Nexxen International Ltd 6-K, filed Aug 12, 2026
Nexxen International Ltd. (NEXN)
6-K
2026-08-12
For: 2026-08-12
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Added on
August 12, 2026
About this 6-K
Nexxen International Ltd filed this 6-K on August 12, 2026.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Month of August 2026
Commission File Number 001-40504
Nexxen International Ltd.
(Translation of registrant’s name into English)
82 Yigal Alon Street, Tel Aviv 6789124, Israel
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Explanatory Note
On August 12, 2026, the Company issued an announcement titled “Nexxen Reports Record Second Quarter 2026 Financial Results”, a copy of
which is attached as Exhibit 99.1 to this Form 6-K. The Company also announced a change in its commercial leadership team. Chance Johnson, formerly the Company’s Chief Commercial Officer, has been promoted to President of the Company.
Other than as indicated below, the information in this Form 6-K (including in 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 incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.
The IFRS financial information contained in the (i) condensed consolidated interim statements of financial position as of June 30, 2026 and December 31, 2025 (unaudited), (ii) condensed consolidated
interim statements of operation and other comprehensive income (loss) for the three and six months ended June 30, 2026 and 2025 (unaudited), (iii) condensed consolidated interim statements of changes in equity (unaudited), and (iv) condensed
consolidated interim statements of cash flows for the six months ended June 30, 2026 and 2025 (unaudited) included in the press release attached as Exhibit 99.1 to this Report on Form 6-K are hereby incorporated by reference into the Company’s
Registration Statements on Form S-8 (File No. 333-258731, File No. 333-277709 and File No. 333-285552) and shall be deemed to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports
subsequently filed or furnished.
The following exhibit is furnished as part of this Form 6-K:
|
Exhibit 99.1
|
Company announcement dated August 12, 2026, “Nexxen Reports Record Second Quarter 2026 Financial Results”.
|
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, thereunto duly authorized.
Nexxen International Ltd.
| By: | /S/ Sagi Niri |
| Name: |
Sagi Niri
|
| Title: |
Chief Financial Officer
|
Date: August 12, 2026
|
Exhibit List
|
||
|
|
Exhibit 99.1
Nexxen Reports Record Second Quarter 2026 Financial Results
Delivered record Q2 Contribution ex-TAC and programmatic revenue, highlighted by all-time record
quarterly CTV revenue; raises full-year 2026 Contribution ex-TAC and programmatic revenue guidance
for the third time this year
Advanced nexAI through Model Context Protocol ("MCP") and Agent-to-Agent ("A2A") interoperability,
enabling deeper integration within customers' AI infrastructure and workflows
Accelerated enterprise adoption and platform-wide utilization, strengthening Nexxen’s long-term end-to-
end revenue growth opportunities
NEW YORK, August 12, 2026 — Nexxen International Ltd. (NASDAQ: NEXN) (“Nexxen” or the “Company”), the advertising technology platform powered by unique data and media, announced today its financial
results for the three and six months ended June 30, 2026.
Q2 2026 Financial Highlights
| • |
Record Q2 Contribution ex-TAC of $97.8 million, up 11% year-over-year.
|
| • |
Record Q2 programmatic revenue of $95.2 million, up 12% year-over-year.
|
| • |
All-time record quarterly CTV revenue of $37.8 million, up 33% year-over-year.
|
| • |
Programmatic revenue increased to 95% of total revenue, compared to 93% in Q2 2025.
|
| • |
CTV revenue increased to 40% of programmatic revenue, compared to 33% in Q2 2025.
|
| • |
Video revenue represented 70% of programmatic revenue, compared to 68% in Q2 2025.
|
| • |
Adjusted EBITDA of $27.6 million, representing a 28% Adjusted EBITDA margin on a Contribution ex-TAC basis (27% on a total
revenue basis), compared to $29.9 million and a 34% Adjusted EBITDA margin on a Contribution ex-TAC basis (33% on a total revenue basis) in Q2 2025. The year-over-year change in Adjusted EBITDA primarily reflects increased investment across
AI, data, infrastructure, go-to-market execution and platform capabilities to support the Company's long-term growth opportunities, as well as the impact of foreign currency exchange fluctuations.
|
| • |
$132.0 million in cash and cash equivalents, no long-term debt and $50 million available under the Company’s undrawn revolving credit facility as of June 30, 2026. The Company’s cash and cash equivalents increased significantly
quarter-over-quarter, reflecting strong operating performance, as well as the collection of receivables in Q2 2026 that were outstanding at the end of Q1 2026.
|
“We once again exceeded consensus expectations, delivering record Q2 Contribution ex-TAC and programmatic revenue, highlighted by all-time record quarterly CTV revenue which increased 33%
year-over-year, supporting our decision to increase our full-year Contribution ex-TAC and programmatic revenue guidance for the third time this year,” said Ofer Druker, Chief Executive Officer of Nexxen. “Enterprise engagement continues to
accelerate, fueling greater platform utilization and reinforcing our confidence in our long-term growth strategy. As AI reshapes our industry, we believe differentiation will be driven not simply by AI capabilities, but by the proprietary data,
exclusive media and open, interoperable technology within the platforms underlying them. Through continued innovation, we are positioning nexAI to integrate directly into our customers' AI infrastructure, enabling access to Nexxen’s data,
intelligence and activation capabilities across both our platform and other AI-powered ecosystems. Combined with continued traction for Nexxen TV Home Screen and disciplined execution across our enterprise, CTV, mobile in-app and data strategies, we
believe our platform is increasingly well positioned to capture market share and deliver durable long-term value in the next generation of programmatic advertising.”
Financial Guidance
| • |
Nexxen raises its full-year 2026 Contribution ex-TAC and programmatic revenue guidance last provided June 16, 2026, while reaffirming its full-year 2026 Adjusted EBITDA guidance:
|
| o |
Contribution ex-TAC in the range of $388 - $402 million (previously $385 - $400 million), representing approximately 12% year-over-year growth at the midpoint
|
| o |
Programmatic revenue in the range of $380 - $393 million (previously $377 - $391 million), representing approximately 13% year-over-year growth at the midpoint
|
| o |
Adjusted EBITDA in the range of $122 - $132 million (unchanged), representing approximately 10% year-over-year growth and an Adjusted EBITDA margin of 32% on a Contribution ex-TAC basis at the midpoint
|
| • |
The Company’s updated full-year 2026 Contribution ex-TAC and programmatic revenue guidance reflects its Q2 outperformance, continued year-over-year momentum across enterprise, CTV, mobile and data products to this point in Q3 and increased
visibility into the remainder of the year. Nexxen’s Adjusted EBITDA guidance was reaffirmed primarily to reflect the Company’s expectation to continue investing across its strategic growth initiatives and platform capabilities in H2 2026.
|
| • |
The Company continues to expect H2 2026 growth to be supported by accelerating enterprise customer engagement, increasing end-to-end platform utilization, continued mobile in-app, CTV and data products strength and growing commercial
traction for Nexxen TV Home Screen.
|
| • |
Nexxen will continue investing in AI, data and infrastructure, alongside performance-based CTV and mobile in-app capabilities, to support long-term programmatic revenue growth and drive operating leverage expansion.
|
| • |
The Company continues to evaluate strategic options for its remaining non-programmatic business lines.
|
Q2 2026 Operational Highlights and Recent Developments
| • |
Advanced nexAI through MCP and A2A interoperability, which will enable customers to integrate Nexxen’s AI agents into their existing AI ecosystems and workflows. This innovation is expected to position Nexxen as an increasingly
interoperable intelligence and execution layer, enabling advertisers to seamlessly access the Company’s proprietary data, audience intelligence and campaign activation capabilities across both Nexxen’s platform and other AI-powered ecosystems
while strengthening the Company’s long-term competitive position in the evolving agentic future of programmatic advertising.
|
| • |
Enterprise engagement with Nexxen’s new AI-native DSP user interface (“UI”) and enhanced nexAI DSP assistant continued to accelerate, driving meaningful performance and efficiency improvements, lowering barriers to entry and supporting
greater end-to-end platform utilization. nexAI continues to evolve beyond an efficiency tool into an increasingly important driver of customer adoption, platform utilization and long-term revenue growth.
|
| • |
Increased adoption of Nexxen TV Home Screen across leading CTV OEMs, platforms and agencies, with growing commercial traction reinforcing Nexxen’s long-term CTV revenue opportunity.
|
| • |
Expanded direct software development kit (“SDK”) integrations with Unity and other mobile in-app partners, supporting continued mobile revenue growth while expanding Nexxen’s in-app capabilities and long-term revenue opportunity in one of
programmatic advertising’s most AI-resilient channels.
|
| • |
Announced key leadership adjustments to strengthen Nexxen’s commercial organization, unify execution and position the
Company to accelerate growth across its core drivers. Chance Johnson, formerly the Company’s Chief Commercial Officer, has been promoted to President of Nexxen, supporting the Company’s next phase of go-to-market execution and revenue
growth. Mr. Johnson will focus on scaling the business, executing against the Company’s product and solutions roadmap and taking on a more visible role with the analyst and investor communities. Kara Puccinelli, formerly Nexxen’s Chief
Customer Officer, has assumed the role of Chief Commercial Officer and will continue managing the Company’s enterprise offering. Kenneth Suh, formerly Nexxen’s Chief Strategy Officer, has assumed the role of Chief Business Officer to
further position the Company to capitalize on growth opportunities across its exchange business, particularly within mobile in-app and CTV.
|
| • |
Initiated a strategic wind-down of RhythmInfluence, Nexxen’s non-programmatic influencer marketing business, further concentrating the Company’s focus on programmatic advertising, improving operational efficiency and aligning its business
mix with long-term strategic growth priorities. The wind-down resulted in restructuring expenses during Q2 2026 but is not expected to have a material impact on Contribution ex-TAC or Adjusted EBITDA in H2 2026.
|
| • |
Enhanced Nexxen's political advertising offerings through strategic partnerships with L2 Data and ADvolution, further positioning the Company to capture a greater share of political advertising spend during the 2026 U.S. midterm election
cycle.
|
Share Repurchase Program and Capital Allocation Updates
| o |
The Company did not repurchase any shares during Q2 2026 as management prioritized maintaining financial flexibility while evaluating disciplined M&A opportunities and capital deployment across Nexxen’s strategic priorities, including
continued investment in AI, data, platform capabilities and go-to-market execution. The Company has authorization to initiate a new share repurchase program of up to $40 million.
|
| o |
Since March 1, 2022, the Company has repurchased 30,928,265 shares, or approximately 39.9% of shares outstanding, investing approximately $265.3 million.
|
| o |
Nexxen expects to invest an additional $15 million in V (formerly VIDAA) during Q3 2026, bringing its total investment to $60 million, representing approximately 6% equity ownership.
|
| o |
The Company is continuing to evaluate disciplined strategic opportunities to expand its mobile in-app, CTV, data and AI capabilities to accelerate programmatic revenue growth.
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Financial Highlights for the Three and Six Months Ended June 30, 2026 ($ in millions, except per share amounts)
|
Three months ended June 30
|
Six months ended June 30
|
|||||||||||||||||||||||
|
|
2026
|
2025
|
%
|
2026
|
2025
|
%
|
||||||||||||||||||
|
IFRS Highlights
|
||||||||||||||||||||||||
|
Revenue
|
100.5
|
90.9
|
11
|
%
|
187.4
|
169.3
|
11
|
%
|
||||||||||||||||
|
Programmatic revenue
|
95.2
|
85.0
|
12
|
%
|
177.1
|
156.8
|
13
|
%
|
||||||||||||||||
|
Operating profit (loss)
|
4.2
|
8.7
|
(52
|
%)
|
(0.7
|
)
|
12.2
|
(106
|
%)
|
|||||||||||||||
|
Net income (loss) margin on a gross profit basis
|
5
|
%
|
13
|
%
|
(1
|
%)
|
8
|
%
|
||||||||||||||||
|
Total comprehensive income (loss)
|
4.2
|
11.3
|
(63
|
%)
|
(1.2
|
)
|
13.6
|
(109
|
%)
|
|||||||||||||||
|
Diluted earnings (loss) per share
|
0.06
|
0.14
|
(55
|
%) |
(0.03
|
)
|
0.16
|
(118
|
%)
|
|||||||||||||||
|
Non-IFRS Highlights
|
||||||||||||||||||||||||
|
Contribution ex-TAC
|
97.8
|
87.8
|
11
|
%
|
182.4
|
162.8
|
12
|
%
|
||||||||||||||||
|
Adjusted EBITDA
|
27.6
|
29.9
|
(8
|
%)
|
43.9
|
53.1
|
(17
|
%)
|
||||||||||||||||
|
Adjusted EBITDA Margin on a Contribution ex-TAC basis
|
28
|
%
|
34
|
%
|
24
|
%
|
33
|
%
|
||||||||||||||||
|
Non-IFRS net income
|
13.3
|
18.2
|
(27
|
%)
|
16.8
|
28.8
|
(42
|
%)
|
||||||||||||||||
|
Non-IFRS diluted earnings per share
|
0.23
|
0.29
|
(22
|
%)
|
0.29
|
0.45
|
(36
|
%)
|
||||||||||||||||
Second Quarter 2026 Financial Results Webcast and Conference Call Details
| • |
When: August 12, 2026, at 9:00 AM ET
|
| • |
Webcast: A live and archived webcast can be accessed from the Events and Presentations section of Nexxen’s Investor Relations website at https://investors.nexxen.com/
|
| • |
Participant Dial-In Numbers:
|
| o |
U.S. / Canada Toll-Free Dial-In Number: (888) 596-4144
|
| o |
U.K. Toll-Free Dial-In Number: +44 800 260 6470
|
| o |
International Dial-In Number: +1 (646) 968-2525
|
| o |
Conference ID: 3103910
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About Nexxen
Nexxen is the advertising technology platform that delivers full-funnel performance powered by unique data and media. Comprised of a demand-side platform (“DSP”) and supply-side platform (“SSP”),
with the Nexxen Data Platform at its core, we meet the demands of today’s converging media landscape with exclusive audience intelligence, automation and expertise.
Headquartered in Israel, Nexxen maintains offices throughout North America, Europe and Asia-Pacific and is traded on Nasdaq (NEXN). For more information, please visit nexxen.com.
For further information please contact:
Billy Eckert, Vice President of Investor Relations
ir@nexxen.com
ir@nexxen.com
Caroline Smith, Vice President of Communications
csmith@nexxen.com
Forward Looking Statements
This press release contains forward-looking statements, including forward-looking statements within the meaning of Section 27A of the United States Securities Act of 1933, as amended, and Section 21E
of the United States Securities Exchange Act of 1934, as amended. Forward-looking statements are identified by words such as “anticipates,” “believes,” “expects,” “intends,” “may,” “can,” “will,” “estimates,” and other similar expressions. However,
these words are not the only way Nexxen identifies forward-looking statements. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without
limitation statements regarding anticipated financial results for Q3 and full year 2026 and beyond; anticipated benefits of Nexxen’s strategic transactions and commercial partnerships; anticipated features and benefits of Nexxen’s products and
service offerings, including anticipated benefits relating to nexAI, MCP and A2A interoperability and the Company's AI investment strategy; anticipated industry adoption of Nexxen’s programmatic Smart TV home screen ad activation solution (Nexxen TV
Home Screen); Nexxen’s positioning for accelerated growth and continued future growth; Nexxen’s medium- to long-term prospects; management’s belief that Nexxen is well-positioned to benefit from future industry growth trends and Company-specific
catalysts; the Company’s plans with respect to its cash reserves as well as its future share repurchase programs and further investment in V (formerly VIDAA); the Company’s plans to pursue strategic opportunities for its non-programmatic business
lines and other targeted, smaller-scale strategic opportunities to accelerate programmatic revenue growth and expand capabilities; anticipated benefits from the renewed and expanded strategic partnership with V, as well as any other statements
related to Nexxen’s future financial results and operating performance. These statements are neither promises nor guarantees but involve known and unknown risks, uncertainties and other important factors that may cause Nexxen’s actual results,
performance or achievements to be materially different from its expectations expressed or implied by the forward-looking statements, including, but not limited to, the following: negative global economic conditions, including risks related to tariff
impacts or policy shifts (including trade negotiations or enforcement actions) that could materially affect market sentiment, consumer behavior and advertising demand; global conflicts and war, including the conflict involving Israel and Iran and
related regional and international tensions, including U.S. military involvement, and the war and hostilities between Israel and Hamas, Hezbollah and the Houthis in Yemen, and how those conditions may adversely impact Nexxen’s business, customers and
the markets in which Nexxen competes; changes in industry trends; and other negative developments in Nexxen’s business or unfavorable legislative or regulatory developments. Nexxen cautions you not to place undue reliance on these forward-looking
statements. For a more detailed discussion of these factors, and other factors that could cause actual results to vary materially, interested parties should review the risk factors listed in the Company’s most recent Annual Report filed with the U.S.
Securities and Exchange Commission (www.sec.gov) on Form 20-F. Any forward-looking statements made by Nexxen in this press release speak only as of the date of this press release, and Nexxen does not intend to
update these forward-looking statements after the date of this press release, except as required by law.
Nexxen, and the Nexxen logo are trademarks of Nexxen International Ltd. in the United States and other countries. All other trademarks are the property of their respective owners. The use of the word
“partner” or “partnership” in this press release does not mean a legal partner or legal partnership.
Use of Non-IFRS Financial Information
In addition to our IFRS results, we review certain non-IFRS financial measures to help us evaluate our business, measure our performance, identify trends affecting our business, establish budgets,
measure the effectiveness of investments in technology and development and sales and marketing, and assess our operational efficiencies. These non-IFRS measures include Contribution ex-TAC, Adjusted EBITDA, Adjusted EBITDA Margin, Non-IFRS Net
Income and Non-IFRS Earnings per Share, each of which is discussed below.
These non-IFRS financial measures are not intended to be considered in isolation from, as substitutes for, or as superior to the corresponding financial measures prepared in accordance with IFRS.
You are encouraged to evaluate these adjustments and review the reconciliation of these non-IFRS financial measures to their most comparable IFRS measures and the reasons we consider them appropriate. It is important to note that the particular
items we exclude from, or include in, our non-IFRS financial measures may differ from the items excluded from, or included in, similar non-IFRS financial measures used by other companies. See "Reconciliation of Revenue to Contribution ex-TAC,"
"Reconciliation of Total Comprehensive Income (Loss) to Adjusted EBITDA," and "Reconciliation of Net Income (Loss) to Non-IFRS Net Income," included as part of this press release.
| o |
Contribution ex-TAC: Contribution ex-TAC for Nexxen is defined as gross profit plus depreciation and amortization attributable to cost of revenue and cost of revenue (exclusive of depreciation and
amortization) minus Performance (non-programmatic) media costs (“traffic acquisition costs” or “TAC”). Performance (non-programmatic) media costs represent the costs of purchases of impressions from publishers on a cost-per-thousand
impression basis in our non-core, non-programmatic Performance activities. Contribution ex-TAC is a supplemental measure of our financial performance that is not required by or presented in accordance with IFRS. Contribution ex-TAC should not
be considered as an alternative to gross profit as a measure of financial performance. Contribution ex-TAC is a non-IFRS financial measure and should not be viewed in isolation. We believe Contribution ex-TAC is a useful measure in assessing
the performance of Nexxen because it facilitates a consistent comparison against our core business without considering the impact of traffic acquisition costs related to revenue reported on a gross basis.
|
| o |
Adjusted EBITDA: We define Adjusted EBITDA for Nexxen as total comprehensive income (loss) for the period adjusted for foreign currency translation differences for foreign operations, tax expenses,
financial income, net, depreciation and amortization, stock-based compensation expenses, restructuring and delisting related one-time costs. Adjusted EBITDA is included in the press release because it is a key metric used by management and
our Board of Directors to assess our financial performance. Adjusted EBITDA is frequently used by analysts, investors and other interested parties to evaluate companies in our industry. Management believes that Adjusted EBITDA is an
appropriate measure of operating performance because it eliminates the impact of expenses that do not relate directly to the performance of the underlying business.
|
| o |
Adjusted EBITDA Margin: We define Adjusted EBITDA Margin as Adjusted EBITDA as a percentage of Contribution ex-TAC.
|
| o |
Non-IFRS Net Income and Non-IFRS Earnings per Share: We define non-IFRS earnings per share as non-IFRS net income divided by non-IFRS weighted-average shares outstanding. Non-IFRS net income is
equal to net income (loss) excluding amortization of acquired intangibles, restructuring, delisting related one-time costs and stock-based compensation expenses, and also considers the tax effects of non-IFRS adjustments. In periods in
which we have non-IFRS net income, non-IFRS weighted-average shares outstanding used to calculate non-IFRS earnings per share include the impact of potentially dilutive shares. Potentially dilutive shares consist of stock options,
restricted stock awards, restricted stock units and performance stock units, each computed using the treasury stock method. We believe non-IFRS earnings per share is useful to investors for evaluating our ongoing operational performance and
trends on a per share basis and also facilitates comparison of our financial results on a per share basis with other companies, many of which present a similar non-IFRS measure. However, a potential limitation of our use of non-IFRS
earnings per share is that other companies may define non-IFRS earnings per share differently, which may make comparison difficult. This measure may also exclude expenses that may have a material impact on our reported financial results.
Non-IFRS earnings per share is a performance measure and should not be used as a measure of liquidity. Because of these limitations, we also consider the comparable IFRS measure of net income.
|
We do not provide a reconciliation of forward-looking non-IFRS financial metrics because reconciling information is not available without an unreasonable effort, such as attempting to make
assumptions that cannot reasonably be made on a forward-looking basis to determine the corresponding IFRS metric.
Reconciliation of Total Comprehensive Income (Loss) to Adjusted EBITDA
|
|
Three months ended June 30
|
Six months ended June 30
|
||||||||||||||||||||||
|
|
2026
|
2025
|
%
|
2026
|
2025
|
%
|
||||||||||||||||||
|
($ in thousands)
|
||||||||||||||||||||||||
|
Total comprehensive income (loss)
|
4,212
|
11,256
|
(63
|
%)
|
(1,245
|
)
|
13,647
|
(109
|
%)
|
|||||||||||||||
|
Foreign currency translation differences for foreign operation
|
(572
|
)
|
(2,590
|
)
|
(430
|
)
|
(3,348
|
)
|
||||||||||||||||
|
Tax expenses
|
1,218
|
1,437
|
1,318
|
4,313
|
||||||||||||||||||||
|
Financial income, net
|
(699
|
)
|
(1,399
|
)
|
(348
|
)
|
(2,459
|
)
|
||||||||||||||||
|
Depreciation and amortization
|
17,751
|
15,521
|
34,067
|
30,788
|
||||||||||||||||||||
|
Stock-based compensation expenses
|
4,388
|
5,709
|
9,201
|
8,609
|
||||||||||||||||||||
|
Restructuring
|
1,323
|
-
|
1,323
|
-
|
||||||||||||||||||||
|
Delisting related one-time costs
|
-
|
-
|
-
|
1,520
|
||||||||||||||||||||
|
Adjusted EBITDA
|
27,621
|
29,934
|
(8
|
%)
|
43,886
|
53,070
|
(17
|
%)
|
||||||||||||||||
Reconciliation of Revenue to Contribution ex-TAC
|
|
Three months ended June 30
|
Six months ended June 30
|
||||||||||||||||||||||
|
|
2026
|
2025
|
%
|
2026
|
2025
|
%
|
||||||||||||||||||
|
($ in thousands)
|
||||||||||||||||||||||||
|
Revenue
|
100,518
|
90,948
|
11
|
%
|
187,360
|
169,278
|
11
|
%
|
||||||||||||||||
|
Cost of revenue (exclusive of depreciation and amortization)
|
(18,793
|
)
|
(12,057
|
)
|
(35,226
|
)
|
(23,256
|
)
|
||||||||||||||||
|
Depreciation and amortization attributable to cost of revenue
|
(14,638
|
)
|
(12,531
|
)
|
(27,932
|
)
|
(24,825
|
)
|
||||||||||||||||
|
Gross profit (IFRS)
|
67,087
|
66,360
|
1
|
%
|
124,202
|
121,197
|
2
|
%
|
||||||||||||||||
|
Depreciation and amortization attributable to cost of revenue
|
14,638
|
12,531
|
27,932
|
24,825
|
||||||||||||||||||||
|
Cost of revenue (exclusive of depreciation and amortization)
|
18,793
|
12,057
|
35,226
|
23,256
|
||||||||||||||||||||
|
Performance media cost
|
(2,693
|
)
|
(3,141
|
)
|
(4,997
|
)
|
(6,483
|
)
|
||||||||||||||||
|
Contribution ex-TAC (Non-IFRS)
|
97,825
|
87,807
|
11
|
%
|
182,363
|
162,795
|
12
|
%
|
||||||||||||||||
Reconciliation of Net Income (Loss) to Non-IFRS Net Income
|
|
Three months ended June 30
|
Six months ended June 30 | ||||||||||||||||||||||
|
|
2026
|
2025
|
%
|
2026
|
2025
|
%
|
||||||||||||||||||
|
($ in thousands)
|
||||||||||||||||||||||||
|
Net income (loss)
|
3,640
|
8,666
|
(58
|
%)
|
(1,675
|
)
|
10,299
|
(116
|
%)
|
|||||||||||||||
|
Amortization of acquired intangibles
|
5,890
|
5,912
|
11,767
|
11,782
|
||||||||||||||||||||
|
Restructuring
|
1,323
|
-
|
1,323
|
-
|
||||||||||||||||||||
|
Delisting Costs
|
-
|
-
|
-
|
1,520
|
||||||||||||||||||||
|
Stock-based compensation expenses
|
4,388
|
5,709
|
9,201
|
8,609
|
||||||||||||||||||||
|
Tax effect of Non-IFRS adjustments (1)
|
(1,910
|
)
|
(2,083
|
)
|
(3,816
|
)
|
(3,367
|
)
|
||||||||||||||||
|
Non-IFRS net income
|
13,331
|
18,204
|
(27
|
%)
|
16,800
|
28,843
|
(42
|
%)
|
||||||||||||||||
|
Weighted average shares outstanding—diluted (in millions) (2)
|
58.3
|
62.0
|
58.0
|
63.8
|
||||||||||||||||||||
|
Non-IFRS diluted earnings per share (in USD)
|
0.23
|
0.29
|
(22
|
%)
|
0.29
|
0.45
|
(36
|
%)
|
||||||||||||||||
| (1) |
Non-IFRS net income includes the estimated tax impact from the expense items reconciling between net income (loss) and non-IFRS net income
|
| (2) |
Non-IFRS earnings per share is computed using the same weighted-average number of shares that are used to compute IFRS earnings per share
|
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION
(Unaudited)
|
June 30
|
December 31
|
|||||||
|
2026
|
2025
|
|||||||
|
USD thousands
|
||||||||
|
Assets
|
||||||||
|
ASSETS:
|
||||||||
|
Cash and cash equivalents
|
132,044
|
133,308
|
||||||
|
Trade receivables, net
|
224,032
|
196,101
|
||||||
|
Other receivables
|
5,531
|
6,116
|
||||||
|
Current tax assets
|
2,302
|
1,809
|
||||||
|
TOTAL CURRENT ASSETS
|
363,909
|
337,334
|
||||||
|
Fixed assets, net
|
28,491
|
18,033
|
||||||
|
Right-of-use assets
|
31,816
|
27,005
|
||||||
|
Intangible assets, net
|
308,623
|
318,376
|
||||||
|
Deferred tax assets
|
8,518
|
9,407
|
||||||
|
Investment in shares
|
45,000
|
45,000
|
||||||
|
Other long-term assets
|
977
|
918
|
||||||
|
TOTAL NON-CURRENT ASSETS
|
423,425
|
418,739
|
||||||
|
TOTAL ASSETS
|
787,334
|
756,073
|
||||||
|
Liabilities and shareholders’ equity
|
||||||||
|
LIABILITIES:
|
||||||||
|
Current maturities of lease liabilities
|
14,856
|
13,287
|
||||||
|
Trade payables
|
230,336
|
207,020
|
||||||
|
Other payables
|
43,272
|
41,282
|
||||||
|
Current tax liabilities
|
636
|
441
|
||||||
|
TOTAL CURRENT LIABILITIES
|
289,100
|
262,030
|
||||||
|
Employee benefits
|
208
|
213
|
||||||
|
Long-term lease liabilities
|
21,878
|
18,644
|
||||||
|
Deferred tax liabilities
|
202
|
515
|
||||||
|
TOTAL NON-CURRENT LIABILITIES
|
22,288
|
19,372
|
||||||
|
TOTAL LIABILITIES
|
311,388
|
281,402
|
||||||
|
SHAREHOLDERS’ EQUITY:
|
||||||||
|
Share capital
|
328
|
324
|
||||||
|
Share premium
|
281,026
|
278,510
|
||||||
|
Other comprehensive income
|
778
|
348
|
||||||
|
Retained earnings
|
193,814
|
195,489
|
||||||
|
TOTAL SHAREHOLDERS’ EQUITY
|
475,946
|
474,671
|
||||||
|
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
|
787,334
|
756,073
|
||||||
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF OPERATION AND OTHER
COMPREHENSIVE INCOME (LOSS)
(Unaudited)
|
For the six months
ended June 30
|
For the three months
ended June 30
|
|||||||||||||||
|
2026
|
2025
|
2026
|
2025
|
|||||||||||||
|
USD thousands
|
USD thousands
|
|||||||||||||||
|
Revenues
|
187,360
|
169,278
|
100,518
|
90,948
|
||||||||||||
|
Cost of revenues (Exclusive of depreciation and amortization shown separately below)
|
35,226
|
23,256
|
18,793
|
12,057
|
||||||||||||
|
Research and development expenses
|
29,762
|
27,729
|
14,711
|
14,965
|
||||||||||||
|
Selling and marketing expenses
|
69,007
|
60,161
|
34,731
|
31,295
|
||||||||||||
|
General and administrative expenses
|
20,003
|
15,191
|
10,373
|
8,406
|
||||||||||||
|
Depreciation and amortization
|
34,067
|
30,788
|
17,751
|
15,521
|
||||||||||||
|
Total operating costs
|
152,839
|
133,869
|
77,566
|
70,187
|
||||||||||||
|
Operating profit (loss)
|
(705
|
)
|
12,153
|
4,159
|
8,704
|
|||||||||||
|
Financing income
|
(1,731
|
)
|
(3,741
|
)
|
(1,007
|
)
|
(1,971
|
)
|
||||||||
|
Financing expenses
|
1,383
|
1,282
|
308
|
572
|
||||||||||||
|
Financing income, net
|
348
|
2,459
|
699
|
1,399
|
||||||||||||
|
Profit (loss) before taxes on income
|
(357
|
)
|
14,612
|
4,858
|
10,103
|
|||||||||||
|
Tax expenses
|
1,318
|
4,313
|
1,218
|
1,437
|
||||||||||||
|
Profit (loss) for the period
|
(1,675
|
)
|
10,299
|
3,640
|
8,666
|
|||||||||||
|
Other comprehensive income items:
|
||||||||||||||||
|
Foreign currency translation differences for foreign operation
|
430
|
3,348
|
572
|
2,590
|
||||||||||||
|
Total other comprehensive income for the period
|
430
|
3,348
|
572
|
2,590
|
||||||||||||
|
Total comprehensive income (loss) for the period
|
(1,245
|
)
|
13,647
|
4,212
|
11,256
|
|||||||||||
|
Earnings (loss) per share
|
||||||||||||||||
|
Basic earnings (loss) per share (in USD)
|
(0.03
|
)
|
0.17
|
0.06
|
0.14
|
|||||||||||
|
Diluted earnings (loss) per share (in USD)
|
(0.03
|
)
|
0.16
|
0.06
|
0.14
|
|||||||||||
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN EQUITY
(Unaudited)
|
Share capital
|
Share premium
|
Other comprehensive income (loss)
|
Retained earnings
|
Total
|
||||||||||||||||
|
USD thousands
|
||||||||||||||||||||
|
Balance as of January 1, 2026
|
324
|
278,510
|
348
|
195,489
|
474,671
|
|||||||||||||||
|
Total comprehensive loss for the period
|
||||||||||||||||||||
|
Loss for the period
|
-
|
-
|
-
|
(1,675
|
)
|
(1,675
|
)
|
|||||||||||||
|
Other comprehensive income:
|
||||||||||||||||||||
|
Foreign currency translation
|
-
|
-
|
430
|
-
|
430
|
|||||||||||||||
|
Total comprehensive income (loss) for the period
|
-
|
-
|
430
|
(1,675
|
)
|
(1,245
|
)
|
|||||||||||||
|
Transactions with owners, recognized directly in equity
|
||||||||||||||||||||
|
Own shares acquired
|
(7
|
)
|
(7,146
|
)
|
-
|
-
|
(7,153
|
)
|
||||||||||||
|
Share based compensation
|
-
|
9,519
|
-
|
-
|
9,519
|
|||||||||||||||
|
Exercise of share options
|
11
|
143
|
-
|
-
|
154
|
|||||||||||||||
|
Balance as of June 30, 2026
|
328
|
281,026
|
778
|
193,814
|
475,946
|
|||||||||||||||
|
Balance as of January 1, 2025
|
377
|
362,507
|
(2,476
|
)
|
170,446
|
530,854
|
||||||||||||||
|
Total comprehensive income for the period
|
||||||||||||||||||||
|
Profit for the period
|
-
|
-
|
-
|
10,299
|
10,299
|
|||||||||||||||
|
Other comprehensive income:
|
||||||||||||||||||||
|
Foreign currency translation
|
-
|
-
|
3,348
|
-
|
3,348
|
|||||||||||||||
|
Total comprehensive income for the period
|
-
|
-
|
3,348
|
10,299
|
13,647
|
|||||||||||||||
|
Transactions with owners, recognized directly in equity
|
||||||||||||||||||||
|
Own shares acquired
|
(42
|
)
|
(71,932
|
)
|
-
|
-
|
(71,974
|
)
|
||||||||||||
|
Share based compensation
|
-
|
7,380
|
-
|
-
|
7,380
|
|||||||||||||||
|
Exercise of share options
|
5
|
377
|
-
|
-
|
382
|
|||||||||||||||
|
Balance as of June 30, 2025
|
340
|
298,332
|
872
|
180,745
|
480,289
|
|||||||||||||||
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS
(Unaudited)
|
Six months ended
June 30
|
||||||||
|
2026
|
2025
|
|||||||
|
USD thousands
|
||||||||
|
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
|
Profit (loss) for the period
|
(1,675
|
)
|
10,299
|
|||||
|
Adjustments for:
|
||||||||
|
Depreciation and amortization
|
34,067
|
30,788
|
||||||
|
Net financing income
|
(470
|
)
|
(2,558
|
)
|
||||
|
Loss on leases modification
|
8
|
38
|
||||||
|
Share-based compensation and restricted shares
|
9,201
|
8,609
|
||||||
|
Tax expenses
|
1,318
|
4,313
|
||||||
|
Change in trade and other receivables
|
(27,336
|
)
|
33,071
|
|||||
|
Change in trade and other payables
|
25,817
|
(39,457
|
)
|
|||||
|
Change in employee benefits
|
(15
|
)
|
(20
|
)
|
||||
|
Income taxes received
|
767
|
137
|
||||||
|
Income taxes paid
|
(1,802
|
)
|
(9,999
|
)
|
||||
|
Interest received
|
1,305
|
2,525
|
||||||
|
Interest paid
|
(954
|
)
|
(1,115
|
)
|
||||
|
Net cash provided by operating activities
|
40,231
|
36,631
|
||||||
|
CASH FLOWS FROM INVESTING ACTIVITIES
|
||||||||
|
Change in pledged deposits, net
|
87
|
(152
|
)
|
|||||
|
Payments on finance lease receivable
|
551
|
604
|
||||||
|
Acquisition of fixed assets
|
(18,578
|
)
|
(5,042
|
)
|
||||
|
Acquisition and capitalization of intangible assets
|
(10,557
|
)
|
(8,152
|
)
|
||||
|
Repayment of debt investment
|
63
|
42
|
||||||
|
Net cash used in investing activities
|
(28,434
|
)
|
(12,700
|
)
|
||||
|
CASH FLOWS FROM FINANCING ACTIVITIES
|
||||||||
|
Acquisition of own shares
|
(7,301
|
)
|
(72,562
|
)
|
||||
|
Proceeds from exercise of share options
|
154
|
382
|
||||||
|
Leases repayment
|
(7,816
|
)
|
(8,247
|
)
|
||||
|
Net cash used in financing activities
|
(14,963
|
)
|
(80,427
|
)
|
||||
|
Net decrease in cash and cash equivalents
|
(3,166
|
)
|
(56,496
|
)
|
||||
|
CASH AND CASH EQUIVALENTS AS OF THE BEGINNING OF PERIOD
|
133,308
|
187,068
|
||||||
|
EFFECT OF EXCHANGE RATE FLUCTUATIONS ON CASH AND CASH EQUIVALENTS
|
1,902
|
887
|
||||||
|
CASH AND CASH EQUIVALENTS AS OF THE END OF PERIOD
|
132,044
|
131,459
|
||||||