8-K
ZIFF DAVIS, INC. (ZD)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported) May 7, 2025
Ziff Davis, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 0-25965 | 47-1053457 |
|---|---|---|
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
360 Park Ave S., 17th Floor
New York, New York 10010
(Address of principal executive offices)
(212) 503-3500
(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 obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ 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 |
|---|---|---|
| Common Stock, $0.01 par value | ZD | Nasdaq Stock Market 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. o
Item 5.07 Submission of Matters to a Vote of Security Holders
(a) On May 7, 2025, the Company held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) in a virtual format.
(b) Below are the voting results for the matters submitted to the Company’s stockholders for a vote at the Annual Meeting:
(1) The election of the following eight director nominees to serve for the ensuing year and until their successors are elected and qualified. All nominees were elected as directors with the following vote:
| Nominee | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| Vivek Shah | 38,116,134 | 940,937 | 6,953 | 1,699,890 |
| Sarah Fay | 37,813,428 | 1,244,191 | 6,405 | 1,699,890 |
| Jana Barsten | 38,115,055 | 942,428 | 6,541 | 1,699,890 |
| Trace Harris | 37,879,302 | 1,177,747 | 6,975 | 1,699,890 |
| William Brian Kretzmer | 35,080,219 | 3,976,194 | 7,611 | 1,699,890 |
| Kirk McDonald | 35,498,380 | 3,558,595 | 7,049 | 1,699,890 |
| Neville Ray | 37,761,424 | 1,294,856 | 7,744 | 1,699,890 |
| Scott C. Taylor | 35,387,639 | 3,669,013 | 7,372 | 1,699,890 |
(2) A proposal to ratify the appointment of KPMG LLP to serve as the Company’s independent auditors for fiscal year 2025. This proposal was approved with the following vote:
| For | 40,403,110 |
|---|---|
| Against | 348,464 |
| Abstain | 12,340 |
| Broker Non-Votes | N/A |
(3) A proposal to approve, in an advisory vote, the compensation of the named executive officers. This proposal was approved with the following vote:
| For | 26,730,975 |
|---|---|
| Against | 12,321,137 |
| Abstain | 11,912 |
| Broker Non-Votes | 1,699,890 |
Item 7.01 Regulation FD Disclosure
On May 9, 2025, the Company hosted its first quarter 2025 earnings conference call and webcast and noted that supplemental financial data would be provided herein. A copy of this data is furnished as Exhibit 99.1 to this Form 8-K.
NOTE: The information in Item 7.01 and the accompanying exhibit 99.1 are 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 incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number | Description |
|---|---|
| 99.1 | Supplemental Financial Data |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Ziff Davis, Inc.<br><br>(Registrant) | |||
|---|---|---|---|
| Date: | May 9, 2025 | By: | /s/ Jeremy Rossen |
| Jeremy Rossen<br>Executive Vice President, General Counsel and Secretary |
Document
Exhibit 99.1
ZIFF DAVIS, INC.
Supplemental Financial Data
May 9, 2025
360 Park Avenue S, New York, New York 10010
CONTACT:
Alan Steier
Investor Relations
Ziff Davis, Inc.
investor@ziffdavis.com
Rebecca Wright
Corporate Communications
Ziff Davis, Inc.
press@ziffdavis.com
SEGMENT REALIGNMENT
Following changes to our internal reporting structure, the Company concluded that it has five operating segments, which are now presented as the following five reportable segments: 1) Technology & Shopping, 2) Gaming & Entertainment, 3) Health & Wellness, 4) Connectivity, and 5) Cybersecurity & Martech. Prior period segment information is presented on a comparable basis to confirm to this new segment presentation with no effect on previously reported consolidated results.
The following tables set forth Revenues (1) by quarter and by reportable segment (in thousands):
| 2023 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate | Total | ||||||||
| Q1 2023 | $ | 69,942 | $ | 34,573 | $ | 78,189 | $ | 51,422 | $ | 73,016 | $ | — | $ | 307,142 |
| Q2 2023 | 76,675 | 39,995 | 86,666 | 49,484 | 73,196 | — | 326,016 | |||||||
| Q3 2023 | 78,718 | 45,023 | 90,619 | 53,574 | 73,051 | — | 340,985 | |||||||
| Q4 2023 | 105,222 | 49,230 | 106,449 | 57,038 | 71,946 | — | 389,885 | |||||||
| Total Revenues | $ | 330,557 | $ | 168,821 | $ | 361,923 | $ | 211,518 | $ | 291,209 | $ | — | $ | 1,364,028 |
| 2024 | ||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate | Total | ||||||||
| Q1 2024 | $ | 69,267 | $ | 36,640 | $ | 79,978 | $ | 53,148 | $ | 75,452 | $ | — | $ | 314,485 |
| Q2 2024 | 72,567 | 42,981 | 85,988 | 50,281 | 68,983 | — | 320,800 | |||||||
| Q3 2024 | 87,126 | 49,714 | 90,771 | 55,943 | 70,026 | — | 353,580 | |||||||
| Q4 2024 | 132,922 | 50,941 | 105,671 | 54,248 | 69,041 | — | 412,823 | |||||||
| Total Revenues | $ | 361,882 | $ | 180,276 | $ | 362,408 | $ | 213,620 | $ | 283,502 | $ | — | $ | 1,401,688 |
(1) Figures above are net of inter-segment revenues.
The following tables set forth Adjusted EBITDA by quarter and by reportable segment (in thousands):
| 2023 | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate (1) | Total | ||||||||
| Q1 2023 | $ | 14,201 | $ | 11,183 | $ | 26,977 | $ | 27,098 | $ | 25,086 | $ | (10,212) | $ | 94,333 |
| Q2 2023 | 19,060 | 15,310 | 31,234 | 23,487 | 26,605 | (9,020) | 106,676 | |||||||
| Q3 2023 | 17,585 | 19,528 | 33,757 | 26,368 | 24,438 | (7,942) | 113,734 | |||||||
| Q4 2023 | 49,822 | 24,845 | 46,834 | 30,265 | 25,445 | (9,645) | 167,566 | |||||||
| Total Adjusted EBITDA | $ | 100,668 | $ | 70,866 | $ | 138,802 | $ | 107,218 | $ | 101,574 | $ | (36,819) | $ | 482,309 |
| 2024 | ||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate (1) | Total | ||||||||
| Q1 2024 | $ | 14,624 | $ | 13,429 | $ | 26,198 | $ | 26,946 | $ | 29,643 | $ | (10,089) | $ | 100,751 |
| Q2 2024 | 17,345 | 12,282 | 30,115 | 24,160 | 22,165 | (9,803) | 96,264 | |||||||
| Q3 2024 | 31,170 | 18,193 | 32,240 | 29,463 | 24,620 | (10,995) | 124,691 | |||||||
| Q4 2024 | 58,253 | 24,720 | 46,827 | 29,522 | 22,360 | (9,880) | 171,802 | |||||||
| Total Adjusted EBITDA | $ | 121,392 | $ | 68,624 | $ | 135,380 | $ | 110,091 | $ | 98,788 | $ | (40,767) | $ | 493,508 |
(1) Corporate includes certain unallocated overhead costs that were historically presented within the Digital Media reportable segment.
RECONCILIATION
TO NON-GAAP MEASURE
Non-GAAP Financial Measure
To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with U.S. generally accepted accounting principles (“GAAP”), we use Adjusted EBITDA as one of the non-GAAP financial measures. The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.
We use this non-GAAP financial measure for financial and operational decision making and as means to evaluate period-to-period comparisons. We believe that this non-GAAP financial measure provides meaningful supplemental information regarding our performance and liquidity by excluding certain items that may not be indicative of our recurring core business operating results or, in certain cases, may be non-cash in nature. We believe that both management and investors benefit from referring to this non-GAAP financial measure in assessing our performance and when planning, forecasting, and analyzing future periods. This non-GAAP financial measure also facilitate management’s internal comparisons to our historical performance and liquidity. We believe this non-GAAP financial measure is useful to investors both because (1) it allows for greater transparency with respect to key metrics used by management in its financial and operational decision-making, (2) it is used to determine the amount of annual incentive compensation paid to our named executive officers, and (3) it is used by the analyst community to help them analyze the health of our business.
This non-GAAP financial measure is not measure presented in accordance with GAAP, and our use of this term may vary from that of other companies, limiting its usefulness for comparison purposes. This non-GAAP financial measure is not based on any comprehensive set of accounting rules or principles. This non-GAAP financial measure has limitations in that it does not reflect all of the amounts associated with the Company’s results of operations determined in accordance with GAAP.
Non-GAAP financial measure excludes the certain items listed below. We believe that excluding these items from the non-GAAP measure facilitates comparisons to historical operating results and comparisons to peers, many of which exclude similar items. We believe that non-GAAP financial measure provides meaningful supplemental information regarding operational performance. We further believe this measure is useful to investors in that they allow for greater transparency of certain line items in the Company’s financial statements.
Adjusted EBITDA is defined as Net income (loss) with adjustments to reflect the addition or elimination of certain items including, but not limited to:
•Interest expense, net. Interest expense is generated primarily from interest due on outstanding debt, partially offset by interest income generated from the interest earned on cash, cash equivalents, and investments;
•(Gain) loss on debt extinguishment, net. This is a non-cash expense that relates to extinguishments of long-term debt obligations. We believe this (gain) loss does not represent recurring core business operating results of the Company;
•(Gain) loss on sale of businesses. This gain or loss relates to the sales of businesses and does not represent recurring core business operating results of the Company;
•(Gain) loss on investments, net. This item includes realized gains and losses, unrealized gains and losses, and impairment charges on debt and equity investments. The amount of gain or loss depends on the share price for investments with readily determinable fair value and on observable price changes for investments without a readily determinable fair value, and does not represent core business operating results of the Company;
•Other (income) loss, net. This income or expense relates to other non-operating items and does not represent recurring core business operating results of the Company;
•Income tax (benefit) expense. This benefit or expense depends on the pre-tax loss or income of the Company, statutory tax rates, tax regulations, and different tax rates in various jurisdictions in which the Company operates and which the Company does not have the control over;
•(Income) loss from equity method investment, net of tax. This is a non-cash income or expense as it relates primarily to our investment in OCV Fund I, LP (the “OCV Fund”). We believe that gain or loss resulting from our equity method investment does not represent core business operating results of the Company;
•Depreciation and amortization. This is a non-cash expense at it relates to use and associated reduction in value of certain assets including equipment, fixtures, and certain capitalized internal-use software and website development costs, and identifiable definite-lived intangible assets of the acquired businesses;
•Share-based compensation. This is a non-cash expense as it relates to awards granted under the various share-based incentive plans of the Company. We view the economic cost of share-based awards to be the dilution to our share base;
•Acquisition, integration, and other costs. This includes adjustments to contingent consideration, lease terminations, retention bonuses, other acquisition-specific items, and other costs, such as severance, third-party debt modification costs and legal settlements. These expenses do not represent core business operating results of the Company;
•Disposal related costs. These are expenses associated with the disposal of certain businesses that do not represent core business operating results of the Company;
•Lease asset impairments and other charges. These expenses are incurred in connection with impaired right-of-use (“ROU”) assets of the Company. Associated expenses are comprised of insurance, utility, and other charges related to assets that are no longer in use, and partially offset by the sublease income earned. These expenses do not represent core business operating results of the Company; and
•Goodwill impairment. This is a non-cash expense that is recorded when the carrying value of the reporting unit exceeds its fair value and does not represent core business operating results of the Company.
ZIFF DAVIS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(UNAUDITED, IN THOUSANDS)
The following tables set forth Revenues and a reconciliation of Income (loss) from operations to Adjusted EBITDA by segment (in thousands):
| Three months ended March 31, 2023 | ||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate (1) | Total | ||||||||||||||||||||||||
| Revenues | $ | 69,942 | $ | 34,573 | $ | 78,189 | $ | 51,422 | $ | 73,016 | $ | — | $ | 307,142 | ||||||||||||||||
| (Loss) income from operations | $ | (8,488) | $ | 7,781 | $ | 10,154 | $ | 20,215 | $ | 11,688 | $ | (15,035) | $ | 26,315 | ||||||||||||||||
| Depreciation and amortization | 20,897 | 2,308 | 13,360 | 6,255 | 11,630 | 173 | 54,623 | |||||||||||||||||||||||
| Share-based compensation | 654 | 203 | 1,144 | 518 | 1,572 | 4,311 | 8,402 | |||||||||||||||||||||||
| Acquisition, integration, and other costs | 311 | 891 | 1,846 | 110 | 91 | 276 | 3,525 | |||||||||||||||||||||||
| Disposal related costs | — | — | — | — | — | 149 | 149 | |||||||||||||||||||||||
| Lease asset impairments and other charges | 827 | — | 473 | — | 105 | (86) | 1,319 | |||||||||||||||||||||||
| Adjusted EBITDA | $ | 14,201 | $ | 11,183 | $ | 26,977 | $ | 27,098 | $ | 25,086 | $ | (10,212) | $ | 94,333 | ||||||||||||||||
| Three months ended June 30, 2023 | ||||||||||||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||||||
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate (1) | Total | ||||||||||||||||||||||||
| Revenues | $ | 76,675 | $ | 39,995 | $ | 86,666 | $ | 49,484 | $ | 73,196 | $ | — | $ | 326,016 | ||||||||||||||||
| (Loss) income from operations | $ | (3,809) | $ | 12,270 | $ | 13,322 | $ | 15,814 | $ | 13,565 | $ | (12,267) | $ | 38,895 | ||||||||||||||||
| Income from equity method investment, net of tax | — | — | — | — | — | (1,500) | (1,500) | |||||||||||||||||||||||
| Depreciation and amortization | 21,573 | 2,281 | 14,426 | 6,731 | 11,590 | 255 | 56,856 | |||||||||||||||||||||||
| Share-based compensation | 1,079 | 257 | 1,388 | 752 | 1,283 | 4,458 | 9,217 | |||||||||||||||||||||||
| Acquisition, integration, and other costs | 466 | 502 | 2,098 | 190 | 113 | — | 3,369 | |||||||||||||||||||||||
| Disposal related costs | — | — | — | — | — | 60 | 60 | |||||||||||||||||||||||
| Lease asset impairments and other charges | (249) | — | — | — | 54 | (26) | (221) | |||||||||||||||||||||||
| Adjusted EBITDA | $ | 19,060 | $ | 15,310 | $ | 31,234 | $ | 23,487 | $ | 26,605 | $ | (9,020) | $ | 106,676 | ||||||||||||||||
| Three months ended September 30, 2023 | ||||||||||||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||||||
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate (1) | Total | ||||||||||||||||||||||||
| Revenues | $ | 78,718 | $ | 45,023 | $ | 90,619 | $ | 53,574 | $ | 73,051 | $ | — | $ | 340,985 | ||||||||||||||||
| (Loss) income from operations | $ | (63,822) | $ | 15,101 | $ | 15,930 | $ | 17,281 | $ | 12,527 | $ | (10,336) | $ | (13,319) | ||||||||||||||||
| Depreciation and amortization | 21,232 | 3,712 | 14,010 | 7,351 | 10,941 | (1,392) | 55,854 | |||||||||||||||||||||||
| Share-based compensation | 2,207 | 218 | 1,175 | 325 | 399 | 2,450 | 6,774 | |||||||||||||||||||||||
| Acquisition, integration, and other costs | (439) | 497 | 2,639 | 1,411 | 263 | 86 | 4,457 | |||||||||||||||||||||||
| Disposal related costs | 453 | — | — | — | 202 | 978 | 1,633 | |||||||||||||||||||||||
| Lease asset impairments and other charges | 1,104 | — | 3 | — | 106 | 272 | 1,485 | |||||||||||||||||||||||
| Goodwill impairment | 56,850 | — | — | — | — | — | 56,850 | |||||||||||||||||||||||
| Adjusted EBITDA | $ | 17,585 | $ | 19,528 | $ | 33,757 | $ | 26,368 | $ | 24,438 | $ | (7,942) | $ | 113,734 | Three months ended December 31, 2023 | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||||||
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate (1) | Total | ||||||||||||||||||||||||
| Revenues | $ | 105,222 | $ | 49,230 | $ | 106,449 | $ | 57,038 | $ | 71,946 | $ | — | $ | 389,885 | ||||||||||||||||
| Income (loss) from operations | $ | 25,621 | $ | 22,147 | $ | 24,169 | $ | 17,281 | $ | 5,430 | $ | (13,928) | $ | 80,720 | ||||||||||||||||
| Depreciation and amortization | 19,569 | 2,067 | 18,074 | 11,456 | 18,457 | 10 | 69,633 | |||||||||||||||||||||||
| Share-based compensation | 1,001 | 80 | 1,136 | 419 | 932 | 3,959 | 7,527 | |||||||||||||||||||||||
| Acquisition, integration, and other costs | 4,114 | 551 | 3,421 | 1,109 | 420 | 34 | 9,649 | |||||||||||||||||||||||
| Disposal related costs | 180 | — | — | — | — | 195 | 375 | |||||||||||||||||||||||
| Lease asset impairments and other charges | (663) | — | 34 | — | 206 | 85 | (338) | |||||||||||||||||||||||
| Adjusted EBITDA | $ | 49,822 | $ | 24,845 | $ | 46,834 | $ | 30,265 | $ | 25,445 | $ | (9,645) | $ | 167,566 |
Figures above are net of inter-segment revenues and operating costs and expenses.
(1) Corporate includes certain unallocated overhead costs that were historically presented within the Digital Media reportable segment.
ZIFF DAVIS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(UNAUDITED, IN THOUSANDS)
The following tables set forth Revenues and a reconciliation of Income (loss) from operations to Adjusted EBITDA by segment (in thousands):
| Three months ended March 31, 2024 | ||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate (1) | Total | ||||||||||||||||||||||||
| Revenues | $ | 69,267 | $ | 36,640 | $ | 79,978 | $ | 53,148 | $ | 75,452 | $ | — | $ | 314,485 | ||||||||||||||||
| (Loss) income from operations | $ | (6,635) | $ | 10,515 | $ | 8,600 | $ | 19,359 | $ | 19,428 | $ | (15,406) | $ | 35,861 | ||||||||||||||||
| Depreciation and amortization | 17,914 | 2,392 | 13,399 | 7,001 | 7,740 | 7 | 48,453 | |||||||||||||||||||||||
| Share-based compensation | 1,178 | 188 | 1,341 | 633 | 1,134 | 4,398 | 8,872 | |||||||||||||||||||||||
| Acquisition, integration, and other costs | 1,663 | 334 | 2,858 | (47) | 864 | 594 | 6,266 | |||||||||||||||||||||||
| Disposal related costs | 366 | — | — | — | — | 130 | 496 | |||||||||||||||||||||||
| Lease asset impairments and other charges | 138 | — | — | — | 477 | 188 | 803 | |||||||||||||||||||||||
| Adjusted EBITDA | $ | 14,624 | $ | 13,429 | $ | 26,198 | $ | 26,946 | $ | 29,643 | $ | (10,089) | $ | 100,751 | ||||||||||||||||
| Three months ended June 30, 2024 | ||||||||||||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||||||
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate (1) | Total | ||||||||||||||||||||||||
| Revenues | $ | 72,567 | $ | 42,981 | $ | 85,988 | $ | 50,281 | $ | 68,983 | $ | — | $ | 320,800 | ||||||||||||||||
| (Loss) income from operations | $ | (8,067) | $ | 8,198 | $ | 13,302 | $ | 21,702 | $ | 11,547 | $ | (18,113) | $ | 28,569 | ||||||||||||||||
| Depreciation and amortization | 19,863 | 2,841 | 13,013 | 7,617 | 8,800 | 7 | 52,141 | |||||||||||||||||||||||
| Share-based compensation | 1,625 | 327 | 1,509 | 764 | 1,222 | 6,153 | 11,600 | |||||||||||||||||||||||
| Acquisition, integration, and other costs | 4,086 | 916 | 2,276 | (5,923) | 471 | 2,011 | 3,837 | |||||||||||||||||||||||
| Disposal related costs | — | — | — | — | 20 | 57 | 77 | |||||||||||||||||||||||
| Lease asset impairments and other charges | (162) | — | 15 | — | 105 | 82 | 40 | |||||||||||||||||||||||
| Adjusted EBITDA | $ | 17,345 | $ | 12,282 | $ | 30,115 | $ | 24,160 | $ | 22,165 | $ | (9,803) | $ | 96,264 | ||||||||||||||||
| Three months ended September 30, 2024 | ||||||||||||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||||||
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate (1) | Total | ||||||||||||||||||||||||
| Revenues | $ | 87,126 | $ | 49,714 | $ | 90,771 | $ | 55,943 | $ | 70,026 | $ | — | $ | 353,580 | ||||||||||||||||
| (Loss) income from operations | $ | (78,615) | $ | 15,044 | $ | 18,247 | $ | 20,813 | $ | 14,891 | $ | (19,684) | $ | (29,304) | ||||||||||||||||
| Depreciation and amortization | 20,334 | 2,631 | 12,505 | 7,867 | 7,980 | 34 | 51,351 | |||||||||||||||||||||||
| Share-based compensation | 1,047 | 365 | 1,343 | 623 | 1,178 | 5,605 | 10,161 | |||||||||||||||||||||||
| Acquisition, integration, and other costs | 3,095 | 154 | 145 | 160 | 473 | 2,678 | 6,705 | |||||||||||||||||||||||
| Disposal related costs | (390) | — | — | — | — | 368 | (22) | |||||||||||||||||||||||
| Lease asset impairments and other charges | 426 | (1) | — | — | 98 | 4 | 527 | |||||||||||||||||||||||
| Goodwill impairment | 85,273 | — | — | — | — | — | 85,273 | |||||||||||||||||||||||
| Adjusted EBITDA | $ | 31,170 | $ | 18,193 | $ | 32,240 | $ | 29,463 | $ | 24,620 | $ | (10,995) | $ | 124,691 | Three months ended December 31, 2024 | |||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||||||
| Technology & Shopping | Gaming & Entertainment | Health & Wellness | Connectivity | Cybersecurity & Martech | Corporate (1) | Total | ||||||||||||||||||||||||
| Revenues | $ | 132,922 | $ | 50,941 | $ | 105,671 | $ | 54,248 | $ | 69,041 | $ | — | $ | 412,823 | ||||||||||||||||
| Income (loss) from operations | $ | 22,245 | $ | 20,244 | $ | 27,058 | $ | 17,500 | $ | 9,095 | $ | (17,620) | $ | 78,522 | ||||||||||||||||
| Depreciation and amortization | 25,313 | 2,869 | 13,849 | 9,397 | 8,505 | 38 | 59,971 | |||||||||||||||||||||||
| Share-based compensation | 1,164 | 190 | 1,411 | 638 | 1,097 | 5,782 | 10,282 | |||||||||||||||||||||||
| Acquisition, integration, and other costs | 9,710 | 1,323 | 4,509 | 1,987 | 3,587 | 2,270 | 23,386 | |||||||||||||||||||||||
| Disposal related costs | — | — | — | — | — | (350) | (350) | |||||||||||||||||||||||
| Lease asset impairments and other charges | (179) | 94 | — | — | 76 | — | (9) | |||||||||||||||||||||||
| Adjusted EBITDA | $ | 58,253 | $ | 24,720 | $ | 46,827 | $ | 29,522 | $ | 22,360 | $ | (9,880) | $ | 171,802 |
Figures above are net of inter-segment revenues and operating costs and expenses.
(1) Corporate includes certain unallocated overhead costs that were historically presented within the Digital Media reportable segment.
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