8-K
Beachbody Company, Inc. (BODI)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported): November 10, 2025 |
|---|
The Beachbody Company, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-39735 | 85-3222090 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 400 Continental Blvd<br><br>Suite 400 | ||
| El Segundo, California | 90245 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s Telephone Number, Including Area Code: (310) 883-9000 | ||
| --- |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A Common Stock, par value $0.0001 per share | BODI | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and is not to be incorporated by reference into any filing by The Beachbody Company, Inc. (the “Company”), under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing, unless otherwise expressly stated in such filing.
Item 2.02 Results of Operations and Financial Condition.
On November 10, 2025, the Company announced its financial results for the quarter ended September 30, 2025. A copy of the Company’s press release announcing its financial results and certain other information is attached as Exhibit 99.1 to this report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press release dated November 10, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| The Beachbody Company, Inc. <br>(Registrant) | |||
|---|---|---|---|
| Date: | November 10, 2025 | By: | /s/ Jonathan Gelfand |
| Name: Jonathan Gelfand<br>Title Executive Vice President, Business and Legal Affairs and Corporate Secretary |
EX-99.1
Exhibit 99.1
Beachbody (BODi) Reports Third Quarter Financial Results
Net Income Reported for First Time Since Going Public in 2021
Revenues, Net Income and Adjusted EBITDA Better Than Guidance
Gross Margin of 75%-up 730bps over prior year
Eighth Consecutive Quarter of Positive Adjusted EBITDA
Clear Visibility to Positive Free Cash Flow For the Full Year
El Segundo, Calif. (November 10, 2025) – The Beachbody Company, Inc. (NASDAQ: BODi) (“BODi” or the “Company”), a leading fitness and nutrition company, today announced financial results for its third quarter ended September 30, 2025.
Carl Daikeler, BODi's Co-Founder and Chief Executive Officer, commented:
“Our strategic transformation continues to deliver better than expected results. As we continue building a more efficient operating model, we are pleased to have generated net income for the first time since becoming a public company in 2021. We have executed a significant turnaround focused on strengthening our financial position, significantly lowering our break-even point, and enabling the company to capitalize on the operating leverage that is now built into the business. Our improved financial position allows us to leverage our robust innovation pipeline that we have developed with a goal of returning the company to topline growth."
"Looking ahead, we're building on a solid foundation with eight consecutive quarters of positive adjusted EBITDA and clear visibility to positive free cash flow for the full year. Our strengthened balance sheet positions us to expand distribution into new channels and capitalize on the significant opportunities in the health and wellness market. BODi is uniquely positioned to help more people achieve their fitness goals while driving sustainable growth for our shareholders.”
Third Quarter 2025 Results
- Total revenue was $59.9 million compared to $102.2 million in the prior year period.
- Digital revenue was $36.4 million compared to $53.7 million in the prior year period and digital subscriptions totaled 0.90 million in the third quarter.
- Nutrition and Other revenue was $23.5 million compared to $47.4 million in the prior year period and nutritional subscriptions totaled 0.07 million in the third quarter.
- Connected Fitness revenue was $0.0 million compared to $1.1 million in the prior year period as we ceased the sale of bike inventory in the first quarter of 2025.
- Gross margin was 74.6% compared to 67.3% in the prior year period.
- Total operating expenses were $39.7 million compared to $81.8 million in the prior year period, which included $9.2 million of restructuring related costs.
- Operating income improved by $18.0 million to $5.0 million, the Company's first operating income since going public, compared to an operating loss of $13.0 million in the prior year period.
- Net income was $3.6 million, the Company's first net income since going public, compared to a net loss of $12.0 million in the prior year period, which included $9.2 million of restructuring related costs.
- Adjusted EBITDA1 was $9.5 million compared to $10.1 million in the prior year period.
- Cash provided by operating activities for the nine months ended September 30, 2025 was $16.8 million compared to cash provided by operating activities of $9.3 million in the prior year period, and cash used in investing activities was $3.7 million compared to cash provided by investing activities of $1.6 million in the prior year period. Free cash flow1 was $13.1 million compared to $5.3 million in the prior year period.
The prior year periods do not reflect the impact of the pivot in our business model that the Company announced on September 30, 2024 and executed in the fourth quarter of 2024, so results are not directly comparable with the prior periods.
1Definitions of (1) Adjusted EBITDA, (2) free cash flow and (3) net cash position, and reconciliations to the comparable GAAP metrics, are at the end of this release.
Exhibit 99.1
Key Operational and Business Metrics
| For the Three Months Ended September 30, | For the Nine Months Ended September 30, | |||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | Change v 2024 | 2025 | 2024 | Change v 2024 | |
| Digital Subscriptions (in millions) | 0.90 | 1.11 | (18.8%) | 0.90 | 1.11 | (18.8%) |
| Nutritional Subscriptions (in millions) | 0.07 | 0.13 | (42.5%) | 0.07 | 0.13 | (42.5%) |
| Total Subscriptions (in millions) | 0.97 | 1.24 | (21.2%) | 0.97 | 1.24 | (20.4%) |
| Average Digital Retention | 96.9% | 97.3% | (29bps) | 96.9% | 96.5% | 34bps |
| Total Streams (in millions) | 17.6 | 20.9 | (15.6%) | 56.4 | 69.2 | (18.4%) |
| DAU/MAU | 32.0% | 31.0% | 98bps | 32.0% | 32.1% | -5bps |
| Connected Fitness Units Delivered (in thousands) | 0.0 | 1.3 | (98.7%) | 1.5 | 6.3 | (75.7%) |
| Digital | $36.4 | $53.7 | (32.2%) | $119.0 | $174.0 | (31.6%) |
| Nutrition & Other | $23.5 | $47.4 | (50.4%) | $76.3 | $153.0 | (50.1%) |
| Connected Fitness | $0.0 | $1.1 | (100.0%) | $0.9 | $5.4 | (83.8%) |
| Revenue (in millions) | $59.9 | $102.2 | (41.4%) | $196.2 | $332.4 | (41.0%) |
| Net Income (loss) (in millions) | $3.6 | ($12.0) | 129.7% | ($8.1) | ($37.1) | 78.2% |
| Adjusted EBITDA (in millions) | $9.5 | $10.1 | (5.9%) | $17.9 | $19.6 | (8.7%) |
Outlook for The Fourth Quarter of 2025
| Outlook For Quarter Ending December 31, 2025 | |||||
|---|---|---|---|---|---|
| Low | High | ||||
| (in millions) | |||||
| Revenue | $ | 50 | $ | 57 | |
| Net Income (Loss) | $ | (1 | ) | $ | 3 |
| Adjustments: | |||||
| Depreciation | $ | 2 | $ | 2 | |
| Amortization of Content Assets | $ | 2 | $ | 2 | |
| Interest Expense | $ | 1 | $ | 1 | |
| Equity-Based Compensation | $ | 1 | $ | 1 | |
| Other Adjustment Items | $ | - | $ | - | |
| Total Adjustments | $ | 6 | $ | 6 | |
| Adjusted EBITDA | $ | 5 | $ | 9 |
Exhibit 99.1
Conference Call and Webcast Information
BODi will host a conference call at 5:00pm ET on Monday, November 10, 2025, to discuss its financial results and matters other than past results, such as guidance. To participate in the live call, please dial (833) 470-1428 (U.S. & Canada) and provide the conference identification number: 828838. The conference call will also be available to interested parties through a live webcast at https://investors.thebeachbodycompany.com/.
A replay of the call will be available until November 17, 2025, by dialing (866) 813-9403 (U.S & Canada). The replay passcode is 739586.
After the conference call, a webcast replay will remain available on the investor relations section of the Company’s website for one year.
About BODi and The Beachbody Company, Inc.
Originally known as Beachbody, BODi has been innovating structured step-by-step home fitness and nutrition programs for 26 years with products such as P90X, Insanity, and 21-Day Fix, plus the first premium superfood nutrition supplement, Shakeology. Since its inception in 1999 BODi has helped over 30 million customers pursue extraordinary life-changing results. The BODi community includes millions of people helping each other stay accountable to goals of healthy weight loss, improved strength and energy, and resilient mental and physical well-being. For more information, please visit TheBeachBodyCompany.com.
Safe Harbor Statement
This press release of The Beachbody Company, Inc. (“we,” “us,” “our,” and similar terms) contains "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are statements other than statements of historical facts and statements in future tense. These statements include but are not limited to, statements regarding our future performance and our market opportunity, including expected financial results for the second quarter and full year, our business strategy, our plans, and our objectives and future operations.
Forward-looking statements are based upon various estimates and assumptions, as well as information known to us as of the date hereof, and are subject to risks and uncertainties. Accordingly, actual results could differ materially due to a variety of factors, including: our ability to effectively compete in the fitness and nutrition industries; our ability to successfully acquire and integrate new operations; our reliance on a few key products; market conditions and global and economic factors beyond our control; intense competition and competitive pressures from other companies worldwide in the industries in which we operate; and litigation and the ability to adequately protect our intellectual property rights. You can identify these statements by the use of terminology such as "believe", “plans”, "expect", "will", "should," "could", "estimate", "anticipate" or similar forward-looking terms. You should not rely on these forward-looking statements as they involve risks and uncertainties that may cause actual results to vary materially from the forward-looking statements. For more information regarding the risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these forward-looking statements, as well as risks relating to our business in general, we refer you to the "Risk Factors" section of our Securities and Exchange Commission (SEC) filings, including those risks and uncertainties included in the Form 10-K filed with the SEC on March 28, 2025 and any subsequent Quarterly Reports on Form 10-Q or Current Reports on Form 8-K, which are available on the Investor Relations page of our website at https://investors.thebeachbodycompany.com and on the SEC website at www.sec.gov.
All forward-looking statements contained herein are based on information available to us as of the date hereof and you should not rely upon forward-looking statements as predictions of future events. The events and circumstances reflected in the forward-looking statements may not be achieved or occur. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, performance, or achievements. We undertake no obligation to update any of these forward-looking statements for any reason after the date of this press release or to conform these statements to actual results or revised expectations, except as required by law. Undue reliance should not be placed on forward-looking statements.
Exhibit 99.1
The Beachbody Company, Inc.
Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
| December 31, | |||||
|---|---|---|---|---|---|
| 2024 | |||||
| Assets | |||||
| Current assets: | |||||
| Cash and cash equivalents (restricted cash of 0.1 million at September 30, 2025 and December 31, 2024, respectively) | 33,949 | $ | 20,187 | ||
| Restricted short-term investments | 4,250 | 4,250 | |||
| Inventory | 11,149 | 16,303 | |||
| Prepaid expenses | 4,317 | 9,034 | |||
| Other current assets | 6,711 | 28,911 | |||
| Total current assets | 60,376 | 78,685 | |||
| Property and equipment, net | 9,792 | 12,749 | |||
| Content assets, net | 7,528 | 12,179 | |||
| Goodwill | 65,166 | 65,166 | |||
| Right-of-use assets, net | 1,902 | 3,063 | |||
| Other assets | 1,648 | 2,714 | |||
| Total assets | 146,412 | $ | 174,556 | ||
| Liabilities and Stockholders’ Equity | |||||
| Current liabilities: | |||||
| Accounts payable | 4,280 | $ | 9,534 | ||
| Accrued expenses | 23,353 | 24,982 | |||
| Deferred revenue | 62,250 | 77,273 | |||
| Current portion of lease liabilities | 1,060 | 1,338 | |||
| Current portion of Term Loan | 531 | 9,500 | |||
| Other current liabilities | 1,604 | 5,011 | |||
| Total current liabilities | 93,078 | 127,638 | |||
| Term Loan | 22,929 | 9,668 | |||
| Long-term lease liabilities, net | 969 | 1,973 | |||
| Other liabilities | 4,746 | 7,107 | |||
| Total liabilities | 121,722 | 146,386 | |||
| Stockholders’ equity: | |||||
| Preferred stock, 0.0001 par value; 100,000,000 shares authorized, none issued and outstanding at September 30, 2025 and December 31, 2024 | — | — | |||
| Common stock, 0.0001 par value, 1,900,000,000 shares authorized (1,600,000,000 Class A, 200,000,000 Class X and 100,000,000 Class C); | |||||
| Class A: 4,359,034 and 4,218,828 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively; | 1 | 1 | |||
| Class X: 2,729,003 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively; | 1 | 1 | |||
| Class C: no shares issued and outstanding at September 30, 2025 and December 31, 2024 | — | — | |||
| Additional paid-in capital | 676,353 | 671,735 | |||
| Accumulated deficit | (651,597 | ) | (643,518 | ) | |
| Accumulated other comprehensive loss | (68 | ) | (49 | ) | |
| Total stockholders’ equity | 24,690 | 28,170 | |||
| Total liabilities and stockholders’ equity | 146,412 | $ | 174,556 |
All values are in US Dollars.
Exhibit 99.1
The Beachbody Company, Inc.
Unaudited Condensed Consolidated Statements of Operations
(in thousands, except per share data)
| Three months ended September 30, | Nine months ended September 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||||||
| Revenue: | ||||||||||||
| Digital | $ | 36,390 | $ | 53,702 | $ | 118,994 | $ | 173,979 | ||||
| Nutrition and other | 23,497 | 47,416 | 76,322 | 153,029 | ||||||||
| Connected fitness | — | 1,075 | 875 | 5,414 | ||||||||
| Total revenue | 59,887 | 102,193 | 196,191 | 332,422 | ||||||||
| Cost of revenue: | ||||||||||||
| Digital | 4,348 | 10,451 | 15,452 | 34,789 | ||||||||
| Nutrition and other | 10,890 | 19,653 | 36,081 | 61,558 | ||||||||
| Connected fitness | — | 3,278 | 2,222 | 9,606 | ||||||||
| Total cost of revenue | 15,238 | 33,382 | 53,755 | 105,953 | ||||||||
| Gross profit | 44,649 | 68,811 | 142,436 | 226,469 | ||||||||
| Operating expenses: | ||||||||||||
| Selling and marketing | 19,130 | 45,592 | 75,628 | 161,161 | ||||||||
| Enterprise technology and development | 10,406 | 19,382 | 33,613 | 54,261 | ||||||||
| General and administrative | 10,139 | 11,760 | 33,367 | 37,631 | ||||||||
| Restructuring | (12 | ) | 5,087 | 2,480 | 6,731 | |||||||
| Total operating expenses | 39,663 | 81,821 | 145,088 | 259,784 | ||||||||
| Operating income (loss) | 4,986 | (13,010 | ) | (2,652 | ) | (33,315 | ) | |||||
| Other income (expense): | ||||||||||||
| Loss on debt extinguishment | — | — | (2,166 | ) | (1,928 | ) | ||||||
| Change in fair value of warrant liabilities | (762 | ) | 1,410 | 107 | 1,333 | |||||||
| Interest expense | (1,056 | ) | (1,646 | ) | (3,889 | ) | (5,173 | ) | ||||
| Other income, net | 352 | 1,358 | 618 | 2,243 | ||||||||
| Income (loss) before income taxes | 3,520 | (11,888 | ) | (7,982 | ) | (36,840 | ) | |||||
| Income tax benefit (provision) | 49 | (115 | ) | (97 | ) | (244 | ) | |||||
| Net income (loss) | $ | 3,569 | $ | (12,003 | ) | $ | (8,079 | ) | $ | (37,084 | ) | |
| Net income (loss) per common share, basic | $ | 0.51 | $ | (1.75 | ) | $ | (1.16 | ) | $ | (5.45 | ) | |
| Net income (loss) per common share, diluted | $ | 0.51 | $ | (1.75 | ) | $ | (1.16 | ) | $ | (5.45 | ) | |
| Weighted-average common shares outstanding, basic | 6,999 | 6,841 | 6,945 | 6,805 | ||||||||
| Weighted-average common shares outstanding, diluted | 7,046 | 6,841 | 6,945 | 6,805 |
Exhibit 99.1
The Beachbody Company, Inc.
Unaudited Condensed Consolidated Statements of Cash Flows
(in thousands)
| Nine months ended September 30, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Cash flows from operating activities: | ||||||
| Net loss | $ | (8,079 | ) | $ | (37,084 | ) |
| Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||
| Depreciation and amortization expense | 6,789 | 18,756 | ||||
| Amortization of content assets | 6,945 | 12,525 | ||||
| Provision for inventory | 1,256 | 2,748 | ||||
| Realized losses on hedging derivative financial instruments | — | 64 | ||||
| Change in fair value of warrant liabilities | (107 | ) | (1,333 | ) | ||
| Equity-based compensation | 4,744 | 12,695 | ||||
| Amortization of debt issuance costs | 1,280 | 1,751 | ||||
| Paid-in-kind interest expense | 218 | 633 | ||||
| Loss on debt extinguishment | 2,166 | 1,928 | ||||
| Change in lease assets | 1,161 | 269 | ||||
| Gain on sale of property and equipment | — | (784 | ) | |||
| Changes in operating assets and liabilities: | ||||||
| Inventory | 3,899 | 4,162 | ||||
| Content assets | (2,294 | ) | (5,664 | ) | ||
| Prepaid expenses | 4,718 | 4,835 | ||||
| Other assets | 23,378 | 11,212 | ||||
| Accounts payable | (5,234 | ) | (3,319 | ) | ||
| Accrued expenses | (1,844 | ) | (3,824 | ) | ||
| Deferred revenue | (17,434 | ) | (6,290 | ) | ||
| Other liabilities | (4,795 | ) | (3,989 | ) | ||
| Net cash provided by operating activities | 16,767 | 9,291 | ||||
| Cash flows from investing activities: | ||||||
| Purchase of property and equipment | (3,698 | ) | (3,974 | ) | ||
| Proceeds from sale of property and equipment | — | 5,600 | ||||
| Net cash (used in) provided by investing activities | (3,698 | ) | 1,626 | |||
| Cash flows from financing activities: | ||||||
| Proceeds from exercise of stock options | 67 | — | ||||
| Debt borrowings | 25,000 | — | ||||
| Debt repayments | (22,582 | ) | (11,758 | ) | ||
| Proceeds from issuance of common shares in the Employee Stock Purchase Plan | 78 | 165 | ||||
| Tax withholding payments for vesting of restricted stock | (271 | ) | (217 | ) | ||
| Payment of debt issuance costs | (1,781 | ) | — | |||
| Net cash provided by (used in) financing activities | 511 | (11,810 | ) | |||
| Effect of exchange rates on cash, cash equivalents, and restricted cash | 182 | (203 | ) | |||
| Net increase (decrease) in cash, cash equivalents, and restricted cash | 13,762 | (1,096 | ) | |||
| Cash, cash equivalents and restricted cash, beginning of period | 20,187 | 33,409 | ||||
| Cash, cash equivalents, and restricted cash, end of period | $ | 33,949 | $ | 32,313 | ||
| Supplemental disclosure of cash flow information: | ||||||
| Cash paid during the period for interest | $ | 1,758 | $ | 2,758 | ||
| Cash (received) paid during the period for income taxes, net | (179 | ) | 225 | |||
| Supplemental disclosure of noncash investing activities: | ||||||
| Property and equipment acquired but not yet paid for | $ | 359 | $ | 265 | ||
| Supplemental disclosure of noncash financing activities: | ||||||
| Change in fair value of Term Loan warrants due to amended exercise price | $ | — | $ | 141 | ||
| Paid-in-kind fee recorded as incremental debt issuance cost | — | 566 |
Exhibit 99.1
The Beachbody Company, Inc.
Adjusted EBITDA
We use Adjusted EBITDA, which is a non-GAAP performance measure, to supplement our results presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). We believe Adjusted EBITDA is useful in evaluating our operating performance, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing operating performance and prospects. Adjusted EBITDA is not intended to be a substitute for any GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.
We define and calculate Adjusted EBITDA as net income (loss) adjusted for depreciation and amortization, amortization of capitalized cloud computing implementation costs, amortization of content assets, interest expense, income tax provision, equity-based compensation, restructuring costs, and other items that are not normal, recurring, operating expenses necessary to operate the Company’s business as described in the reconciliation below.
We include this non-GAAP financial measure because it is used by management to evaluate BODi’s core operating performance and trends and to make strategic decisions regarding the allocation of capital and new investments. Adjusted EBITDA excludes certain expenses that are required in accordance with GAAP because they are non-cash (for example, in the case of depreciation and amortization and equity-based compensation) or are not related to our underlying business performance (for example, in the case of restructuring costs, interest income and expense).
The table below presents our Adjusted EBITDA reconciled to our net income (loss), the closest GAAP measure, for the periods indicated:
| Three months ended September 30, | Nine months ended September 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | 2025 | 2024 | ||||||||
| Net income (loss) | $ | 3,569 | $ | (12,003 | ) | $ | (8,079 | ) | $ | (37,084 | ) | |
| Adjusted for: | ||||||||||||
| Loss on debt extinguishment (1) | — | — | 2,166 | 1,928 | ||||||||
| Depreciation and amortization (2) | 1,879 | 7,967 | 6,789 | 18,756 | ||||||||
| Amortization of capitalized cloud computing implementation costs | 37 | 37 | 112 | 112 | ||||||||
| Amortization of content assets | 1,927 | 3,873 | 6,945 | 12,525 | ||||||||
| Interest expense | 1,056 | 1,646 | 3,889 | 5,173 | ||||||||
| Income tax (benefit) provision | (49 | ) | 115 | 97 | 244 | |||||||
| Equity-based compensation (3) | 1,003 | 3,591 | 4,744 | 12,695 | ||||||||
| Pivot restructuring (4) | — | 6,531 | — | 6,531 | ||||||||
| Restructuring and platform consolidation costs (5) | (12 | ) | — | 2,480 | 1,644 | |||||||
| Change in fair value of warrant liabilities | 762 | (1,410 | ) | (107 | ) | (1,333 | ) | |||||
| Gain on sale of property and equipment | — | — | — | (784 | ) | |||||||
| Non-operating (6) | (628 | ) | (211 | ) | (1,147 | ) | (789 | ) | ||||
| Adjusted EBITDA | $ | 9,544 | $ | 10,136 | $ | 17,889 | $ | 19,618 |
1 The nine months ended September 30, 2025 represents the loss related to the $17.3 million debt extinguishment that the Company made on May 13, 2025. The nine months ended September 30, 2024 represents the loss related to the $1.0 million, $5.5 million and $4.0 million partial debt prepayments that the Company made on January 9, 2024, February 29, 2024 and April 5, 2024, respectively.
2 Includes accelerated depreciation expense of $2.9 million for the three and nine months ended September 30, 2024 related to certain long-lived assets that due to the Pivot were not used by the Company after December 31, 2024.
3 Includes benefits due to the modification of stock awards of approximately zero and $0.9 million for the three and nine months ended September 30, 2025, respectively, and $0.3 million and $0.8 million for the three and nine months ended September 30, 2024, respectively.
4 Includes (a) restructuring expense and personnel costs associated with the Pivot of $5.1 million during the three and nine months ended September 30, 2024 and (b) adjustments recorded to nutrition and other inventory of $0.2 million due to the Pivot and adjustments recorded to connected fitness inventory of $1.2 million due to the decision to cease the sale of connected fitness inventory in early 2025, in the three and nine months ended September 30, 2024.
Exhibit 99.1
5 Includes post-Pivot restructuring expenses, primarily termination benefits, of approximately zero and $2.5 million for the three and nine months ended September 30, 2025, respectively. Includes restructuring expense and personnel costs associated with key initiatives of approximately zero and $1.6 million during the three and nine months ended September 30, 2024, respectively
6 Primarily includes interest income.
The Beachbody Company, Inc.
Net Cash Position and Free Cash Flow
Net Cash Position
We use net cash position, which is a non-GAAP liquidity measure, to supplement our liquidity as presented in accordance with GAAP. We believe that net cash position is useful in viewing our liquidity, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing liquidity. Net cash position is not intended to be a substitute for GAAP financial measures and, as calculated may not be comparable to other similarly titled measures of liquidity for other companies in other industries or within the same industry.
The table below presents our net cash position, which is our cash and cash equivalents less the debt on our balance sheet for the periods indicated:
| September 30, | December 31, | |||
|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | ||
| Cash and cash equivalents | $ | 33,949 | $ | 20,187 |
| Less: | ||||
| Current portion of Term Loan | 531 | 9,500 | ||
| Term Loan | 22,929 | 9,668 | ||
| Net cash position | $ | 10,489 | $ | 1,019 |
Free Cash Flow
We use free cash flow, which is a non-GAAP liquidity measure, to supplement our cash provided by (used in) operating activities as presented in accordance with GAAP. We believe that free cash flow is useful in evaluating our liquidity, as it is similar to measures reported by our public competitors and is regularly used by security analysts, institutional investors, and other interested parties in analyzing liquidity. Free cash flow is not intended to be a substitute for GAAP financial measures and, as calculated may not be comparable to other similarly titled measures of liquidity for other companies in other industries or within the same industry.
The table below presents our free cash flow, which is our net cash provided by operating activities less cash used for the purchase of property and equipment for the periods indicated:
| Nine months ended September 30, | ||||
|---|---|---|---|---|
| (in thousands) | 2025 | 2024 | ||
| Net cash provided by operating activities | $ | 16,767 | $ | 9,291 |
| Less: | ||||
| Cash used in the purchase of property and equipment | 3,698 | 3,974 | ||
| Free cash flow | $ | 13,069 | $ | 5,317 |
Investor Relations
IR@BODi.com