Versant Media Group, Inc 10-Q for FY2026 Q2

Versant Media Group, Inc. (VSNT)

10-Q 2026-08-06 For: 2026-06-30

Added on August 06, 2026

About this 10-Q

Versant Media Group, Inc filed this 10-Q on August 6, 2026, covering the quarter ended June 30, 2026 (FY2026 Q2).

Headline figures

Quarter ended June 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $1.64B; down 3.7% from $1.71B a year earlier
Net income: $211M; down 30.1% from net income of $302M a year earlier
Diluted EPS: $1.49; down 28.7% from $2.09 a year earlier

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Pennsylvania						39-2087186
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification Number)
229 West 43rd Street New York, NY						10036
(Address of principal executive offices)						(Zip Code)
Registrant’s telephone number, including area code: (646) 832-1000


Part I	FINANCIAL INFORMATION	Page
Item 1.	Financial Statements
	Condensed Consolidated and Combined Statements of Income	5
	Condensed Consolidated and Combined Statements of Comprehensive Income	6
	Condensed Consolidated and Combined Statements of Cash Flows	7
	Condensed Consolidated and Combined Balance Sheets	8
	Condensed Consolidated and Combined Statements of Changes in Equity	9
	Notes to Condensed Consolidated and Combined Financial Statements	10
	Note 1. Business, Basis of Presentation and Significant Accounting Policies	10
	Note 2. Revenue	12
	Note 3. Costs of Revenue	12
	Note 4. Goodwill	13
	Note 5. Debt Obligations	13
	Note 6. Commitments and Contingencies	14
	Note 7. Stockholders' Equity	15
	Note 8. Share-Based Compensation	16
	Note 9. Additional Financial Information	18
	Note 10. Related Parties	18
	Note 11. Subsequent Events	19
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	30
Item 4.	Controls and Procedures	30

Part II	OTHER INFORMATION	31
Item 1.	Legal Proceedings	31
Item 1A.	Risk Factors	31
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	31
Item 5.	Other Information	31
Item 6.	Exhibits	32

Signatures	Signatures	33


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025
	(in millions, except per share data)
Revenue(a)	$	1,644	$	1,708	$	3,331	$	3,415
Costs and Expenses:
Costs of revenue (exclusive of depreciation and amortization)(a)	650		700		1,288		1,354
Selling, general and administrative	369		355		720		662
Depreciation and amortization	258		244		514		489
Total costs and expenses	1,277		1,298		2,522		2,505
Operating income	367		410		809		910
Interest expense	(52)		—		(105)		—
Investment and other income (loss), net	9		(1)		16		(1)
Income before income taxes	323		409		721		908
Income tax expense	(112)		(106)		(224)		(238)
Net income	211		303		497		670
Less: Net income attributable to noncontrolling interests	—		1		—		1
Net income attributable to Versant	$	211	$	302	$	497	$	669

Basic earnings per common share attributable to Versant shareholders	$	1.50	$	2.09	$	3.49	$	4.64
Diluted earnings per common share attributable to Versant shareholders	$	1.49	$	2.09	$	3.49	$	4.64


	Three Months Ended June 30,				Six Months Ended June 30,
	2026		2025		2026		2025
	(in millions)
Net income	$	211	$	303	$	497	$	670
Other comprehensive income, net of tax:
Currency translation adjustments, net of deferred taxes of $0 for each period	(1)		2		(2)		3
Gains on cash flow hedges, net of taxes of $2 million and $3 million, respectively, in the three months and six months ended June 30, 2026 and $0 in 2025	6		—		10		—
Comprehensive income	216		305		505		673
Less: Net income attributable to noncontrolling interests	—		1		—		1
Less: Other comprehensive income attributable to noncontrolling interests	—		—		—		—
Comprehensive income attributable to Versant	$	216	$	304	$	505	$	672


	Six Months Ended June 30,
	2026		2025
	(in millions)
Operating Activities
Net income	$	497	$	670
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	514		489
Share-based compensation	33		14
Noncash interest expense	5		—
Net loss on investment activity and other	2		2
Deferred income taxes	(110)		(67)
Changes in operating assets and liabilities:
Current and noncurrent receivables, net	(523)		(22)
Content costs, net	68		64
Accounts payable	105		(13)
Other operating assets and liabilities	376		(24)
Net cash provided by operating activities	967		1,113
Investing Activities
Capital expenditures	(59)		(63)
Acquisitions of businesses and investments	(199)		—
Proceeds from sale of business	140		—
Other	—		(14)
Net cash used in investing activities	(119)		(77)
Financing Activities
Proceeds from borrowings	1,973		—
Repurchases of common stock under repurchase program and employee plans	(200)		—
Dividends paid	(53)		—
Net transfers to Comcast	(2,250)		(1,028)
Settlement payment from NBCUniversal	70		—
Other	(2)		(12)
Net cash used in financing activities	(462)		(1,040)
Increase (decrease) in cash, cash equivalents and restricted cash	386		(4)
Cash and cash equivalents and restricted cash, beginning of year	1,092		8
Cash and cash equivalents, end of period	$	1,478	$	4


(Mark One)
☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	June 30,		December 31,
	2026		2025
	(in millions, except share data)
Assets
Current Assets:
Cash and cash equivalents	$	1,478	$	55
Restricted cash	—		1,034
Receivables, net	1,326		1,151
Assets held for sale	—		196
Other current assets	133		66
Total current assets	2,937		2,502
Content costs	587		539
Investments	248		214
Property and equipment, net of accumulated depreciation of $632 million and $615 million	441		423
Intangible assets, net of accumulated amortization of $9,163 million and $8,848 million	499		924
Goodwill	7,804		7,611
Other noncurrent assets, net	224		120
Total assets	$	12,740	$	12,333
Liabilities and Equity
Current Liabilities:
Accounts payable	$	268	$	151
Deferred revenue	83		163
Accrued content obligations	245		105
Accrued employee costs	100		62
Current portion of long-term debt	113		—

Accrued expenses and other current liabilities	425		141
Total current liabilities	1,234		622
Deferred income taxes	110		191
Noncurrent content obligations	68		72
Long-term debt	2,841		983
Other noncurrent liabilities	263		63
Commitments and contingencies
Equity:
Preferred stock, no par value — authorized 20 million shares; none issued as of June 30, 2026	—		—
Class A common stock, $0.01 par value — authorized 7.5 billion shares; issued and outstanding 138,773,682 shares as of June 30, 2026	1		—
Class B common stock, $0.01 par value — authorized 75 million shares; issued and outstanding 377,775 shares as of June 30, 2026	—		—
Additional paid-in capital	7,723		—
Retained earnings	388		—
Net Comcast investment	—		10,299
Accumulated other comprehensive income (loss)	1		(7)
Total equity attributable to Versant	8,114		10,292
Noncontrolling interests	111		110
Total equity	8,224		10,402
Total liabilities and equity	$	12,740	$	12,333


	Common Stock (a)			Additional		Retained		Net Comcast				Noncontrolling		Total
	Shares	Amount		Paid-in Capital		Earnings		Investment		AOCI(b)		Interests		Equity
	(in millions, except share amounts which are in thousands)
Balance as of March 31, 2026	141,482	$	1	$	7,806	$	231	$	—	$	(4)	$	110	$	8,145
Share-based compensation	45	—		15		—		—		—		—		15
Repurchases of common stock	(2,375)	—		(101)		—		—		—		—		(101)
Dividends ($0.375 per common share)	—	—		—		(54)		—		—		—		(54)
Net income	—	—		—		211		—		—		—		211
Other comprehensive income	—	—		—		—		—		5		—		5
Other	—	—		3		—		—		—		—		3
Balance as of June 30, 2026	139,151	$	1	$	7,723	$	388	$	—	$	1	$	111	$	8,224

Balance as of January 1, 2026	—	$	—	$	—	$	—	$	10,299	$	(7)	$	110	$	10,402
Separation-related transactions	—	—		—		—		(2,408)		—		—		(2,408)
Issuance of common stock upon Separation	144,169	1		7,890		—		(7,891)		—		—		—
Share-based compensation	52	—		32		—		—		—		—		32
Repurchases of common stock	(5,069)	—		(202)		—		—		—		—		(202)
Dividends ($0.750 per common share)	—	—		—		(109)		—		—		—		(109)
Net income	—	—		—		497		—		—		—		497
Other comprehensive income	—	—		—		—		—		8		—		8
Other	—	—		3		—		—		—		—		3
Balance as of June 30, 2026	139,151	$	1	$	7,723	$	388	$	—	$	1	$	111	$	8,224

	Common Stock (a)			Additional		Retained		Net Comcast				Noncontrolling		Total
	Shares	Amount		Paid-in Capital		Earnings		investment		AOCI(b)		interests		Equity
	(in millions, except share amounts which are in thousands)
Balance as of March 31, 2025	—	$	—	$	—	$	—	$	10,723	$	(8)	$	119	$	10,834
Transactions with Comcast, net	—	—		—		—		(562)		—		—		(562)
Net income	—	—		—		—		302		—		1		303
Other comprehensive income	—	—		—		—		—		2		—		2
Balance as of June 30, 2025	—	$	—	$	—	$	—	$	10,463	$	(5)	$	120	$	10,577

Balance as of January 1, 2025	—	$	—	$	—	$	—	$	10,805	$	(8)	$	118	$	10,915
Transactions with Comcast, net	—	—		—		—		(1,011)		—		—		(1,011)
Net income	—	—		—		—		669		—		1		670
Other comprehensive income	—	—		—		—		—		3		—		3
Balance as of June 30, 2025	—	$	—	$	—	$	—	$	10,463	$	(5)	$	120	$	10,577


	June 30, 2026
	(in millions)
Goodwill balance as of December 31, 2025	$	7,611
Acquisitions	193
Goodwill balance as of June 30, 2026	$	7,804


	Currency Translation Adjustments		Cash Flow Hedges		Total AOCI
	(in millions)
Balance as of December 31, 2025	$	(7)	$	—	$	(7)
Accumulated other comprehensive income before reclasses, net of taxes	(2)		11		9
Reclasses from accumulated other comprehensive income, net of taxes	—		(1)		(1)
Balance as of June 30, 2026	$	(9)	$	10	$	1


	RSUs			PSUs (a)
	Number of Shares	Weighted-Average Grant Date Fair Value		Number of Shares	Weighted-Average Grant Date Fair Value
Converted at Separation (b)	1,561,168	$	55.68	—	$	—
Granted	2,025,811	$	36.11	892,018	$	38.36
Vested	82,818	$	54.72	—	$	—
Forfeited	37,577	$	42.24	—	$	—
Outstanding - June 30, 2026	3,466,584	$	44.40	892,018	$	42.21


	Three Months Ended June 30,				Change		Six Months Ended June 30,				Change
	2026		2025		%		2026		2025		%
	( dollars in millions, except per share data)
Revenue	$	1,644	$	1,708	(3.8)	%	$	3,331	$	3,415	(2.4)	%
Costs and Expenses:
Costs of revenue (exclusive of depreciation and amortization)	650		700		(7.1)	%	1,288		1,354		(4.9)	%
Selling, general and administrative	369		355		4.0	%	720		662		8.8	%
Depreciation and amortization	258		244		5.8	%	514		489		5.1	%
Total costs and expenses	1,277		1,298		(1.6)	%	2,522		2,505		0.7	%
Operating income	367		410		(10.6)	%	809		910		(11.0)	%
Interest expense	(52)		—		NM		(105)		—		NM
Investment and other income (loss), net	9		(1)		NM		16		(1)		NM
Income before income taxes	323		409		(21.1)	%	721		908		(20.6)	%
Income tax expense	(112)		(106)		5.0	%	(224)		(238)		(6.1)	%
Net income	211		303		(30.3)	%	497		670		(25.8)	%
Less: Net income attributable to noncontrolling interests	—		1		(92.2)	%	—		1		(72.5)	%
Net income attributable to Versant	$	211	$	302	(30.1)	%	$	497	$	669	(25.7)	%

Basic earnings per common share attributable to Versant shareholders	$	1.50	$	2.09	(28.2)	%	$	3.49	$	4.64	(24.8)	%
Diluted earnings per common share attributable to Versant shareholders	$	1.49	$	2.09	(28.7)	%	$	3.49	$	4.64	(24.8)	%

Adjusted EBITDA(a)	$	624	$	685	(8.9)	%	$	1,328	$	1,442	(7.9)	%


Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs(a)
April 1-30, 2026	—	$	—	—	$	900,000,037
May 1-31, 2026	1,800,585	44.43		1,800,585	820,000,045
June 1-30, 2026	574,357	34.82		574,357	800,000,037
Total	2,374,942	$	42.11	2,374,942	$	800,000,037


Exhibit No.						Description
3.1						Amended and Restated Articles of Incorporation of Versant Media Group Inc. (incorporated by reference to Exhibit 3.1 to Versant’s Current Report on Form 8-K filed on January 5, 2026).
3.2						Amended and Restated Bylaws of Versant Media Group Inc. (incorporated by reference to Exhibit 3.1 to Versant’s Current Report on Form 8-K filed on January 7, 2026).
31.1						Certification of the Registrant’s Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2						Certification of the Registrant’s Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1						Certifications of the Registrant’s Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101						The following financial statements from Versant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed with the Securities and Exchange Commission on August 6, 2026, formatted in Inline Extensible Business Reporting Language (iXBRL): (1) the Condensed Consolidated and Combined Statements of Income; (2) the Condensed Consolidated and Combined Statements of Comprehensive Income; (3) the Condensed Consolidated and Combined Statements of Cash Flows; (4) the Condensed Consolidated and Combined Balance Sheets; (5) the Condensed Consolidated and Combined Statement of Changes in Equity; and (6) the Notes to the Condensed Consolidated and Combined Financial Statements.
104						Cover Page Interactive Data File (embedded within the iXBRL document)


		VERSANT MEDIA GROUP, INC.

Date: August 6, 2026	By:	/s/ Anand M. Kini
	Name:	Anand M. Kini
	Title:	Chief Financial Officer and Chief Operating Officer


Date:	August 6, 2026	By:	/s/ Mark Lazarus
			Mark Lazarus
			Chief Executive Officer


Date:	August 6, 2026	By:	/s/ Mark Lazarus
			Mark Lazarus
			Chief Executive Officer

			/s/ Anand M. Kini
			Anand M. Kini
			Chief Financial Officer and Chief Operating Officer