Hello, and welcome to the Xcel Brands Q4 2025 Earnings Call. Now I would like to turn the call over to Seth Burroughs. Seth, you may begin.

Good afternoon, everyone, and thank you for joining us. Welcome to the Xcel Brands Fourth Quarter of 2025 Earnings Call. We greatly appreciate your participation and interest. With us today on the call are Chairman and Chief Executive Officer, Robert D'Loren; and Chief Financial Officer, Jim Haran. By now, everyone should have had access to the earnings release for the quarter and fiscal year ended December 31, 2025. In addition, we plan to file our annual report on Form 10-K with the Securities and Exchange Commission later this week. The release and the annual report will be available on the company's website at www.xcelbrands.com. This call is being webcast, and a replay will be available on the company's Investor Relations website. Before we begin, please keep in mind that this call will contain forward-looking statements. All forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from certain expectations discussed here today. These risk factors are explained in detail in the company's most recent annual report filed with the SEC. Xcel does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. The dynamic nature of the current macroeconomic environment means that what is said on this call could change materially at any time. Finally, please note that on today's call, management will refer to certain non-GAAP financial measures, including non-GAAP net income, non-GAAP diluted EPS and adjusted EBITDA. Our management uses these non-GAAP metrics as measures of operating performance to assist in comparing performance from period to period on a consistent basis and to identify business trends related to the company's results of operations. Our management believes these financial performance measurements are also useful because these measures adjust for certain costs and other events that management believes are not representative of our core business operating results, and thus, they provide supplemental information to assist investors in evaluating the company's financial results. These non-GAAP measures should not be considered in isolation or as alternatives to net income, earnings per share or any other measure of financial performance calculated and presented in accordance with GAAP. You may refer to the attachment to the company's earnings release or the 10-K for a reconciliation of non-GAAP measures. And now I'm pleased to introduce Robert D'Loren, Chairman and Chief Executive Officer. Bob, please go ahead.

Thank you, Seth. Good afternoon, everyone, and thank you for joining us today. I would like to start today's call with a brief update on recent developments from Q4 2025, and the full calendar year 2025 and our outlook moving forward. After that, our CFO, Jim Haran, will discuss our financial results in more detail. In 2025, we worked hard with all our production partners and licensees to drive our business for 2026 ramp-up of the business. Also, we worked with UTG on a new business development strategy identifying prospective business licensing partners and continued to explore acquisition opportunities with them. 2025 was a year of getting back to basics and laying the foundations of growth for the future after enduring three years of setbacks caused by COVID and the bankruptcy of Lord & Taylor, which alone cost us over $3 million in related losses. To start with building for the future in 2025, we announced our new influencer-led brands with Cesar Millan, Gemma Stafford, Jenny Martinez, Coco Rocha and Shannon Doherty. This grew the social media following in our brand portfolio from $5 million to $46 million. We identified key category license opportunities for all these new influencer-led brands. Now all of these influencer-led brands will be launching throughout 2026 on interactive television and at bricks-and-mortar and e-commerce retailers. Interest in these brands has exceeded our expectations. We are on track with wholesale shipments by our licensees beginning in the first quarter of 2026 and on-air programming on QVC and HSN commencing in the second quarter, followed by distribution in other channels later this year. We believe that these new influencer-led and our legacy brands each have the potential of reaching our goal of achieving annual royalty income on average of $6 million per year by 2029. We believe this would imply, assuming royalty exit multiples remain at the current market average of 7x gross royalty income, a potential portfolio gross value for all of our existing influencer-led and legacy brands of $375 million. As I mentioned, our social media reach across our portfolio is now $46 million and based on our pipeline of new influencer-led brand opportunities, we are well on our way to achieving our goal of 100 million social media followers across our brand portfolio. I should add that our TV and streaming content distribution is well over 100 million households. We believe the social media and broadcast and streaming reach of our brand portfolio is driving demand for our brands and products across all categories. C. Wonder and Christie Brinkley remain some of the fastest-growing brands on HSN, and we have a new licensee that is designing and selling outstanding apparel products for these brands. Judith Ripka continues to operate on plan on JTV. Revenues from JTV were up 23% from the prior year and we expect 2026 growth in product sales and related royalties to exceed 2025's actual sales. We expect that our Longaberger brand will launch in spring of 2027 with new products co-created by Shannon Doherty. Shannon has 3 million social media followers and is perfect for the Longaberger brand. We generated an adjusted EBITDA loss of approximately $600,000 in Q4 and a $2.3 million loss for the full year 2025, which is a $187,000 improvement over the prior year quarter and a $1.2 million improvement over full year 2024. Although our results improved year-over-year, it was less than our expectations. This was primarily attributable to a combination of a transition to a new apparel supplier for our C. Wonder and Tower Hill by Christie Brinkley brands and our Halston business not materializing as expected for the full year. That said, Halston had a strong second half of 2025, and we are optimistic about Halston's potential in 2026. Although we are pleased with the progress of our legacy and new influencer-led brands, we believe the worst is now behind us. We remain cautious for the near term, given the macroeconomic outlook for 2026, which has been shaped by lingering inflation, the full impact of trade tariffs, the war in Iran and, to some extent, a bifurcation in consumer spending. With that, I would like to turn the call over to our CFO, Jim Haran, to cover our financial results for the fourth quarter and full calendar year 2025, Jim?

Thanks, Bob, and good afternoon, everyone. I will now briefly discuss our financial results for the quarter, fiscal year ended December 31, 2025. Revenue was $1.17 million for the fourth quarter of 2025 compared with $1.21 million in the fourth quarter of 2024. This decline was primarily attributable to a transition to a new supplier for our HSN business during the quarter, causing a gap in wholesale shipments. On a full year basis, revenue was $4.94 million for the current year compared with $8.26 million for the prior year. This decrease was primarily driven by the June 2024 divestiture of the Lori Goldstein brand and the subsequent loss of the licensing revenues associated with that brand. Also, approximately $350,000 of the decline in revenue was attributable to the fact that in the prior year, we recognized revenue from the final sale of certain residual product inventory with no comparable amounts in 2025. Direct operating costs and expenses were $2.2 million for the current quarter, down 22% from the prior year quarter. For the current year, our direct operating costs were $8.57 million, a decrease of 33% from the prior year. For both the quarter and full fiscal year, the decrease in direct operating costs was primarily attributable to the business transformation and cost reduction actions taken by the company over the past two years. The full year decline was partially attributable to the divestiture of the Lori Goldstein brand and the subsequent elimination of costs associated with that brand. As a result of the restructuring of our business model, we have reduced our payroll, operating and overhead costs to a run rate of approximately $8 million on an ongoing forward basis. Looking at our other operating cost expenses, which are predominantly noncash in nature, our depreciation and amortization expense was relatively flat from the fourth quarter of 2024 to the fourth quarter of this year. On a full year basis, depreciation and amortization expense declined from $4.9 million in 2024 to $3.6 million in 2025, which was a result of the sale of the Lori Goldstein business. Interest and finance expense was $800,000 for the current quarter compared with $500,000 in the fourth quarter of last year. On a full year basis, interest and finance expense was $4.3 million for the current year versus $900,000 in 2024. These year-over-year increases primarily led to higher interest expense as a result of higher interest rates and higher average debt balances in the current year compared to last year. In addition, during the current year, we recognized a $1.9 million loss on early extinguishment of debt from the April 2025 financing of our term loan. Now that being said, it's important to remember that under our term loan, a majority of the interest due under our current debt will be payable in-kind, meaning that it will accrue and not require cash payments until starting 2027. Overall, we had a net loss for the current quarter of approximately $2.8 million or minus $0.55 per share compared with a net loss of $7.1 million or minus $3 per share in the prior year quarter. After adjusting for certain cash and noncash items, results on a non-GAAP basis were a net loss of approximately $1.6 million or $0.32 per share for the current quarter and a net loss of $1.6 million or minus $0.69 per share for the prior year quarter. Adjusted EBITDA loss for the current quarter was approximately $600,000 compared to a loss of $792,000 in the prior year quarter. This represents a 24% year-over-year improvement in EBITDA, which continues the trend and continues to show year-over-year EBITDA improvements over the past few quarters. For the full fiscal year, we had a net loss of approximately $17.5 million or minus $5.08 per share on a GAAP basis compared with a net loss of $22.4 million or minus $9.84 per share in 2024. The net loss for the current year includes a $6 million loss on the divestiture of the equity investee in IM TopCo and a $1.9 million loss from extinguishment of debt. As a result, we fully wrote down our investment in the Isaac Mizrahi brand to zero and divested all of our remaining equity interests in the brand, and therefore, will not incur any such charges and losses going forward. The net loss in the prior year included an $11.8 million loss related to the equity investee in IM TopCo, a $3.5 million asset impairment charge related to the company's former office lease and was partially offset by a $3.8 million gain from the divestiture of the Lori Goldstein business. On a non-GAAP basis, we had a net loss of $5.2 million or minus $1.52 per share, roughly comparable to a non-GAAP net loss in the prior year of $5.1 million or minus $2.23 per share. Our EBITDA for the current fiscal year was negative $2.3 million, a 35% improvement from EBITDA of negative $3.5 million for the prior fiscal year. I'd like to reiterate that many of these charges described within other operating cost expenses are noncash in nature and nonrecurring and are excluded from our non-GAAP measures of performance. Once again, as a reminder, our earnings press release and Form 10-K present a full reconciliation of our non-GAAP measures with the most directly comparable GAAP measures. Now turning to our balance sheet and our liquidity. In the very busy past few months we have entered into a number of transactions to ensure we have the right capital structure in place to ensure appropriate liquidity to successfully execute on our business plan. In December 2025, the company closed on a private investment in a public equity transaction with net proceeds of approximately $1.8 million. In January 2026, we entered into a committed equity line facility, giving us up to $15 million of funding over the next two years for working capital and potential acquisition opportunities at our discretion. As of December 31, 2025, the company's balance sheet reflected stockholders' equity of approximately $16 million, unrestricted cash of approximately $1.2 million and restricted cash of $1.7 million. Also as of December 31, 2025, we had $12.7 million of long-term debt. And with that, I would like to turn the call back over to Bob. Bob?

Thank you, Jim. Ladies and gentlemen, this concludes our prepared remarks. Operator?

And our first question comes from the line of Michael Kupinski with NOBLE Capital Markets.

It's Jacob Mutchler on for Michael today. I was just curious if you could provide a little bit of additional color around the Halston rollout for spring. I believe you mentioned on the last call that G-III was making some tweaks to merchandising. So any color on the spring rollout that would be appreciated.

So they haven't reported to us so we don't know how their Spring '26 is going for them. They did have a good second half of '25 that we were happy to see. We believe that dresses are working well for them and that they're continuing to improve the sportswear line, but we were happy to see the second half of '25 perform really well. So that's what we know now. They usually report to us 45 days after the quarter. So we'll know. We'll know soon.

Got you. All right. And if you could also just briefly touch upon the cadence of those influencer brands that are rolling out? Are they all expected to start selling in the first quarter? Are they going to be spread out throughout the year? And my apologies if you touched upon this in your prepared remarks.

So Cesar, Gemma, Jenny Martinez will launch now in this Q2 period on QVC and HSN. And by the back half of the year, we expect to be in some brick-and-mortar retailers and on Amazon. Starting on Amazon with Cesar, we're building an Amazon store. That will be the first of its kind in the pet category where Xcel will control what the store looks like and oversee how each of the licensees market within the Cesar Millan Trust Respect Love Store. So we're excited about that. And then we'll follow with similar Amazon stores for the rest of our brands. Coco Rocha will be launching later in the year. And when you think about the time it takes to go through design, product development, sample reviews, it usually takes about a year and Coco is the newest of the brands. So she'll be on the back half of the year.

Got you. And then just one last question. Could you provide any update on how the adoption for the brands is going? Just curious if there's been any recent wins or progress with signing up some additional licensees?

So Olin Lancaster and I just finished the Pet Expo, which was 1.5 weeks ago in Orlando. We showed between two licensees over 1,000 SKUs. A lot of it was consumer-facing products: collars, leashes, hydration systems, bowls, toys, and then some of it was deodorizers, dog shampoo, conditioners, detergents. And we had a great, great show, great response to the product. Those are the first of the Cesar products to really be shown at a trade show. We had great response from specialty retail as well as some of the big boxes. Our licensees over the next 30 to 60 days are taking orders, and we hope to be in store on shelves in August. And then just to add to that for you, so you understand the cadence of this: those are the first categories by design that we designed and launched, but now more categories will go into development like chews and treats and hopefully, soon supplements and food containment systems, cages, dog beds — all of those are in the pipeline.

And our next question comes from the line of Thomas Forte with Maxim Group.

Great. So first off, Bob and Jim, congrats on the progress you made in '25. And Bob, thanks for sharing the $375 million opportunity for Xcel brands. I appreciated that. So one question, one follow-up. From a product standpoint, can you provide a high-level view on your mix by category including apparel, food, jewelry and pet and maybe give a sense of how that compares with your historical performance?

Sure. So historically, Tom, we've been concentrated in fashion accessories like jewelry with Judith Ripka and custom jewelry with some of our other brands. Generally speaking, a majority of that production went through our licensees and some of our retail partners that imported products under our brands themselves. We've been severely disrupted because of tariffs. We were still dealing with it in '25 in the apparel categories. We realized that one, we needed to pivot into consumer categories that were growing at a better rate than apparel. And two, we needed to focus on things where the major categories are produced in America. So when you think about food for human consumption, most of it is made here in America. It's not a product that is heavily imported. The same thing holds true for dog food supplements. Most of that product is made here in the U.S. So lead times are shorter. There's no tariff issues, and we viewed that as, one, a hedge against tariffs because even in '25, some of our factories, say for Cesar Millan collars and leashes that are typically made in China, had to pivot to India and then India was hit with a 50% duty. It caused delays and it's just the nature of dealing with what's happening politically in the world at the moment. We will continue to look for brands and consumer categories that have less of this risk. We're not going to be able to reduce that 100%, but we will be leaning into more things that are made here.

Excellent. And then for my follow-up, you did a good job of explaining that historically, when you sign an influencer, there can be often a one-year period for product design and things of that nature. But how would you characterize your current influencer pipeline? And are those leads such where you start conversations with the influencer? And then how long does it take for those conversations to turn into agreements and things of that nature?

So generally, when we identify an influencer that we're interested in, the criteria for that, Tom, is they need to have an established credible voice in a category and unimpeachable credentials. If they have those things, they are the types that we're interested in. We're less focused on celebrity brands where a celebrity who may be an actor or an actress is interested in promoting apparel or some other category like beauty. If they were a mega influencer of that type, we would look at it. But for the most part, when you think about people that have 10 million to 20 million or 30 million followers, if they don't have authenticity in the category, it's not something we would be interested in. When we identify someone like Cesar Millan or Gemma Stafford, generally that period from starting the conversation to drafting an LOI and getting it into a definitive agreement is about 90 days. From there, we start product development, conceptual designs initially and then find licensees that can develop the product, communicate with factories, prepare tech packs; product samples are sent to us. We do the initial review. We may make changes and go through another round and then it goes to the talent for review. There may be tweaks after that. So that whole process is about a year. While that is all happening, the licensees and Xcel are working with retailers to sell product into those retailers. That's approximately how the cycle works. Sometimes it could take a little longer but for the most part, it's a year. That's why in the licensing business, generally all license agreements have an 18-month first year for that very reason.

And our next question comes from the line of Howard Brous with Wellington Shields.

I'm getting a good sense of a churn in 2026. How do we look like for 2027 and going forward?

So Howard, I would say the way to think about this is the goal here internally is to get each of the brands to $6 million of royalties on average heading into 2029. So if you think about that spread over the next three years, I would put some of it into 2026. But then I would start to model in $2 million per year, say, per brand going into '27, '28, '29. If you run out that model, what you might find in 2027 is $18 million of top line. Jim covered expenses; we're running just about $8 million in overhead. That's what we think we could look like in the near term based on everything we have in the pipeline today in terms of license agreements and all the negotiations that are happening across all the brands, including Coco. We think she is going to be great for what she does. If there's anything more that you want to know about that, Howard, let me know, but I think that's how you should look at it.

We are basically talking about $84 million for the next getting — this year '27, '28. You're talking about 2x EBITDA or less based on today's value. Is that a fair comment?

Yes. And if you think about if everything happens the way we believe it will, based on where we are with all of these new brands, and you think about $18 million times 7, in '27, that would imply $126 million value. I think certainly, we've demonstrated that we sell our brands at those kinds of multiples. If you back into what that would mean less our debt, the stock price does not reflect in any way the value of the portfolio.

And our next question comes from the line of Walter Schenker with MAZ Partners.

Just since we're using Cesar and you gave a bunch of information about cadence for Cesar and how it goes forward: when you go to a show, and you show 1,000 different items, is the cost of that borne by the suppliers?

Yes. The suppliers bear the product development cost. We're in there with advice and guidance on design, but we don't order samples from factories, Walter. We don't incur the cost of setting up significant booths at these shows. We attend the shows and we solicit new potential licensees in categories that we're targeting. There may be a point where we do shared presentation booths when we have, say, when someone like Cesar gets to seven or eight, ten signed license agreements; well, then we might make the World of Cesar. But at that point, revenues will be ramping up and sharing in the cost of a booth with seven or eight licensees is certainly something we would be willing to do.

You took us through the year and getting on the shelves in the latter part of the year. You collect a royalty when the end retailer sells it, or when the supplier you're dealing with sells it to a retailer?

Both. So it depends on the channel. If it's a wholesaler, with one of our licensees, we are paid when they ship in the quarter that they ship. A lot of the goods that are going to be launching on QVC this month and next month and in June, for the most part those goods have already been shipped into QVC's warehouses. Then as the wholesalers begin to ship, Amazon and other retailers will be paid. For a business that happens on QVC, because the royalties are also tied to retail sales on QVC, when the goods are sold on QVC, then we're paid the royalties.

Okay. So Cesar is, since it seems to be sort of leading and maybe bigger as an opportunity at this point, you are expecting some revenue to be generated in the second quarter but more in the third quarter and even more in the fourth quarter — some seasonality maybe to some of the stuff you're selling. So Cesar will be generating revenues through the balance of the second half of the year?

Yes, Cesar, Gemma and Jenny — yes, because products are shipping, and we're out in the market with them. If you recall, we signed Cesar, Jenny and Gemma in the early part of last year. So those are the ones with products being delivered to the market now. Coco is more recent for us and she will begin to deliver products to the market in the second half of this year. I would say more toward the holiday season just given the timeline it takes to get product into the market. With Shannon Doherty for Longaberger because she is the most recent, that will be a 2027 project for us.

As a big picture, you have a handful of different brands and influencers all in what I would call a start-up phase where you're really getting going and working with suppliers.

Yes, just the influencer-led brands. Halston, C. Wonder and Christie Brinkley are different — those are established brands.

How does that affect your view, personally, maybe with the company's time and effort — would you add further influencers or expand business versus really concentrating on getting those start-ups off to a good start with your help?

We are focused on the ones that we have but we are also, at the same time, looking for new talent in new categories. We do have a goal to get the brand portfolio to 100 million followers. QVC has been, I think, making a lot of the right decisions about pivoting to streaming. Last quarter, they were TikTok Shop's #1 seller. They are leaning into streaming now in a big way. I think hopefully they'll get through whatever restructure they have to do and continue doing what they're doing because it's the right thing. We are 5 for 5 with them on launching influencer-led brands on the network because this is their future, too. We're seeing that even with the brick-and-mortar retailers and Amazon. Today, customer acquisition cost is extremely expensive if you're doing it the traditional way, and influencers change that dynamic. They come with a lot of reach — take someone like Cesar. He has syndicated TV shows in 80 countries and 21 million highly engaged followers. If you speak with those followers in the right way — which we are very good at, we've been putting celebrities on television for many years — you can really help your retail partners to develop new customers at a much lower customer acquisition cost. That's the whole point of what we're doing.

And now we have additional questions from Thomas Forte from Maxim Group.

Great. So last two for me, Bob. So you just talked about a 100 million follower goal by year-end. Can you talk about if you're on track for that?

We are. We're in conversations with, I'll call it a celebrity for the moment, that could get us there by themselves, just that one. But there are more that we're focused on, another big one in the pet space and some additional ones in the food space.

And then my last question. I think you said that you have essentially operating costs at $8 million per year — does that mean that the incremental profitability of each extra dollar of revenue is essentially 100%? How should we think about the profitability of the next dollar of revenue?

I don't think the operating overhead will increase dramatically, except for the revenue share that we have with the influencers, but that's variable. It goes up only if the products are making sales and we're generating royalties. So we like where the overhead is now. Of course, we're working every day to try to find more efficient ways to do things. AI is helping us to do that. Quite frankly, we're using it in design. We're using it in concepting. We're using it for strategic plans. I sat down with some of our younger, smarter people that really understand AI, and I think soon we'll be able to leverage Claude and other AI tools to do a lot of manual things that we've been doing in the office. So we're excited about what AI can do for the business, including using it for design.

There are no further questions at this time. I will now turn the call back over to Robert D'Loren for closing remarks. Bob?

Thank you. Ladies and gentlemen, in concluding, we have not been more excited about our business in several years. I want to thank every one of you for your support and for your time this afternoon. We greatly appreciate all of you. And as always, stay fit, eat well and be healthy.

That concludes today's conference call. You may now disconnect.