables, net |
|
$ |
62.0 |
|
|
$ |
96.5 |
|
|
Property and equipment, net |
|
$ |
17.5 |
|
|
$ |
19.4 |
|
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Total assets |
|
$ |
446.3 |
|
|
$ |
490.6 |
|
|
Borrowings, gross |
|
$ |
12.0 |
|
|
$ |
12.0 |
|
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Total equity |
|
$ |
334.3 |
|
|
$ |
375.4 |
|
|
Total liabilities and equity |
|
$ |
446.3 |
|
|
$ |
490.6 |
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Operating Data |
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Unaudited |
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As of |
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Total Screens (100% Digital) at Period End (1) |
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18,925 |
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|
17,832 |
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Three Months Ended |
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Six Months Ended |
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Total Attendance for Period (2) (in millions) |
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|
137.6 |
|
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|
115.3 |
|
|
|
220.8 |
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|
|
187.7 |
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Capital Expenditures (3) (in millions) |
|
$ |
0.6 |
|
|
$ |
2.0 |
|
|
$ |
1.1 |
|
|
$ |
2.9 |
|
|
(1) |
Represents the total screens within NCM LLC’s advertising network, including Spotlight subsequent to |
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(2) |
Represents the total attendance within NCM LLC’s advertising network, including Spotlight subsequent to |
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(3) |
Includes certain other implementation costs associated with cloud computing arrangements. |
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Operating Data |
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Unaudited |
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($ in millions) |
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Three Months Ended |
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Six Months Ended |
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Revenue breakout: |
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National advertising revenue |
|
$ |
44.9 |
|
|
$ |
41.2 |
|
|
$ |
72.3 |
|
|
$ |
68.6 |
|
|
Local and regional advertising revenue |
|
|
9.5 |
|
|
|
6.4 |
|
|
|
13.9 |
|
|
|
11.2 |
|
|
|
|
|
4.0 |
|
|
|
4.2 |
|
|
|
6.2 |
|
|
|
6.8 |
|
|
Total revenue |
|
$ |
58.4 |
|
|
$ |
51.8 |
|
|
$ |
92.4 |
|
|
$ |
86.6 |
|
|
|
|
|
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Per attendee data: |
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|
National advertising revenue per attendee |
|
$ |
0.326 |
|
|
$ |
0.357 |
|
|
$ |
0.327 |
|
|
$ |
0.365 |
|
|
Local and regional advertising revenue per attendee |
|
$ |
0.069 |
|
|
$ |
0.056 |
|
|
$ |
0.063 |
|
|
$ |
0.060 |
|
|
Total advertising revenue (excluding beverage) per attendee |
|
$ |
0.395 |
|
|
$ |
0.413 |
|
|
$ |
0.390 |
|
|
$ |
0.425 |
|
|
Total revenue per attendee |
|
$ |
0.424 |
|
|
$ |
0.449 |
|
|
$ |
0.418 |
|
|
$ |
0.461 |
|
|
Total attendance (1) |
|
|
137.6 |
|
|
|
115.3 |
|
|
|
220.8 |
|
|
|
187.7 |
|
|
|
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Other operating data: |
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||||
|
Operating loss |
|
$ |
(12.8 |
) |
|
$ |
(12.0 |
) |
|
$ |
(39.7 |
) |
|
$ |
(35.9 |
) |
|
Adjusted OIBDA (2) |
|
$ |
2.1 |
|
|
$ |
0.7 |
|
|
$ |
(8.5 |
) |
|
$ |
(8.3 |
) |
|
Adjusted OIBDA margin (2) |
|
|
3.6 |
% |
|
|
1.4 |
% |
|
|
(9.2 |
)% |
|
|
(9.6 |
)% |
|
|
|
|
|
|
|
|
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||||
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Loss per share - basic |
|
$ |
(0.11 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.41 |
) |
|
$ |
(0.44 |
) |
|
Loss per share - diluted |
|
$ |
(0.11 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.41 |
) |
|
$ |
(0.44 |
) |
|
|
|
|
|
|
|
|
|
|
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|
|
|
||||
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Adjusted loss per share - diluted (2) |
|
$ |
(0.10 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.33 |
) |
|
$ |
(0.37 |
) |
|
(1) |
Represents the total attendance within NCM LLC’s advertising network, including Spotlight, subsequent to |
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|
(2) |
Adjusted OIBDA, Adjusted OIBDA margin and adjusted net loss per share are not financial measures calculated in accordance with GAAP in |
Non-GAAP Reconciliations
Unaudited
Adjusted OIBDA and Adjusted OIBDA Margin
Adjusted Operating Income Before Depreciation and Amortization (“Adjusted OIBDA”) and Adjusted OIBDA margin are not financial measures calculated in accordance with GAAP in
Adjusted OIBDA represents operating income before depreciation and amortization expense adjusted to also exclude non-cash share-based compensation costs, workforce and system transformation costs, satellite transition costs, Spotlight acquisition and integration costs and advisor fees related to involvement in Regal’s Chapter 11 case (the “Cineworld Proceeding”) and
Adjusted OIBDA margin is calculated by dividing Adjusted OIBDA by total revenue. Our management uses this non-GAAP financial measure to evaluate operating performance, to forecast future results and as a basis for compensation. The Company believes this is an important supplemental measure of operating performance because it eliminates items that have less bearing on its operating performance and highlight trends in its core business that may not otherwise be apparent when relying solely on GAAP financial measures. The Company believes the presentation of this measure is relevant and useful for investors because it enables them to view performance in a manner similar to the method used by the Company’s management, helps improve their ability to understand the Company’s operating performance and makes it easier to compare the Company’s results with other companies that may have different depreciation and amortization policies, non-cash share-based compensation programs, workforce and system transformation costs, satellite transition costs, Spotlight acquisition and integration costs and advisor fees related to involvement in the
A limitation of both of these measures, however, is that they exclude depreciation and amortization, which represent a proxy for the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in NCM LLC’s business. In addition, Adjusted OIBDA and Adjusted OIBDA margin have the limitation of not reflecting the effect of the Company’s non-cash share-based compensation costs, workforce and system transformation costs, satellite transition costs, Spotlight acquisition and integration costs and advisor fees related to involvement in the
The Company has not provided a reconciliation of the forward-looking non-GAAP Adjusted OIBDA measure to forward-looking GAAP operating income due to the inability to predict the amount and timing of impacts outside of the Company’s control on certain items, including the timing of revenue and charges reflected in our reconciliation of historic numbers, the amount of which, based on historical experience, could be significant and are difficult to reasonably predict. Accordingly, a reconciliation of this non-GAAP measure is not available without unreasonable effort.
The following table reconciles the Company's operating loss and operating margin to Adjusted OIBDA and Adjusted OIBDA margin for the periods presented (dollars in millions):
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Three Months Ended |
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Six Months Ended |
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||||
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Operating loss |
|
$ |
(12.8 |
) |
|
$ |
(12.0 |
) |
|
$ |
(39.7 |
) |
|
$ |
(35.9 |
) |
|
Depreciation expense |
|
|
1.5 |
|
|
|
1.1 |
|
|
|
3.0 |
|
|
|
2.2 |
|
|
Amortization expense |
|
|
8.0 |
|
|
|
8.2 |
|
|
|
16.0 |
|
|
|
17.6 |
|
|
Share-based compensation costs (1) |
|
|
2.4 |
|
|
|
2.9 |
|
|
|
4.0 |
|
|
|
5.6 |
|
|
Workforce and system transformation costs (2) |
|
|
2.7 |
|
|
|
0.4 |
|
|
|
7.5 |
|
|
|
0.6 |
|
|
Satellite transition costs (3) |
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
|
|
— |
|
|
Spotlight acquisition and integration costs (4) |
|
|
0.1 |
|
|
|
— |
|
|
|
0.3 |
|
|
|
— |
|
|
Advisor fees related to the |
|
|
0.2 |
|
|
|
0.1 |
|
|
|
0.3 |
|
|
|
1.6 |
|
|
Adjusted OIBDA |
|
$ |
2.1 |
|
|
$ |
0.7 |
|
|
$ |
(8.5 |
) |
|
$ |
(8.3 |
) |
|
Total revenue |
|
$ |
58.4 |
|
|
$ |
51.8 |
|
|
$ |
92.4 |
|
|
$ |
86.6 |
|
|
Operating margin |
|
|
(21.9 |
)% |
|
|
(23.2 |
)% |
|
|
(43.0 |
)% |
|
|
(41.5 |
)% |
|
Adjusted OIBDA margin |
|
|
3.6 |
% |
|
|
1.4 |
% |
|
|
(9.2 |
)% |
|
|
(9.6 |
)% |
|
(1) |
Share-based compensation costs are included in 'network operating costs', 'selling and marketing costs' and 'administrative and other costs' in the Company’s unaudited Condensed Consolidated Financial Statements as shown in the following table (dollars in millions). |
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|
Three Months Ended |
|
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Six Months Ended |
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||||
|
Share-based compensation costs included in network operating costs |
|
$ |
0.1 |
|
|
$ |
0.1 |
|
|
$ |
0.2 |
|
|
$ |
0.2 |
|
|
Share-based compensation costs included in selling and marketing costs |
|
|
0.3 |
|
|
|
0.4 |
|
|
|
0.5 |
|
|
|
0.7 |
|
|
Share-based compensation costs included in administrative and other costs |
|
|
2.0 |
|
|
|
2.4 |
|
|
|
3.3 |
|
|
|
4.7 |
|
|
Total share-based compensation costs |
|
$ |
2.4 |
|
|
$ |
2.9 |
|
|
$ |
4.0 |
|
|
$ |
5.6 |
|
|
(2) |
Workforce and system transformation costs represent charges incurred in conjunction with the transformation initiative announced in Q1 2026 to increase operational efficiencies and allow for the ultimate automation of certain functions (the "2026 Transformation Initiative"). In 2025, these represent redundancy costs associated with changes to the Company’s workforce, as well as related office relocations, a one-time assessment of the technology surrounding the Company's programmatic offerings and an assessment of operating efficiencies. |
|
|
(3) |
One-time duplicative costs incurred during the transition from satellite to broadband network delivery during 2026. |
|
|
(4) |
Advisor and legal fees incurred in connection with the acquisition of Spotlight in the fourth quarter of 2025, as well as temporary transition costs incurred during the integration of Spotlight into the Company's processes during the first and second quarters of 2026. |
|
|
(5) |
Advisor and legal fees and expenses incurred in connection with the Company’s involvement in the |
Adjusted Net Loss and Loss per Share
Adjusted net loss and adjusted net loss per share are not financial measures calculated in accordance with GAAP in
The following table reconciles as reported net loss and net loss per share to adjusted net loss and adjusted net loss per share excluding workforce and system transformation costs, satellite transition costs, Spotlight acquisition and integration costs, advisor fees related to the
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Net loss as reported |
|
$ |
(9.9 |
) |
|
$ |
(10.7 |
) |
|
$ |
(38.6 |
) |
|
$ |
(41.4 |
) |
|
Workforce and system transformation costs (1) |
|
|
2.7 |
|
|
|
0.4 |
|
|
|
7.5 |
|
|
|
0.6 |
|
|
Satellite transition costs (2) |
|
|
— |
|
|
|
— |
|
|
|
0.1 |
|
|
|
— |
|
|
Spotlight acquisition and integration costs (3) |
|
|
0.1 |
|
|
|
— |
|
|
|
0.3 |
|
|
|
— |
|
|
Advisor fees related to the |
|
|
0.2 |
|
|
|
0.1 |
|
|
|
0.3 |
|
|
|
1.6 |
|
|
(Gain) loss on re-measurement of the payable under the tax receivable agreement (5) |
|
|
(2.3 |
) |
|
|
(0.8 |
) |
|
|
(0.3 |
) |
|
|
4.6 |
|
|
Net effect of adjusting items |
|
$ |
0.7 |
|
|
$ |
(0.3 |
) |
|
$ |
7.9 |
|
|
$ |
6.8 |
|
|
Net loss excluding adjusting items |
|
$ |
(9.2 |
) |
|
$ |
(11.0 |
) |
|
$ |
(30.7 |
) |
|
$ |
(34.6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Weighted Average Shares Outstanding as reported |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Diluted |
|
|
93,696,124 |
|
|
|
93,978,031 |
|
|
|
93,452,698 |
|
|
|
94,681,546 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Diluted loss per share as reported |
|
$ |
(0.11 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.41 |
) |
|
$ |
(0.44 |
) |
|
Net effect of adjusting items |
|
|
0.01 |
|
|
|
(0.00 |
) |
|
|
0.08 |
|
|
|
0.07 |
|
|
Diluted loss per share excluding adjusting items |
|
$ |
(0.10 |
) |
|
$ |
(0.11 |
) |
|
$ |
(0.33 |
) |
|
$ |
(0.37 |
) |
|
(1) |
Workforce and system transformation costs represent charges incurred in conjunction with the 2026 Transformation Initiative. In 2025, these represent redundancy costs associated with changes to the Company’s workforce, as well as related office relocations, a one-time assessment of the technology surrounding the Company's programmatic offerings and an assessment of operating efficiencies. |
|
|
(2) |
One-time duplicative costs incurred during the transition from satellite to broadband network delivery during 2026. |
|
|
(3) |
Advisor and legal fees incurred in connection with the acquisition of Spotlight in the fourth quarter of 2025, as well as temporary transition costs incurred during the integration of Spotlight into the Company's processes during the first and second quarters of 2026. |
|
|
(4) |
Advisor and legal fees and expenses incurred in connection with the Company’s involvement in the |
|
|
(5) |
The (gain) loss on re-measurement of the payable to the founding members is related to the change in our payable to the founding members under the tax receivable agreement resulting from a change in projected taxable income before TRA deductions for the three and six months ended |
View source version on businesswire.com: https://www.businesswire.com/news/home/20260811587805/en/
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