FBYD 8-K
Falcon's Beyond Global, Inc. (FBYD)
4
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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
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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.
Item 2.02. Results of Operations and Financial Condition.
On August 13, 2026, Falcon’s Beyond Global, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended June 30, 2026. The full text of the Company’s press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K (this “Current Report”) and is incorporated herein by reference.
The information furnished in this Current Report (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
Exhibit Number |
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Description |
99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
2
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.
Date: August 13, 2026 |
FALCON’S BEYOND GLOBAL, INC. |
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By: |
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/s/ Bruce A. Brown |
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Name: |
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Bruce A. Brown |
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Title: |
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Chief Legal Officer and Corporate Secretary |
3
Exhibit 99.1
Falcon’s Beyond Reports Second Quarter 2026
Financial Results
Company Reports Consolidated Revenue of $5.6 Million for Q2
Company's Unconsolidated Subsidiary, Falcon's Creative Group, generated Q2 revenue of $12.5 Million
Company's Unconsolidated Joint Venture, Producciones de Parques, generated Q2 revenue of $6.5 Million
Orlando, FL (August 13, 2026) — Falcon’s Beyond Global, Inc. (Nasdaq: FBYD) (“Falcon’s Beyond”, “Falcon’s” or the “Company”), a visionary entertainment and technology enterprise through its three complementary business divisions Falcon’s Creative Group (“FCG”), Falcon’s Beyond Brands (“FBB”), and Falcon’s Beyond Destinations (“FBD”) reported financial results for the second quarter 2026.
Second Quarter 2026 Highlights
Revenue
Falcon's generated consolidated revenue of $5.6 million for the three months ended June 30, 2026, more than doubled compared to the prior period. Revenue for the quarter consisted of attraction services and product sales, management fees earned from Producciones de Parques, S.L. (“PDP”), the Company's 50:50 joint venture with Meliá Hotels International, and corporate and shared services fees earned from Falcon's Creative Group. Falcon's Attractions, established in mid-2025 with the acquisition of the assets of Oceaneering Entertainment Systems (“OES”), ended the quarter with a contracted pipeline of $28.4 million.
Equity Method Investments
Falcon's Creative Group
Producciones de Parques (“PDP”)
Net Loss
Falcon's recorded a consolidated net loss of $0.3 million for the three month period ended June 30, 2026.
Adjusted EBITDA
Falcon's Beyond generated Adjusted EBITDA(1) loss of $5.2 million in the three month period ended June 30, 2026. Adjusted EBITDA for the quarter excludes the $4.0 million reversal of accrued transaction expenses that are no longer probable to be payable and the gain recognized on the partial liquidation of the Karnival joint venture.
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(1) Adjusted EBITDA is a non-GAAP financial measure. See “Use and Definition of Non-GAAP Financial Measure” below for more information and a reconciliation to the most directly comparable GAAP measure.
Other Business Highlights
“We are excited by the continued momentum in our Falcon's Attractions business which added its first major design and build contract to its pipeline in the second quarter. This is incremental to the robust spares and service business we have been building since the OES acquisition in mid-2025. We are very encouraged by the trajectory and confident in our ability to build on this success.” said Cecil D. Magpuri, Chief Executive Officer of Falcon’s Beyond.
About Falcon’s Beyond
Falcon’s Beyond is a visionary entertainment and technology enterprise at the forefront of the global experience economy. We design, develop, engineer, deliver, and commercialize immersive physical and digital experiences for leading brands, developers, and destination operators worldwide, as well as for our own portfolio of entertainment and technology concepts. Our business is built on an integrated experience platform that brings together creative development, proprietary technologies, advanced engineering, intellectual property, and operational execution to enable the repeatable creation, deployment, and scaling of entertainment experiences across multiple formats and locations globally. We operate through three complementary business divisions:
FALCON’S BEYOND and its related trademarks are owned by Falcon’s Beyond.
Falcon’s is headquartered in Orlando, FL. Learn more at falconsbeyond.com.
Falcon’s Beyond may use its website as a distribution channel of material Company information. Financial and other important information regarding the Company is routinely accessed through and posted on our website at https://investors.falconsbeyond.com.
In addition, you may automatically receive email alerts and other information about Falcon’s when you enroll your email address by visiting the Email Alerts section at https://investors.falconsbeyond.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains statements that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. When used in this press release, words such as “will,” “would”, “aim,” “delivers,” “exceptional,” “expand” and similar expressions identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ from those expressed in or implied by the forward-looking statements, including (1) our ability to sustain our growth, effectively manage our anticipated future growth, and implement our business strategies to achieve the results we anticipate, (2) our current liquidity resources raise substantial doubt about our ability to continue as a going concern, (3) impairments of our intangible assets and equity method investment in our joint ventures, (4) our ability to raise additional capital, (5) the closure of Katmandu Park DR, sale of our interests in the Sol Tenerife Hotel, winding up of our Karnival joint venture, and the repositioning and rebranding of our FBD business, (6) the success of our growth plans in FCG and FBB, (7) risks associated with acquisitions, dispositions, business combinations, and joint ventures, (8) any failure to realize the anticipated benefits of acquired or proposed to be acquired businesses, including OES, (9) our customer concentration in FCG, (10) the timing of recognition of revenue from our contracted pipeline is difficult to predict with certainty and in some cases may extend over a number of fiscal years, (11) the risk that contractual restrictions relating to the Strategic Investment may affect our ability to access the public markets and expand our business, (12) the risks of doing business internationally, including in the Kingdom of Saudi Arabia, (13) our indebtedness, (14) our dependence on strategic relationships with local partners in order to offer and market our products and services in certain jurisdictions, (15) our reliance on our senior management and key employees, and our ability to hire, train, retain, and motivate qualified personnel, (16) cybersecurity-related risks, (17) our ability to protect our intellectual property, (18) our ability to remediate identified material weaknesses in our internal controls over financial reporting, (19) the concentration of share ownership and the significant influence of the Demerau Family and Cecil D. Magpuri, (20) the outcome of pending, threatened and future legal proceedings, (21) our continued compliance with Nasdaq continued listing standards, (22) risks related to our Up-C entity structure and the fact that we may be required to make substantial payments to certain unitholders under our Tax Receivable Agreement, and (23) the risks disclosed under the caption “Risk Factors” in the Company’s most recent Annual Report on Form 10-K, and the Company’s other filings with the Securities and Exchange Commission. The forward-looking statements herein speak only as of the date of this press release, and the Company undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.
Use and Definition of Non-GAAP Financial Measure
We prepare our consolidated financial statements in accordance with U.S. GAAP. In addition to financial measures prepared in accordance with U.S. GAAP, we present Adjusted EBITDA, a non-GAAP financial measure. We define Adjusted EBITDA as net income (loss) before interest expense, interest income, income taxes, depreciation and amortization, transaction-related credits, changes in the fair value of warrant liabilities, impairment charges, and certain gains or losses associated with equity method investments that are not considered indicative of our core operating performance.
Management believes Adjusted EBITDA provides useful supplemental information regarding the operating performance of our business by excluding the effects of financing decisions, capital structure, depreciation and amortization, and other items that may not be representative of ongoing operations. Adjusted EBITDA should not be considered in isolation or as a substitute for net income (loss), operating income (loss), cash flows from operating activities, or other measures prepared in accordance with U.S. GAAP. A reconciliation of net income (loss), the most directly comparable U.S. GAAP measure, to Adjusted EBITDA is included below.
Media Relations: Toni Caracciolo, Falcon’s Beyond: [email protected]
Investor Relations: [email protected]
FALCON'S BEYOND GLOBAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands of U.S. dollars, except share and per share data)
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As of |
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(UNAUDITED) |
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December 31, |
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Assets |
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Cash and cash equivalents |
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$ |
3,092 |
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$ |
1,868 |
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Accounts receivable |
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5,585 |
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3,714 |
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Contract assets |
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1,111 |
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3,264 |
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Other current assets |
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6,313 |
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1,525 |
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Total current assets |
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16,101 |
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10,371 |
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Investments and advances to equity method investments |
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42,654 |
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50,717 |
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Operating lease right-of-use assets |
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2,854 |
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3,188 |
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Property and equipment, net |
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885 |
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1,022 |
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Intangible assets, net |
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949 |
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1,063 |
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Other non-current assets |
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204 |
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341 |
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Total assets |
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$ |
63,647 |
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$ |
66,702 |
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Liabilities and stockholders’ equity |
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Accounts payable |
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$ |
3,073 |
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$ |
8,453 |
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Accrued expenses and other current liabilities |
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6,222 |
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16,429 |
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Contract liabilities |
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5,832 |
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19 |
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Operating lease liability, current |
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503 |
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460 |
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Short-term debt |
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636 |
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1,386 |
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Long-term debt, current |
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8,274 |
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1,769 |
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Total current liabilities |
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24,540 |
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28,516 |
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Operating lease liability, net of current portion |
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1,638 |
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1,900 |
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Long-term debt, net of current portion |
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7,563 |
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12,465 |
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Total liabilities |
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33,741 |
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42,881 |
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Stockholders’ equity |
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Equity attributable to common stockholders |
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15,059 |
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11,926 |
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Noncontrolling interest |
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14,847 |
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11,895 |
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Total equity |
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29,906 |
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23,821 |
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Total liabilities and equity |
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$ |
63,647 |
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$ |
66,702 |
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FALCON’S BEYOND GLOBAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(in thousands of U.S. dollars, except share and per share data)
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Three months ended |
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Six months ended |
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June 30, |
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June 30, |
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June 30, |
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June 30, |
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Revenue: |
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Services |
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$ |
4,002 |
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$ |
2,392 |
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$ |
7,676 |
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$ |
4,100 |
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Product sales |
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1,616 |
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157 |
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3,318 |
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157 |
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Total revenue |
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5,618 |
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2,549 |
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10,994 |
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4,257 |
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Operating expenses: |
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Project design and build expense |
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1,069 |
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348 |
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2,014 |
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454 |
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Cost of product sales |
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1,029 |
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83 |
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2,158 |
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83 |
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Selling, general and administrative expense |
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7,652 |
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6,644 |
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15,388 |
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12,940 |
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Transaction credit |
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(4,000 |
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(3,299 |
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(15,057 |
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(1,778 |
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Research and development expense |
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— |
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83 |
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— |
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201 |
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Depreciation and amortization expense |
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130 |
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40 |
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264 |
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44 |
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Total operating expenses |
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5,880 |
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3,899 |
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4,767 |
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11,944 |
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Income (loss) from operations |
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(262 |
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(1,350 |
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6,227 |
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(7,687 |
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Share of gain (loss) from equity method investments |
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153 |
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25,846 |
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(63 |
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21,783 |
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Interest expense |
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(218 |
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(841 |
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(392 |
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(2,174 |
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Interest income |
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7 |
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2 |
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13 |
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5 |
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Change in fair value of warrant liabilities |
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— |
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— |
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— |
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2,886 |
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Foreign exchange transaction gain (loss) |
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2 |
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1,455 |
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18 |
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2,207 |
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Net income (loss) before taxes |
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$ |
(318 |
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$ |
25,112 |
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$ |
5,803 |
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$ |
17,020 |
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Income tax (expense) benefit |
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— |
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— |
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— |
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— |
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Net income (loss) |
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$ |
(318 |
) |
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$ |
25,112 |
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$ |
5,803 |
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$ |
17,020 |
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Net income (loss) attributable to noncontrolling interest |
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(158 |
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13,886 |
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2,891 |
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9,409 |
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Net income (loss) attributable to common stockholders |
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(160 |
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11,226 |
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2,912 |
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7,611 |
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Net income (loss) per share |
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Net income (loss) per share, basic |
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(0.01 |
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0.30 |
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0.04 |
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0.21 |
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Net income (loss) per share, diluted |
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(0.01 |
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0.30 |
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0.04 |
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0.17 |
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Weighted average shares outstanding, basic |
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49,327,318 |
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37,523,324 |
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49,269,329 |
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37,423,300 |
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Weighted average shares outstanding, diluted |
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49,327,318 |
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37,525,894 |
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49,527,876 |
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37,521,109 |
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FALCON’S BEYOND GLOBAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(in thousands of U.S. dollars)
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Six months ended |
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June 30, |
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June 30, |
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Cash flows from operating activities |
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Net income (loss) |
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$ |
5,803 |
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$ |
17,020 |
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Adjustments to reconcile net income (loss) to net cash used in operating activities: |
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Depreciation and amortization |
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264 |
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44 |
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Foreign exchange transaction gain (loss) |
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(31 |
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(2,207 |
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Share of gain (loss) from equity method investments |
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63 |
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(21,783 |
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Change in fair value of warrants |
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— |
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(2,886 |
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Share based compensation expense |
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1,258 |
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|
848 |
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Distribution from equity method investment PDP |
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1,720 |
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— |
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Changes in assets and liabilities: |
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Accounts receivable |
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(1,875 |
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392 |
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Contract assets |
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2,153 |
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(147 |
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Deferred transaction costs |
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— |
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588 |
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Other current assets |
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(240 |
) |
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92 |
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Other non-current assets |
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137 |
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(4 |
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Accounts payable |
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(5,378 |
) |
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|
506 |
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Accrued expenses and other current liabilities |
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(10,149 |
) |
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|
545 |
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Contract liabilities |
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5,813 |
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— |
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Operating lease assets and liabilities |
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115 |
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33 |
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Net cash provided by (used in) operating activities |
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(347 |
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(6,959 |
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Cash flows from investing activities |
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Purchase of property and equipment |
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(14 |
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(92 |
) |
Proceeds from sale of equipment |
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— |
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2 |
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Short-term advances to affiliate |
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(4,349 |
) |
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— |
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Issuance of short-term loan |
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(200 |
) |
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— |
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Distribution from equity method investment PDP |
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— |
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26,955 |
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Distribution from equity method investment Karnival |
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5,450 |
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— |
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OES Acquisition |
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— |
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(1,632 |
) |
Net cash provided by (used in) investing activities |
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887 |
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25,233 |
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Cash flows from financing activities |
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Short-term advances |
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— |
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|
8,033 |
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Repayment of debt |
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(1,675 |
) |
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(986 |
) |
Proceeds from related party credit facilities |
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4,370 |
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1,769 |
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Repayment of related party credit facilities |
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(1,831 |
) |
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(1,866 |
) |
Proceeds from RSUs issued to affiliates |
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564 |
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|
403 |
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Settlement of RSUs |
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(735 |
) |
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(422 |
) |
Net cash provided by (used in) financing activities |
|
|
693 |
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|
|
6,931 |
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Net increase (decrease) in cash and cash equivalents |
|
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1,233 |
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|
|
25,205 |
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Foreign exchange impact on cash |
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(9 |
) |
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|
34 |
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Cash and cash equivalents at beginning of year |
|
|
1,868 |
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|
|
825 |
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Cash and cash equivalents at end of period |
|
$ |
3,092 |
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$ |
26,064 |
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Reconciliation of Non-GAAP Financial Measure (Unaudited)
The following table sets forth reconciliations of net loss under U.S. GAAP to Adjusted EBITDA for the following periods:
|
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Three months ended |
|
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Six months ended |
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June 30, |
|
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June 30, |
|
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June 30, |
|
|
June 30, |
|
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Net income (loss) |
|
$ |
(318 |
) |
|
$ |
25,112 |
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|
$ |
5,803 |
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$ |
17,020 |
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Interest expense |
|
|
218 |
|
|
|
841 |
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|
|
392 |
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|
|
2,174 |
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Interest income |
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(7 |
) |
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(2 |
) |
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(13 |
) |
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(5 |
) |
Income tax expense (benefit) |
|
|
— |
|
|
|
— |
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|
|
— |
|
|
|
— |
|
Depreciation and amortization expense |
|
|
130 |
|
|
|
40 |
|
|
|
264 |
|
|
|
44 |
|
EBITDA |
|
|
23 |
|
|
|
25,991 |
|
|
|
6,446 |
|
|
|
19,233 |
|
Transaction credit |
|
|
(4,000 |
) |
|
|
(3,299 |
) |
|
|
(15,057 |
) |
|
|
(1,778 |
) |
Share of equity method investee's gain on sale of land |
|
|
— |
|
|
|
— |
|
|
|
(1,623 |
) |
|
|
— |
|
Share of equity method investee's gain on Tenerife Sale |
|
|
— |
|
|
|
(29,755 |
) |
|
|
— |
|
|
|
(29,755 |
) |
Impairment of PDP |
|
|
— |
|
|
|
5,332 |
|
|
|
— |
|
|
|
5,332 |
|
Gain on excess distributions over investment of Karnival |
|
|
(1,201 |
) |
|
|
— |
|
|
|
(1,201 |
) |
|
|
— |
|
Change in fair value of warrant liabilities |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(2,886 |
) |
Adjusted EBITDA |
|
$ |
(5,178 |
) |
|
$ |
(1,731 |
) |
|
$ |
(11,435 |
) |
|
$ |
(9,854 |
) |