8-K
Newsmax Inc. (NMAX)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
November 13, 2025
Date of Report (Date of earliest event reported)
NEWSMAX INC.
(Exact name of registrant as specified in its charter)
| Florida | 024-12567 | 99-2600308 |
|---|---|---|
| (State or other jurisdiction of<br><br>incorporation or organization) | (Commission File Number) | (I.R.S. Employer<br><br>Identification Number) |
750 Park of Commerce Drive, Suite 100
Boca Raton, Florida 33487
(Address of principal executive offices and zip code)
(561) 686-1165
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class B Common Stock, $0.001 par value per share | NMAX | New York Stock Exchange, 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. ☐
Item 2.02 - Results of Operations and
Financial Condition.
On November 13, 2025, Newsmax Inc. (the "Company") issued a press release announcing its results of operations for the three months ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.
The information in Item 2.02 of this Form 8-K and in the press release attached as Exhibit 99.1 is being furnished and 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. The information in each of Item 2.02 of this Form 8-K and Exhibit 99.1 shall not be incorporated by reference in any filing made by the Company or other document under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in any such filing or document, except as shall be expressly set forth by specific reference in any such filing or document.
Item 7.01 – Regulation FD Disclosure.
The Company has prepared presentation materials (the “Presentation Materials”) that management intends to use from time to time on and after November 13, 2025, in presentations about the Company’s operations and performance. The Presentation Materials are filed as Exhibit 99.2 to this Current Report on Form 8-K.
The information contained in the Presentation Materials is summary information that should be considered within the context of the Company’s filings with the Securities and Exchange Commission and other public announcements that the Company may make by press release or otherwise from time to time. The Presentation Materials speak as of the date of this Current Report on Form 8-K. While the Company may elect to update the Presentation Materials in the future or reflect events and circumstances occurring or existing after the date of this Current Report on Form 8-K, the Company specifically disclaims any obligation to do so.
The information in this Item 7.01 and Exhibit 99.2 of this Current Report on Form 8-K is furnished and shall not be deemed to be “filed” for the purposes of the Exchange Act, or otherwise subject to the liabilities of that section. The information in this Item 7.01 and Exhibit 99.2 of this Current Report on Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this Current Report on Form 8-K, regardless of any general incorporation language in any such filing.
Item 9.01 - Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release, dated September 13, 2025 |
| 99.2 | Presentation Materials |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: November 13, 2025
| Newsmax Inc. | |
|---|---|
| By: | /s/ Darryle Burnham |
| Name: | Darryle Burnham |
| Title: | Chief Financial Officer |
2
Exhibit 99.1
Newsmax AnnouncesThird Quarter 2025 Financial Results
Company ReportsRevenues of $45.3 million, a 4.0% Year-Over-Year Increase, Outpacing Election-Year Comparison
Broadcast RevenuesIncrease to $36.6 Million, a 10.1% Increase Year-Over-Year
Newsmax Remainsthe Fourth Highest-Rated Cable News ChannelWith Over 28 Million Quarterly Viewers
BOCA RATON,FL – November 13, 2025 – Newsmax Inc. (NYSE: NMAX) (“Newsmax” or the “Company”) today announced its financial results for the third quarter ended September 30, 2025.
Management Commentary
“We are pleased to announce another strong quarter that shows the power and consistency of our business, even in a non-election year when news audiences and advertising demand across the industry typically soften,” said Christopher Ruddy, Chief Executive Officer of Newsmax. “Our performance this quarter reflects the strength of our diversified revenue model, the growing reach of our cable and FAST channels and the continued engagement of audiences across all of our platforms.”
Ruddy continued, “Since going public, we have focused on building a company positioned for sustainable, long-term growth. Our strong balance sheet and access to the public markets give us the flexibility to invest strategically, expand our distribution and continue delivering compelling content that resonates with viewers. We remain focused on sustainable, long-term growth and on delivering consistent value for our shareholders.”
Third Quarter2025 Business and Operational Highlights
| ● | Newsmax<br> has significantly expanded its distribution reach through multiple strategic initiatives<br> including: |
|---|---|
| o | Secured<br> distribution agreement with a leading hospitality provider, making Newsmax available in 900+<br> hotels and 300,000 hotel rooms nationwide. |
| --- | --- |
| o | Partnered<br> with Curb to bring Newsmax programming to the Taxi TV platform, reaching over 15,000 screens<br> across 65 U.S. markets generating 2.3 billion annual impressions. |
| --- | --- |
| o | Achieved<br> major international expansion through partnership with Trump Media & Technology Group,<br> making Newsmax available globally on Truth+ streaming platform across multiple devices and<br> connected TV apps. |
| --- | --- |
| o | Extended<br> multi-year carriage partnership with Fubo, launching Newsmax en Español on Fubo’s<br> Latino plan and Latino Plus add-on package. |
| --- | --- |
| o | Expanded<br> international news coverage with Carl Higbie broadcasting live from Israel, providing comprehensive<br> coverage and exclusive interviews including with Israeli Prime Minister Benjamin Netanyahu. |
| --- | --- |
| ● | Implemented<br>strategic cryptocurrency purchase plan of up to $5 million to acquire Bitcoin and Trump Coin over the next 12 months, positioning Newsmax<br>to be the first NYSE company to purchase Trump Coin. |
| --- | --- |
| ● | Partnered<br>with Veritone to modernize newsroom operations and unlock revenue potential from Newsmax’s extensive 20-year content archive through<br>AI-powered Digital Media Hub technology. |
| --- | --- |
| ● | Appointed<br>David Gandler, Co-Founder and Chief Executive Officer of FuboTV, to the Board of Directors, bringing extensive streaming and media industry<br>expertise. |
| --- | --- |
Third Quarter 2025 Financial Highlights
| ● | Newsmax<br>reported total quarterly revenues of $45.3 million for the three-month period ended September 30, 2025, representing a 4.0% year-over-year<br>increase. |
|---|---|
| o | Total Broadcasting revenues<br>grew 10.1% year-over year to $36.6 million for the third quarter of 2025, underscoring continued growth even in a non-election year.<br>This was driven by affiliate fee revenue growth, higher ratings and pricing for broadcasting ad revenue and an increase in Newsmax+ subscribers. |
| --- | --- |
2
| o | Advertising Revenues decreased<br>slightly by 1.6% year-over-year to $27.6 million due to a non-election year comparison period. |
|---|---|
| o | Affiliate Revenues increased<br>22.3% year-over-year to $8.1 million driven by new contractual relationships as well as rate increases that went into effect in 2025. |
| --- | --- |
| o | Subscription Revenues of $6.9<br>million were flat year-over-year, driven by an increase in Newsmax+ subscribers, offset by reductions in publication subscriptions due<br>to election cycle cyclicality. |
| --- | --- |
| o | Product Sales Revenues increased<br>1.8% year-over-year to $1.5 million. |
| --- | --- |
| ● | Newsmax reported a quarterly<br>Net Loss of $(4.1) million as compared to a Net Loss of $(9.8) million reported in the prior year quarter, primarily<br>driven by higher production and programming investments, public company and stock-based compensation costs, offset by reduced legal expenses<br>and higher broadcast revenues. |
| --- | --- |
| ● | Quarterly<br>Adjusted EBITDA was $(1.8) million, a decrease of $4.4 million from the amount reported in the same quarter last year,<br>primarily due to higher production and programming expenses and increased personnel and public company costs associated with the Company’s<br>continued expansion. (See reconciliation of net loss to adjusted EBITDA below). |
| --- | --- |
| ● | The<br>Company ended the quarter with $130.4 million in Cash and short-term investments. Cash and Cash Equivalents were $14.2 million and short-term<br>investments were $116.2 million. |
| --- | --- |
Newsmax is reiterating its previously issued full-year 2025 revenue guidance of $180 million to $190 million.
“Our third quarter results highlight the resilience and momentum of our business,” commented Darryle Burnham, Chief Financial Officer. “By expanding our global distribution footprint and modernizing our content monetization strategy, we are laying the foundation for sustainable, long-term growth. We are encouraged by the strong performance we are seeing early in the fourth quarter and remain confident in our previously disclosed full-year revenue guidance. Supported by a solid balance sheet, we continue to invest in strategic opportunities that enhance our reach, strengthen our financial profile and drive shareholder value.”
Earnings CallInformation
The Company will host an earnings call at 4:30pm ET today to discuss the third quarter 2025 financial results. Participants may access the live webcast at Newsmax’s investor relations website at: Investor Relations | Newsmax Inc.
3
About Newsmax
Newsmax Inc. is listed on the NYSE (NMAX) and operates, through Newsmax Broadcasting LLC, one of the nation’s leading news outlets, the Newsmax channel. The fourth highest-rated network is carried on all major pay TV providers. Newsmax’s media properties reach more than 50 million Americans regularly through Newsmax TV, the Newsmax App, its popular website Newsmax.com, and publications such as Newsmax Magazine. Through its social media accounts, Newsmax reaches over 22 million combined followers. Reuters Institute says Newsmax is one of the top U.S. news brands and Forbes has called Newsmax “a news powerhouse.”
For more information, please visit Investor Relations | Newsmax Inc.
InvestorContacts
Newsmax Investor Relations
ir@newsmax.com
Forward-LookingStatements
This communication contains forward-looking statements. From time to time, we or our representatives may make forward-looking statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Forward-looking statements can be identified by those that are not historical in nature. The forward-looking statements discussed in this communication and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. Newsmax does not guarantee future results, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. Forward-looking statements should not be relied upon as predictions of future events. We are under no duty to update any of these forward-looking statements after the date of this communication to conform our prior statements to actual results or revised expectations, and we do not intend to do so. Factors that may cause actual results to differ materially from current expectations include various factors, including but not limited changes in domestic and global general economic and macro-economic conditions and the volatility of the price of Common Stock that may result from, among other things, comments by securities analysts or other third parties, including blogs, articles, message boards and social and other media, large shareholders exiting their position in our Common Stock, any negative public perception of us, sales of shares previously registered for resale, or other uncertainties and the factors set forth in the sections entitled “Risk Factors” in Newsmax’s Annual Report on Form 10-K for the twelve months ended December 31, 2024, Newsmax’s Quarterly Report on Form 10-Q for the three months ended June 30, 2025, and other filings Newsmax makes with the Securities and Exchange Commission. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. Undue reliance should not be placed on forward-looking statements in this communication, which speak only as of the date they are made and are qualified in their entirety by reference to the cautionary statements herein.
4
USE AND DEFINITION OF NON-GAAP FINANCIALMEASURES
This press release contains a financial measure that has not been prepared in accordance with United States Generally Accepted Accounting Principles (“U.S. GAAP”). This financial measure is Adjusted EBITDA.
Non-GAAP financial measures are used to supplement the financial information presented on a U.S. GAAP basis and should not be considered in isolation or as a substitute for the relevant U.S. GAAP measures and should be read in conjunction with information presented on a U.S. GAAP basis. Because not all companies use identical calculations, our presentation of Non-GAAP measures may not be comparable to other similarly titled measures of other companies.
Adjusted EBITDA^1^ is defined as revenues less cost of revenues and general and administrative expenses and does not include depreciation and amortization, interest expense, net, impairment charges, unrealized gains (losses) on marketable securities, other corporate matters (consisting primarily of certain litigation expenses, and related fees, for specific legal proceedings that the Company has determined are infrequent and unusual in terms of their magnitude), other, net, and income tax expense.
| ^1^ | The Company compensates for<br>limitations of the adjusted EBITDA measure by prominently disclosing GAAP net income (loss), which the Company believes is the most directly<br>comparable GAAP measure, and providing investors with a reconciliation from GAAP net income (loss) to adjusted EBITDA on page 13. |
|---|
5
NEWSMAXINC. AND SUBSIDIARIES
CONDENSEDCONSOLIDATED BALANCE SHEETS
(Unaudited)
| December 31,<br> 2024 | |||||
|---|---|---|---|---|---|
| ASSETS | |||||
| Current assets: | |||||
| Cash and cash equivalents | 14,181,578 | $ | 24,052,887 | ||
| Funds held in escrow | 20,000,000 | - | |||
| Investments | 116,175,071 | 58,310,955 | |||
| Accounts receivable, net | 30,623,417 | 28,265,721 | |||
| Inventories, net | 1,798,300 | 1,792,697 | |||
| Prepaid expenses and other current assets | 9,457,315 | 8,925,294 | |||
| Total current assets | 192,235,681 | 121,347,554 | |||
| Property and equipment, net | 6,568,078 | 6,225,617 | |||
| Right of use asset, operating lease | 4,531,107 | 7,191,606 | |||
| Other assets | 9,446,965 | 10,698,660 | |||
| Security deposits | 549,277 | 609,426 | |||
| Funds held in escrow | 20,000,000 | - | |||
| Total assets | 233,331,108 | $ | 146,072,863 | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||
| Current liabilities | |||||
| Accounts payable | 15,844,429 | $ | 14,670,846 | ||
| Accrued expenses | 9,824,063 | 9,882,720 | |||
| Accrued payroll | 3,439,899 | 2,220,872 | |||
| Accrued distribution | 935,380 | 1,068,366 | |||
| Deferred revenue | 10,673,913 | 13,652,699 | |||
| Lease liability, operating lease | 3,320,703 | 3,894,102 | |||
| Lease liability, finance lease | 156,420 | 199,237 | |||
| Settlement liability | 26,022,450 | 29,099,265 | |||
| Warrant liability | - | 6,499,821 | |||
| Derivative liability | - | 41,459,418 | |||
| Total current liabilities | 70,217,257 | 122,647,346 | |||
| Long-term liabilities: | |||||
| Deferred revenue, net of current portion | 3,031,812 | 2,835,218 | |||
| Lease liability, operating lease, net of current portion | 1,710,473 | 4,049,256 | |||
| Lease liability finance lease, net of current portion | 19,614 | 129,930 | |||
| Share repurchase liability | 6,407,990 | - | |||
| Other long-term liabilities | 937,500 | - | |||
| Settlement liability, net of current portion | 45,045,400 | 25,477,941 | |||
| Total liabilities | 127,370,046 | 155,139,691 | |||
| Commitments and contingencies (Note 11) | |||||
| Convertible and redeemable preferred stock, 0.001 par value; 11,034 shares authorized; and 0 and 5,575 shares issued and outstanding as of September 30, 2025 and December 31, 2024 | - | 128,576,901 | |||
| Stockholders’ equity (deficit) | |||||
| Convertible and redeemable preferred stock, 0.001 par value; 60,000 shares authorized; and 0 and 27,612 shares issued and outstanding as of September 30, 2025 and December 31, 2024 | - | 86,742,045 | |||
| Class A common stock, 0.001 par value; 50,000,000 shares authorized; 39,239,297 shares issued and outstanding; Class B common stock, 0.001 par value; 940,000,000 shares authorized 89,884,489 shares issued and outstanding at September 30, 2025. Class A common stock, 0.001 par value; 20,000 Class A shares authorized; 68,127,538 Class A shares issued and outstanding at December 31, 2024; 60,000 Class B shares authorized; 0 Class B shares issued and outstanding at December 31, 2024 (1) | 129,124 | 10 | |||
| Treasury stock, 0 and 27,061,584 shares at cost, respectively | - | (14,622,222 | ) | ||
| Additional paid-in capital | 429,920,419 | 18,056,702 | |||
| Accumulated other comprehensive income (loss) | 810,725 | (52,849 | ) | ||
| Accumulated deficit | (324,899,206 | ) | (227,767,415 | ) | |
| Total stockholders’ equity (deficit) | 105,961,062 | (137,643,729 | ) | ||
| Total liabilities, convertible and redeemable preferred stock and stockholders’ equity (deficit) | 233,331,108 | $ | 146,072,863 |
All values are in US Dollars.
6
NEWSMAXINC. AND SUBSIDIARIES
CONDENSEDCONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(Unaudited)
| For the three months ended | For the nine months ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, | September 30, | |||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||
| Revenues: | ||||||||||||
| Service revenue | $ | 43,724,758 | $ | 41,993,774 | $ | 132,344,306 | $ | 118,903,244 | ||||
| Product revenue | 1,547,938 | 1,520,178 | 4,669,841 | 4,437,085 | ||||||||
| Total revenues | 45,272,696 | 43,513,952 | 137,014,147 | 123,340,329 | ||||||||
| Cost of services | 28,357,890 | 22,589,117 | 80,765,038 | 64,165,716 | ||||||||
| Cost of products sold | 954,070 | 1,162,172 | 3,184,474 | 3,785,208 | ||||||||
| Gross profit | 15,960,736 | 19,762,663 | 53,064,635 | 55,389,405 | ||||||||
| General and administrative expenses: | ||||||||||||
| Personnel costs | 8,202,407 | 6,557,029 | 24,830,586 | 18,396,598 | ||||||||
| Advertising costs | 4,613,034 | 4,215,409 | 14,972,904 | 12,560,388 | ||||||||
| Professional fees | 2,602,513 | 1,457,565 | 9,993,062 | 3,928,383 | ||||||||
| Rent and utilities | 1,494,040 | 1,526,716 | 4,484,284 | 4,496,174 | ||||||||
| Depreciation | 690,320 | 746,206 | 2,161,785 | 2,371,299 | ||||||||
| Other corporate matters | 1,192,312 | 10,718,880 | 79,297,013 | 69,793,233 | ||||||||
| Other | 4,364,669 | 3,335,633 | 12,501,789 | 8,232,579 | ||||||||
| Total general and administrative expenses | 23,159,295 | 28,557,438 | 148,241,423 | 119,778,654 | ||||||||
| Loss from operations | (7,198,559 | ) | (8,794,775 | ) | (95,176,788 | ) | (64,389,249 | ) | ||||
| Other income (expense), net | ||||||||||||
| Interest and dividend income | 2,203,611 | 166,694 | 5,059,952 | 220,155 | ||||||||
| Interest expense | (5,455 | ) | (25,067 | ) | (18,966 | ) | (73,229 | ) | ||||
| Unrealized gain on marketable securities | 957,795 | 136,355 | 2,042,639 | 264,929 | ||||||||
| Other, net | (17,062 | ) | (1,253,656 | ) | (8,359,960 | ) | (1,285,342 | ) | ||||
| Total other income (expense), net | 3,138,889 | (975,674 | ) | (1,276,335 | ) | (873,487 | ) | |||||
| Net loss before income taxes | (4,059,670 | ) | (9,770,449 | ) | (96,453,123 | ) | (65,262,736 | ) | ||||
| Income tax expense (benefit) | 55,736 | (162 | ) | 70,429 | 20,798 | |||||||
| Net loss | $ | (4,115,406 | ) | $ | (9,770,287 | ) | $ | (96,523,552 | ) | $ | (65,283,534 | ) |
| Other comprehensive income: | ||||||||||||
| Unrealized (loss) gain on available for sale debt investments, net of income tax | (65,595 | ) | — | 863,574 | — | |||||||
| Comprehensive loss | $ | (4,181,001 | ) | $ | (9,770,287 | ) | $ | (95,659,978 | ) | $ | (65,283,534 | ) |
| Weighted average common stock outstanding, basic and diluted ^(1)^ | 128,480,258 | 41,065,954 | 100,938,896 | 41,065,954 | ||||||||
| Net loss per share attributable to common stockholders, basic and diluted | $ | (0.03 | ) | $ | (0.29 | ) | $ | (1.00 | ) | $ | (1.71 | ) |
7
NEWSMAXINC. AND SUBSIDIARIES
CONDENSEDCONSOLIDATED STATEMENTS OF CASH FLOWS
FORTHE NINE MONTHS ENDED September 30, 2025 AND 2024
(Unaudited)
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| Cash flows from operating activities: | ||||||
| Net loss | $ | (96,523,552 | ) | $ | (65,283,534 | ) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||
| Depreciation and amortization | 4,614,605 | 4,663,869 | ||||
| Stock-based compensation | 8,542,133 | - | ||||
| Change in fair value of warrant liability | 1,824,179 | 6,373,757 | ||||
| Change in fair value of derivative liability | 6,104,230 | 871,423 | ||||
| (Recovery of) provision for credit losses | (67,024 | ) | (398,460 | ) | ||
| Unrealized gain on marketable securities | (2,042,639 | ) | (264,929 | ) | ||
| Non-cash lease expense | 2,575,226 | 2,696,788 | ||||
| Non-cash expense related to SEPA Agreement | 500,000 | - | ||||
| Changes in operating assets and liabilities: | ||||||
| (Increase) decrease in assets: | ||||||
| Accounts receivable | (2,290,672 | ) | (3,912,014 | ) | ||
| Inventory | (5,603 | ) | 1,522,127 | |||
| Prepaid expenses and other current assets | (2,470,684 | ) | (1,510,367 | ) | ||
| Funding of settlement escrow | (40,000,000 | ) | - | |||
| Other asset | (1,201,125 | ) | - | |||
| Security deposits | 60,149 | 133,017 | ||||
| Increase (decrease) in liabilities: | ||||||
| Accounts payable | 452,333 | (5,513,332 | ) | |||
| Accrued expenses | 1,027,384 | 9,035,612 | ||||
| Lease liabilities | (2,826,909 | ) | (2,818,993 | ) | ||
| Settlement liability | 16,490,644 | 36,959,521 | ||||
| Other long-term liabilities | 937,500 | - | ||||
| Deferred revenue | (2,782,192 | ) | (3,734,657 | ) | ||
| Net cash used in operating activities | (107,082,017 | ) | (21,180,172 | ) | ||
| Cash flows from investing activities: | ||||||
| Purchase of investments | (132,569,436 | ) | - | |||
| Proceeds from maturity of investments | 28,250,000 | - | ||||
| Sale of investments | 49,361,533 | 314,432 | ||||
| Purchase of property and equipment | (1,782,997 | ) | (497,453 | ) | ||
| Net cash used in investing activities | (56,740,900 | ) | (183,021 | ) | ||
| Cash flows from financing activities: | ||||||
| Proceeds from issuance of convertible preferred stock, net | 80,742,222 | 50,471,381 | ||||
| Proceeds from issuance of common stock IPO, net | 66,359,453 | - | ||||
| Proceeds from exercise of stock options | 7,829,631 | - | ||||
| Proceeds from additional stock issuance | 88,500 | - | ||||
| Payment of dividend | (915,067 | ) | - | |||
| Principal payment under finance lease obligation | (153,132 | ) | (139,040 | ) | ||
| Net cash provided by financing activities | 153,951,608 | 50,332,341 | ||||
| Net change in cash | (9,871,309 | ) | 28,969,148 | |||
| Cash and cash equivalents – beginning | 24,052,887 | 6,037,211 | ||||
| Cash and cash equivalents – ending | $ | 14,181,578 | $ | 35,006,359 | ||
| Supplemental disclosures of cash flow information: | ||||||
| Operating lease assets obtained in exchange for operating lease liabilities | $ | 28,391 | $ | 76,708 | ||
| Allocation from equity to derivative liability for Series B Preferred Stock | $ | - | $ | 14,982,293 | ||
| Interest paid | $ | 1,829 | $ | 30,289 | ||
| Non-cash transactions: | ||||||
| Property and equipment acquired through accounts payable: | $ | 721,250 | $ | 210,737 | ||
| Non-cash financing activities: | ||||||
| Issuance of warrants in connection with the issuance of convertible stock | $ | 1,144,976 | $ | - | ||
| Common stock issuance costs reclassified from prepaid expenses | $ | (1,798,989 | ) | $ | - | |
| IPO funds receivable in escrow | $ | 34,500 | $ | - |
8
NEWSMAXINC. AND SUBSIDIARIES
ADJUSTEDEBITDA RECONCILIATION
FORTHE THREE MONTHS ENDED September 30, 2025 AND 2024
(Unaudited)
| 2025 | 2024 | |||||
|---|---|---|---|---|---|---|
| Net loss | $ | (4,115,406 | ) | $ | (9,770,287 | ) |
| Add | ||||||
| Depreciation | 690,320 | 746,206 | ||||
| Interest, net | (2,198,156 | ) | (141,627 | ) | ||
| Unrealized (gain) loss on marketable securities | (957,795 | ) | (136,355 | ) | ||
| Stock-based compensation | 3,547,340 | — | ||||
| Other corporate matters^2^ | 1,192,312 | 10,718,880 | ||||
| Other, net^3^ | 17,062 | 1,253,656 | ||||
| Income tax expense | 55,736 | (162 | ) | |||
| Adjusted EBITDA^4^ | $ | (1,768,587 | ) | $ | 2,670,311 | |
| ^2^ | Comprised of certain litigation<br>expenses, and related fees, for specific legal proceedings that we have determined are infrequent and unusual in terms of their magnitude. | |||||
| --- | --- | |||||
| ^3^ | Comprised of miscellaneous items<br>such as derivative adjustments, income tax credits, and unrealized gains on securities | |||||
| ^4^ | For a discussion of Adjusted EBITDA,<br>see “Non-GAAP Financial Measures” below. |
9
Exhibit 99.2
November 2025 Investor Presentation
Investment Highlights Rapidly Expanding News Network with Strong Growth Trajectory Highly Loyal Audience with Significant Reach Diverse Platform Model with Multi - Faceted Revenue Streams Platform and Reach Unlocks Monetization Upside World - Class Leadership with Strategic Access Debt - Free Balance Sheet with Capital Strength to Support Growth 2
On all platforms, for all people Newsmax Overview Growth and Scale U.S. Homes Footprint Across Pay TV 60M+ 100M+ Streaming on smartphones, apps and other devices #4 In Cable News 29M+ Newsmax TV Quarterly Viewership Jan - Sep ’25 vs. ‘24 +8% Newsmax TV Audience Reach Jan - Sept '25 vs. ‘24 +25% Newsmax 2 Viewership Growth Jan - Sept '25 vs. ‘24 Current Capital Strength $130M Cash and short - term investments as of 3Q FY25 Diversified Revenue $171M 75% Broadcast 25% Digital FY2024 Financial Overview Strong Growth +30 % Revenue CAGR 2019 - 2024 Free Streaming Channel Paid Streaming Service 3 Disclosure: Please note data is aggregated from Nielsen data, streaming dashboard of OTT providers, internal company estimates and other analytic services. The numbers and data are variable and subject to change. Live Cable TV
Digital & Social Disruption • Fragmented news outlets and rise of misinformation • Click - driven economics • Market void emerges, trust gap grows Legacy Media Overreach • CNN, Fox lean into entertainment and spectacle • Ratings chase undermines credibility • Audiences overwhelmed by conflict journalism The Return to Trusted Voices • Journalism and informed opinion • Audiences turn away from sensationalism, seeking truth • Newsmax among the most trusted news brands 1 covering issues Americans deeply care about Newsmax – Building The Future Of Journalism Restoring Trust in News Golden Age of News • Select few universally trusted sources • Mass audiences and stable monetization • Proof that audiences reward authoritative journalism Pre - 2010 2010 - 2020 COVID - 2024 Future State 4 1. Economist / YouGov annual survey of Trust in Media.
SOCIOGRAPHIC SHIFTS MEDIA SHIFTS Capitalizing On Secular Shifts In Media And Society • National and global interest in politics and society on the rise • Demographics increasingly identify by political ideology • Being “conservative” is more nuanced • Growing need to separate facts from misinformation in the age of AI Strategic Edge • Cable, streaming, web, social and apps are now all viable platforms • Less consolidated news ecosystem with fragmented sources • Viewership and ad dollars increasingly flow to live content • FAST channels lead growth • Streaming driving premium content 5 x Purpose - built for multi - channel, multi - media x Appeals to American values x Not beholden to a media conglomerate x Innovative monetization & audience engagement x Unified, focused leadership and trusted brand
News Business Today News Consumption Diversifying Trust is in Decline Less Competitive On The Right Proportion that used each as a source of news in the last week in the U.S. Americans’ trust in mass media is at an all time low 72% Top 15 multi - channel news source preferences by political affiliation in the U.S. 13 Dem / Lean Dem Rep / Lean Rep Dem / Lean Dem Rep / Lean Rep 1 3 2 2 47% 27% 72% 69% 54% 50% 48% 15% 14% 7% TV Social and video networks News podcasts Print Online news sites/apps AI chatbots 28% Source: Reuters Institute. 6 Source: Gallup. Sources: Pew Research.
Battleground Settled Fighting for Basis Points Battleground Open Huge Whitespace The Opportunity x Purpose - built for multi - channel, multi - media x Appeals to American values x Not beholden to a media conglomerate x Innovative monetization & audience engagement x Unified, focused leadership and trusted brand Strategic Edge “S urge in Ne w s m a x rati ngs shook Fox News…” 7
Newsmax Reach – Now A Growth Amplifier Expand Revenue Opportunities, International and More Digital Media / Subscription Expansion Advertising Revenue Growth Affiliate Fee Upside International growth and expand audience lifetime value by selectively offering our audience new products and services Scaling Newsmax App, Newsmax+, Newsmax2 to capture digital - first audiences Leveraging ratings momentum, premium demographics (35 – 64), and multi - platform campaigns Significant upside as MVPD / OTT renewals move toward industry benchmarks 8
$2.52 $1.30 $0.64 $0.39 $0.38 60M 1 56M 59M 48M 59M 61M #4 #2 #6 #5 #3 #1 Affiliate Fees Set To Reprice CAPITALIZING ON REACH AND GROWTH Source: Nielsen as of September 2025, Kagan (*average monthly affiliate fee per subscriber in 2024). 1) Nielsen Homes inclusive of management estimate. Affiliate Fees Significant Opportunity Built - In Growth Catalyst – Expiring contracts reset at market rates High - Margin Upside – Flows directly to bottom line Massive Gap to Peers – Current rates trail peers by average of 7x Distribution Parity – Now in 60M homes, on par with peers Audience Outperformance – More viewers than CNBC + Fox Business combined in access & prime Affiliate Rate Per Subscriber ($ per month) 9 Nielsen Homes Ratings All Key Dayparts
NEWSMAX BEATS COMPEITION Total Day: Jan - Se pt ' 25 vs. ‘24 +1% - 9% - 21% - 32% RECENT NATIONAL AD ADDITIONS $80M $15M 2020 2024 Newsmax Digital AD Sales $11M $20M 2020 2024 +450 % +7 3 % Accelerating AD Growth Newsmax TV AD Sales 10 Source: Nielsen NPower National Live SD (000) used in analysis Jan – Sept 2025 vs. 2024. Top Advertisers – Turning To Newsmax
53M+ Total Newsmax TV Viewers 19M+ Newsmax App Downloads 280K+ Newsmax+ Paid Subscribers TELEVISION APPS / STREAMING NEWSMAX.COM SOCIAL 22M+ Social Media Followers On All Platforms, for All People +8 % as of Sept '25 vs. ‘24 +16% as of Sept '25 vs. ‘24 +33% as of Sept '25 vs. ‘24 +6 % as of Sept '25 vs. ‘24 ~9M Avg. Monthly Users +2 4 % Jan - Sept '25 vs. ‘24 11 Disclosure: Please note data is aggregated from Nielsen data, streaming dashboard of OTT providers, internal company estimates and other analytic services. The numbers and data are variable and subject to change. Am ong t he be st pe r - f ol l owe r e ngage me nt rat e i n T V ne ws Fast - Growing Footprint Broadens & Strengthens Our Brand
HIGHLY ENGAGED AUDIENCE UNLOCKING SUBSTANTIAL SPEND Expanding Audience Lifetime Value Enhance Product Execution: Podcasts, radio, Newsmax.com, app, books, magazine, social, talent development, new digital media channels, seeking family friendly content Global Growth: New international licensing deals, live AI dubbing, broader global footprint and more correspondents worldwide Cross - Platform Integration: E - commerce, subscription bundles and digital ad growth Underleveraged Verticals: Finance, insurance, health and retirement services High income earners High net worth retirees Active and actionable families Socially responsible and community driven Highly digitally involved base, TV generation, social media savvy Loyal, action - oriented audience Opportunities to Expand Our Offering 12
Global Growth With Significant Expansion On The Horizon 100+ Countries Available N e w D i st r i b u t i o n P a r t n e r sh i p s: x C e l l c o m I s r a e l x T e l e c o m A r m e n i a x S u p e r c a n a l ( D o m i n i c a n R e p u b l i c ) x F r e e v i e w U . K . x F u b o C a n a d a x D u M i d d l e E a s t x M o l o t o v F r a n c e First and only live dubbed news channel U.S. Channel Carriage U.S. Channel Carriage & Live AI dubbing B r a n d L i c e n si n g P a r t n e r sh i p s: x R e p u b l i c o f S e r b i a x R e p u b l i c o f C r o a t i a x B o s n i a & H e r z e g o v i n a x M o n t e n e g r o x S l o v e n i a x N o r t h M a c e d o n i a x A l b a n i a 13
World - Class Leadership With Strategic Access CHRISTOPHER RUDDY Chief Executive Officer • Founded Newsmax in 1998 • Former Journalist at New York Post, Pittsburgh Tribune - Review • Served as Media Fellow, Hoover Institution • Mult ichannel News’ “ News Titans”: Top 10 People to Know in TV News • N ame d Cablefax’ s Top 100 Power Players Leadership Team Board A L E X A C O S T A • Served as 27 th U.S. Secretary of Labor • 30+ years of legal expertise across government, academia and private practice N A N C Y B R I N K E R • Philanthropist, Founder of Susan G. Komen for the Cure • Anchor for Newsmax TV P A U L A D O B R I A N S K Y • Vice Chair of the Atlantic Council's Scowcroft Center for Strategy and Security • Former SVP and Global Head of Government and Regulatory Affairs at Thomson Reuters D A V I D G A N D L E R • Co - Founder and Chief Executive Officer of FuboTV Inc. • 15+ years in video sales in local broadcast and cable TV C H R I S N I X O N C O X • CEO of Lightswitch Capital, Argali Carbon Corporation and BioSource Feeds Corporation • Co - Founder and Managing Partner of OC Global Partners D A R R Y L E BURNHAM Chief Financial Officer • Former Director of Finance and Operations at CopperCom, Inc. • Former Corporate Treasurer for Sleepmaster, LLC (dba Serta Mattress) • Former Finance Manager, Procurement for Scientific Atlanta (now Cisco) E L L I O T J A C O B S O N Chief Content Officer and EVP Programming • Former EVP / Chief Content Officer at RLTV, jointly owned by Comcast • Launched 38 series, 37 specials at RLTV • Former Executive Director of Media Operations for Laureate L A U R A V A I L Vice President of Marketing • 34+ years in marketing • Key leader at Newsmax for 11+ years, driving data - driven success • Former executive at ProCirc and Business Week; managed brands like CFR, Rolling Stone and Disney A N D Y B I G G E RS SVP of Content Distribution • 9 years at 21 st Century Fox cable channels • Handled Fox News distribution agreements, relationships • 5 years with Viacom / MTV Marketing Development 14
STRONG QUARTERLY RESULTS REALIZING STRONG REVENUE GROWTH AND OPERATIONAL MOMENTUM IN A NON - ELECTION YEAR 3Q FY25 Highlights Revenues of $45.3M, up 4.0% YoY Broadcast Revenues of $36.6M, up 10.1% YoY Remains Fourth Highest - Rated Cable News Channel $43.6 $45.3 Revenue ($ in millions) Partnership expansions: Secured distribution agreement with a leading hospitality provider and partnered with Curb to bring Newsmax programming to the Taxi TV platform International: launched Newsmax en Español on Fubo's Latino plan and Latino Plus add - on package, expanded international news coverage with Carl Higbie broadcasting live from Israel, and partnered with Trump Media & Technology Group to make Newsmax available at a global scale via the Truth+ streaming platform +4.0 % 3Q FY24 3Q FY25 Broadcast Revenue ($ in millions) No Long - Term Debt and Strong Cash Position $33.2 $36.6 3Q FY24 3Q FY25 +10.1 % 15
Positioned to Generate Long - Term Shareholder Value Rapidly Expanding News Network with Strong Growth Trajectory Highly Loyal Audience with Significant Reach Diverse Platform Model with Multi - Faceted Revenue Streams Platform and Reach Unlocks Monetization Upside World - Class Leadership with Strategic Access Debt - Free Balance Sheet with Capital Strength to Support Growth 16