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): November 3, 2026
(Exact name of registrant as specified in charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
(703 ) 438–2000
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
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:
| 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 | Name of Each Exchange on Which Registered | ||||||||||||
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. ☐
1
Item 2.02 Results of Operations and Financial Condition.
On November 3, 2026, comScore, Inc. issued a press release announcing its financial results for the period ended September 30, 2026. A copy of the press release announcing the foregoing is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.
The information in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 101.INS | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |||||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | |||||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | |||||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | |||||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | |||||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | |||||||
| 104 | Cover Page Interactive Data File - the cover page iXBRL tags are embedded within the Inline XBRL document | |||||||
2
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.
| comScore, Inc. | ||||||||
| By: | /s/ Mary Margaret Curry | |||||||
| Mary Margaret Curry | ||||||||
| Chief Financial Officer and Treasurer | ||||||||
Date: November 3, 2026
3
Exhibit 99.1
FOR IMMEDIATE RELEASE
Comscore Reports Third Quarter 2026 Results
Executing Against Transformational ROI Strategy for Long-Term Value Creation
Reaffirming Full Year 2026 Outlook
RESTON, Va., November 3, 2026 – comScore, Inc. (Nasdaq: SCOR), a trusted partner for planning, transacting and evaluating media across platforms, today reported financial results for the quarter ended September 30, 2026.
"During the third quarter, we announced our transformational ROI strategy, which was designed to realign our business and cost structure, optimize our operations, and invest in higher-potential growth areas. Our team executed against this new operating model with a strong sense of urgency, allowing us to achieve significant cost savings in the quarter," said Matt McLaughlin, Chief Executive Officer of Comscore. "We are taking aggressive actions to rationalize our operational footprint and are focused on serving customers in our core business, as well as identifying and capitalizing on long-term growth opportunities in the evolving media landscape. I'm proud of the difficult work our team has done to execute against our plan and remain confident that we will exit the year well positioned to transform the business in 2027 and begin investing for long-term growth."
Business and Financial Highlights
•Revenue for the third quarter was $76.2 million compared to $88.9 million in Q3 2025 ($79.4 million in Q3 2025 on a pro forma basis, excluding revenue of $9.5 million from the recently divested Movies business)
•Net loss of $65.5 million compared to net income of $0.5 million in Q3 2025, primarily due to a non-cash goodwill impairment charge of $57.3 million and restructuring costs of $5.5 million in Q3 2026
•Adjusted EBITDA1 of $5.8 million compared to $11.0 million in Q3 2025
•Reaffirming full year 2026 outlook, with revenue range between $315 million and $325 million
Third Quarter Summary Results
Revenue in the third quarter was $76.2 million, down 14.3% from $88.9 million in the third quarter of 2025, and down 4.1% from $79.4 million on a pro forma basis, excluding revenue from the Movies business divested in May 2026. Content & Ad Measurement revenue decreased 14.4% (2.1% decrease on a pro forma basis) compared to the prior-year quarter due to lower Syndicated Audience revenue, primarily related to the divestiture of the Movies business, as well as lower performance in syndicated digital products. Cross-Platform revenue was flat compared to the prior-year period, with lower usage in Proximic offset by new business in CCM. Research & Insight Solutions revenue decreased 13.9% from the prior-year period, primarily due to lower renewals and lower deliveries of certain custom digital products.
Core operating expenses, which include cost of revenues, sales and marketing, research and development and general and administrative expenses, were $79.6 million for the quarter, down 8.0% compared to $86.6 million in the third quarter of last year, primarily due to lower employee compensation, data costs, and facilities expense.
Due in part to a decline in the Company's stock price and market capitalization and the implementation of the realignment plan in the third quarter, management performed an interim review of the Company's goodwill, which resulted in a non-cash goodwill impairment charge of $57.3 million during the three months ended September 30, 2026. This charge does not directly impact the Company's liquidity, cash flows, or future operations.
Primarily due to the goodwill impairment charge and restructuring costs, net loss for the quarter was $65.5 million compared to net income of $0.5 million in the prior-year period, resulting in net (loss) income margins of (86.0)% and 0.5% of revenue, respectively. Loss per share attributable to common shares was $(4.26) for the third quarter of 2026. After accounting for dividends on the Company's then-outstanding Series B convertible preferred stock, loss per share attributable to common shares was $(0.86) for the third quarter of 2025.
1 Adjusted EBITDA and adjusted EBITDA margin are non-GAAP measures defined in the "Third Quarter Summary Results" section and are reconciled to net income (loss) and net income (loss) margin in the addendum of this release.
Non-GAAP adjusted EBITDA for the quarter was $5.8 million, compared to $11.0 million in the prior-year period, resulting in adjusted EBITDA margins of 7.6% and 12.4%, respectively. Adjusted EBITDA and adjusted EBITDA margin exclude depreciation and amortization, net interest expense, income taxes, impairment charges, stock-based compensation expense, transformation costs, restructuring costs, strategic transaction costs, gain/loss from foreign currency transactions, loss on extinguishment of debt, gain/loss on divestiture of business, and other items as presented in the accompanying tables.
Balance Sheet and Liquidity
As of September 30, 2026, cash, cash equivalents and restricted cash totaled $19.5 million, including $0.2 million in restricted cash. Net cash used during the third quarter of 2026 included payments related to the Company's restructuring plan of $3.0 million and payments for strategic transaction costs of $1.9 million primarily related to the divestiture of the Movies business.
As of September 30, 2026, the Company's only debt obligations consisted of outstanding principal on finance leases related to equipment purchases. The Company repaid all outstanding obligations under its senior secured credit facility in May 2026.
2026 Outlook
Mary Margaret Curry, Comscore's Chief Financial Officer, concluded, "We are in the early innings of executing our ROI strategy, which is rooted in building a foundation for long-term value creation, and we are already seeing signs of progress. Our outlook for the full year 2026 is unchanged, with revenue expected to be between $315 million and $325 million and an adjusted EBITDA margin in the low-to-mid single digits. We remain focused on our transformation efforts as we close out the year, and we are on track to generate the $20 to $25 million in annual run-rate cost savings we expected from our realignment plan. We plan to use a portion of these savings to execute our ROI strategy and invest in long-term growth opportunities as we move into 2027."
The Company does not provide GAAP net income (loss) or net income (loss) margin on a forward-looking basis because it is unable to predict with reasonable certainty its future stock-based compensation expense, fair value adjustments, litigation and restructuring expense, strategic transaction costs, foreign currency transaction impact, and any unusual gains or losses without unreasonable effort. These items are uncertain, depend on various factors, and could be material to results computed in accordance with GAAP. For this reason, the Company is unable without unreasonable effort to provide a reconciliation of adjusted EBITDA or adjusted EBITDA margin to the most directly comparable GAAP measure, GAAP net income (loss) and net income (loss) margin, on a forward-looking basis.
Conference Call Information for Today, Tuesday, November 3, 2026 at 5:00 p.m. ET
Management will host a conference call to discuss the results on Tuesday, November 3, 2026 at 5:00 p.m. ET. The live audio webcast along with supplemental information will be accessible at ir.comscore.com/events-presentations. Participants can obtain dial-in information by registering for the call at the same web address and are advised to register in advance of the call to avoid delays. Following the conference call, a replay will be available via webcast at ir.comscore.com/events-presentations.
About Comscore
Comscore is a trusted global partner for planning, activating and evaluating media across platforms. Its unmatched data footprint brings together Connected TV (CTV), digital, national and local linear TV intelligence with advanced audience insights to help media buyers and sellers understand how audiences engage across screens and make business decisions with confidence. Comscore is a preeminent provider of independent, comprehensive cross-platform measurement and decisioning solutions designed to improve outcomes at scale.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of federal and state securities laws, including, without limitation, the Company's expectations, forecasts, plans and opinions regarding future value creation; the timing, scope and impact of the Company's realignment plan and ROI-based operating model; the amount and potential use of expected cost savings from the realignment plan; planned operational improvements; future growth opportunities and investments; and full year 2026 revenue and adjusted EBITDA performance. These statements involve risks and
uncertainties that could cause actual events to differ materially from expectations, including, but not limited to, impediments to the Company's ability to execute the realignment plan as currently contemplated; higher-than-expected costs to implement the plan; changes to the assumptions upon which the estimated charges and savings are based; unintended consequences from the plan that could negatively impact the Company's business or strategy; cash flow and liquidity challenges related to plan implementation and the loss of non-strategic revenue; changes in the Company's business, customer or vendor relationships, including evolving restrictions on data collection and matching; litigation and regulatory costs; external market conditions; and the Company's ability to achieve its expected strategic, financial and operational plans. For additional discussion of risk factors, please refer to the Company's Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and other filings that the Company makes from time to time with the U.S. Securities and Exchange Commission (the "SEC"), which are available on the SEC's website (www.sec.gov).
Investors are cautioned not to place undue reliance on the Company's forward-looking statements, which speak only as of the date such statements are made. Except as required by law, the Company does not intend or undertake, and expressly disclaims any duty or obligation, to publicly update any forward-looking statements to reflect events, circumstances or new information after the date of this press release or to reflect the occurrence of unanticipated events.
Use of Non-GAAP Financial Measures
To provide investors with additional information regarding the Company's financial results, the Company is disclosing in this press release adjusted EBITDA and adjusted EBITDA margin, which are non-GAAP financial measures used by management to understand and evaluate the Company's core operating performance and trends. Management believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the Company's operating results, as they permit investors to view core business performance using the same metrics that management uses to evaluate performance. Nevertheless, the Company's use of these non-GAAP financial measures has limitations as an analytical tool, and investors should not consider these measures in isolation or as a substitute for analysis of the Company's results as reported under GAAP. Instead, investors should consider these measures alongside GAAP-based financial performance measures, net income (loss), net income (loss) margin, various cash flow metrics, and the Company's other GAAP financial results. Set forth below are reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial measures, net income (loss) and net income (loss) margin. These reconciliations should be carefully evaluated.
| Media | ||
| Marie Scoutas | ||
| Comscore, Inc. | ||
| (917) 213-2032 | ||
| Press@comscore.com | ||
| Investors | ||
| Jackie Marcus or Nick Nelson | ||
| Alpha IR Group | ||
| (617) 466-9257 | ||
| Investor@comscore.com | ||
COMSCORE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
| As of | As of | ||||||||||
| September 30, 2026 | December 31, 2025 | ||||||||||
| (In thousands, except share and per share data) | (Unaudited) | ||||||||||
| Assets | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 19,280 | $ | 23,621 | |||||||
| Restricted cash | 197 | 3,179 | |||||||||
Accounts receivable, net of allowances of $518 and $496, respectively | 39,432 | 57,260 | |||||||||
| Prepaid expenses and other current assets | 16,065 | 12,210 | |||||||||
| Total current assets | 74,974 | 96,270 | |||||||||
| Property and equipment, net | 38,616 | 43,714 | |||||||||
| Operating right-of-use assets | 4,062 | 8,565 | |||||||||
| Deferred tax assets | 2,628 | 3,154 | |||||||||
| Intangible assets, net | 632 | 2,529 | |||||||||
| Goodwill | 127,870 | 248,636 | |||||||||
| Other non-current assets | 6,231 | 4,841 | |||||||||
| Total assets | $ | 255,013 | $ | 407,709 | |||||||
| Liabilities, Convertible Redeemable Preferred Stock and Stockholders' Equity | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable | $ | 22,482 | $ | 16,956 | |||||||
| Accrued expenses | 42,059 | 44,879 | |||||||||
| Contract liabilities | 31,438 | 36,575 | |||||||||
| Customer advances | 4,499 | 7,605 | |||||||||
| Current operating lease liabilities | 6,234 | 8,783 | |||||||||
| Other current liabilities | 5,066 | 8,093 | |||||||||
| Total current liabilities | 111,778 | 122,891 | |||||||||
| Secured term loan | — | 39,297 | |||||||||
| Non-current operating lease liabilities | 803 | 6,238 | |||||||||
| Non-current portion of accrued data costs | 19,553 | 24,917 | |||||||||
| Deferred tax liabilities | — | 1,997 | |||||||||
| Non-current payable to preferred stockholders | 4,920 | 4,457 | |||||||||
| Other non-current liabilities | 3,955 | 6,751 | |||||||||
| Total liabilities | 141,009 | 206,548 | |||||||||
| Commitments and contingencies | |||||||||||
Series C convertible redeemable preferred stock, $0.001 par value; 12,670,863 shares authorized, issued and outstanding as of September 30, 2026 and December 31, 2025; aggregate liquidation preference of $183,728 as of September 30, 2026 and December 31, 2025 | 89,654 | 89,722 | |||||||||
| Stockholders' equity: | |||||||||||
Preferred stock, $0.001 par value; 1,329,137 shares authorized as of September 30, 2026 and December 31, 2025; no shares issued or outstanding as of September 30, 2026 or December 31, 2025 | — | — | |||||||||
Common stock, $0.001 par value; 46,000,000 shares authorized as of September 30, 2026 and December 31, 2025; 15,586,003 shares issued and 15,247,764 shares outstanding as of September 30, 2026, and 15,214,378 shares issued and 14,876,139 shares outstanding as of December 31, 2025 | 15 | 15 | |||||||||
| Additional paid-in capital | 1,784,117 | 1,781,265 | |||||||||
| Accumulated other comprehensive loss | (13,275) | (9,862) | |||||||||
| Accumulated deficit | (1,516,523) | (1,429,995) | |||||||||
Treasury stock, at cost, 338,239 shares as of September 30, 2026 and December 31, 2025 | (229,984) | (229,984) | |||||||||
| Total stockholders' equity | 24,350 | 111,439 | |||||||||
| Total liabilities, convertible redeemable preferred stock and stockholders' equity | $ | 255,013 | $ | 407,709 | |||||||
COMSCORE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME
(Unaudited)
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| (In thousands, except share and per share data) | 2026 | 2025 | 2026 | 2025 | |||||||||||||||||||
| Revenues | $ | 76,158 | $ | 88,906 | $ | 240,726 | $ | 264,004 | |||||||||||||||
Cost of revenues (1) (2) | 47,324 | 52,783 | 151,294 | 157,629 | |||||||||||||||||||
Selling and marketing (1) (2) | 11,262 | 14,551 | 41,696 | 46,017 | |||||||||||||||||||
Research and development (1) (2) | 6,456 | 7,184 | 21,396 | 23,106 | |||||||||||||||||||
General and administrative (1) (2) | 14,566 | 12,050 | 42,344 | 37,397 | |||||||||||||||||||
| Amortization of intangible assets | 633 | 633 | 1,897 | 1,897 | |||||||||||||||||||
| Impairment of goodwill | 57,300 | — | 57,300 | — | |||||||||||||||||||
| Restructuring | 5,496 | — | 5,496 | — | |||||||||||||||||||
| (Gain) loss on divestiture of business, net | (116) | — | 2,566 | — | |||||||||||||||||||
| Total expenses from operations | 142,921 | 87,201 | 323,989 | 266,046 | |||||||||||||||||||
| (Loss) income from operations | (66,763) | 1,705 | (83,263) | (2,042) | |||||||||||||||||||
| Other income, net | 1,256 | — | 1,673 | — | |||||||||||||||||||
| Interest expense, net | (171) | (1,699) | (2,942) | (5,010) | |||||||||||||||||||
| (Loss) gain from foreign currency transactions | (266) | 136 | 1,494 | (5,410) | |||||||||||||||||||
| Loss on extinguishment of debt | — | — | (3,970) | — | |||||||||||||||||||
| (Loss) income before income taxes | (65,944) | 142 | (87,008) | (12,462) | |||||||||||||||||||
| Income tax benefit (provision) | 449 | 311 | 480 | (570) | |||||||||||||||||||
| Net (loss) income | $ | (65,495) | $ | 453 | $ | (86,528) | $ | (13,032) | |||||||||||||||
| Net loss available to common stockholders: | |||||||||||||||||||||||
| Net (loss) income | $ | (65,495) | $ | 453 | $ | (86,528) | $ | (13,032) | |||||||||||||||
| Convertible redeemable preferred stock dividends | — | (4,971) | — | (13,904) | |||||||||||||||||||
| Total net loss available to common stockholders | $ | (65,495) | $ | (4,518) | $ | (86,528) | $ | (26,936) | |||||||||||||||
| Net loss per common share: | |||||||||||||||||||||||
| Basic and diluted | $ | (4.26) | $ | (0.86) | $ | (5.67) | $ | (5.24) | |||||||||||||||
| Weighted-average number of shares used in per share calculation - Common Stock: | |||||||||||||||||||||||
| Basic and diluted | 15,387,694 | 5,252,039 | 15,257,019 | 5,136,696 | |||||||||||||||||||
| Comprehensive (loss) income: | |||||||||||||||||||||||
| Net (loss) income | $ | (65,495) | $ | 453 | $ | (86,528) | $ | (13,032) | |||||||||||||||
| Other comprehensive (loss) income: | |||||||||||||||||||||||
| Foreign currency cumulative translation adjustment | (479) | (325) | (2,968) | 7,590 | |||||||||||||||||||
| Total comprehensive (loss) income | $ | (65,974) | $ | 128 | $ | (89,496) | $ | (5,442) | |||||||||||||||
(1) Excludes amortization of intangible assets, which is presented as a separate line item. | |||||||||||||||||||||||
(2) Stock-based compensation expense is included in the line items above as follows: | |||||||||||||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| Cost of revenues | $ | 75 | $ | 54 | $ | 145 | $ | 615 | |||||||||||||||
| Selling and marketing | 9 | 17 | 140 | 524 | |||||||||||||||||||
| Research and development | 47 | 31 | 83 | 367 | |||||||||||||||||||
| General and administrative | 842 | 275 | 1,341 | 1,357 | |||||||||||||||||||
| Total stock-based compensation expense | $ | 973 | $ | 377 | $ | 1,709 | $ | 2,863 | |||||||||||||||
COMSCORE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| Nine Months Ended September 30, | |||||||||||
| (In thousands) | 2026 | 2025 | |||||||||
Operating activities: | |||||||||||
| Net loss | $ | (86,528) | $ | (13,032) | |||||||
| Adjustments to reconcile net loss to net cash provided by operating activities: | |||||||||||
| Impairment of goodwill | 57,300 | — | |||||||||
| Depreciation | 17,239 | 17,650 | |||||||||
| Non-cash loss on extinguishment of debt | 3,477 | — | |||||||||
| Non-cash operating lease expense | 3,268 | 3,744 | |||||||||
| Amortization expense of finance leases | 2,744 | 2,794 | |||||||||
| Amortization of intangible assets | 1,897 | 1,897 | |||||||||
| Stock-based compensation expense | 1,709 | 2,863 | |||||||||
| Gain on divestiture of business | (1,294) | — | |||||||||
| Deferred tax (benefit) provision | (1,865) | 520 | |||||||||
| Unrealized foreign currency (gain) loss | (2,158) | 4,788 | |||||||||
| Other | 1,639 | 1,984 | |||||||||
| Changes in operating assets and liabilities: | |||||||||||
| Accounts receivable | 16,481 | 13,990 | |||||||||
| Prepaid expenses and other assets | (1,559) | 504 | |||||||||
| Accounts payable, accrued expenses and other liabilities | 5,487 | (3,214) | |||||||||
| Contract liabilities and customer advances | (5,567) | (8,454) | |||||||||
| Operating lease liabilities | (6,577) | (6,545) | |||||||||
| Net cash provided by operating activities | 5,693 | 19,489 | |||||||||
Investing activities: | |||||||||||
| Proceeds from divestiture of business, net of cash transferred | 55,740 | — | |||||||||
| Purchases of property and equipment | (756) | (649) | |||||||||
| Capitalized internal-use software costs | (16,689) | (16,757) | |||||||||
| Net cash provided by (used in) investing activities | 38,295 | (17,406) | |||||||||
Financing activities: | |||||||||||
| Principal payments of term loan | (44,550) | (338) | |||||||||
| Principal payments on finance leases | (3,001) | (2,978) | |||||||||
| Principal payments on insurance financing | (1,957) | (1,796) | |||||||||
| Payment of preferred stock and common stock issuance costs | (1,219) | — | |||||||||
| Contingent consideration payment at initial value | — | (859) | |||||||||
| Payment of financing and debt issuance costs | — | (559) | |||||||||
| Other | (503) | (6) | |||||||||
| Net cash used in financing activities | (51,230) | (6,536) | |||||||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | (81) | 868 | |||||||||
| Net decrease in cash, cash equivalents and restricted cash | (7,323) | (3,585) | |||||||||
| Cash, cash equivalents and restricted cash at beginning of period | 26,800 | 33,468 | |||||||||
| Cash, cash equivalents and restricted cash at end of period | $ | 19,477 | $ | 29,883 | |||||||
As of September 30, | |||||||||||
| 2026 | 2025 | ||||||||||
| Cash and cash equivalents | $ | 19,280 | $ | 26,705 | |||||||
| Restricted cash | 197 | 3,178 | |||||||||
| Total cash, cash equivalents and restricted cash | $ | 19,477 | $ | 29,883 | |||||||
Reconciliation of Non-GAAP Financial Measures
The following table presents a reconciliation of GAAP net (loss) income and net (loss) income margin to non-GAAP adjusted EBITDA and adjusted EBITDA margin for each of the periods identified:
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| (In thousands) | 2026 (Unaudited) | 2025 (Unaudited) | 2026 (Unaudited) | 2025 (Unaudited) | |||||||||||||||||||
GAAP net (loss) income | $ | (65,495) | $ | 453 | $ | (86,528) | $ | (13,032) | |||||||||||||||
| Depreciation | 5,490 | 5,976 | 17,239 | 17,650 | |||||||||||||||||||
| Amortization expense of finance leases | 906 | 937 | 2,744 | 2,794 | |||||||||||||||||||
| Amortization of intangible assets | 633 | 633 | 1,897 | 1,897 | |||||||||||||||||||
| Interest expense, net | 171 | 1,699 | 2,942 | 5,010 | |||||||||||||||||||
| Income tax (benefit) provision | (449) | (311) | (480) | 570 | |||||||||||||||||||
| EBITDA | (58,744) | 9,387 | (62,186) | 14,889 | |||||||||||||||||||
| Adjustments: | |||||||||||||||||||||||
| Impairment of goodwill | 57,300 | — | 57,300 | — | |||||||||||||||||||
| Restructuring | 5,496 | — | 5,496 | — | |||||||||||||||||||
| Stock-based compensation expense | 973 | 377 | 1,709 | 2,863 | |||||||||||||||||||
Strategic transaction costs (1) | 588 | 538 | 2,909 | 538 | |||||||||||||||||||
| Loss (gain) from foreign currency transactions | 266 | (136) | (1,494) | 5,410 | |||||||||||||||||||
Transformation costs (2) | 31 | 507 | 1,203 | 2,549 | |||||||||||||||||||
| Amortization of cloud-computing implementation costs | 25 | 362 | 735 | 1,071 | |||||||||||||||||||
| Loss on extinguishment of debt | — | — | 3,970 | — | |||||||||||||||||||
| (Gain) loss on divestiture of business, net | (116) | — | 2,566 | — | |||||||||||||||||||
| Non-GAAP adjusted EBITDA | $ | 5,819 | $ | 11,035 | $ | 12,208 | $ | 27,320 | |||||||||||||||
Net (loss) income margin (3) | (86.0) | % | 0.5 | % | (35.9) | % | (4.9) | % | |||||||||||||||
Non-GAAP adjusted EBITDA margin (4) | 7.6 | % | 12.4 | % | 5.1 | % | 10.3 | % | |||||||||||||||
(1) Strategic transaction costs represent third-party professional fees and other charges incurred in connection with strategic transactions, including mergers, acquisitions, financings and dispositions, regardless of whether consummated, which the Company otherwise would not have incurred as part of its normal business operations.
(2) Transformation costs represent (1) expenses incurred prior to formal launch of identified strategic projects with anticipated long-term benefits to the Company, generally relating to third-party professional fees and non-capitalizable technology costs tied directly to the identified projects and (2) severance costs associated with the reorganization of teams in connection with the identified projects.
(3) Net (loss) income margin is calculated by dividing net (loss) income by revenues reported on the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income for the applicable period.
(4) Non-GAAP adjusted EBITDA margin is calculated by dividing adjusted EBITDA by revenues reported on the Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income for the applicable period.
Revenues
Revenues from the Company's offerings of products and services are as follows:
| Three Months Ended September 30, | |||||||||||||||||||||||||||||||||||
| (In thousands) | 2026 (Unaudited) | % of Revenue | 2025 (Unaudited) | % of Revenue | $ Variance | % Variance | |||||||||||||||||||||||||||||
| Content & Ad Measurement | |||||||||||||||||||||||||||||||||||
Syndicated Audience (1) | $ | 52,442 | 68.9 | % | $ | 63,220 | 71.1 | % | $ | (10,778) | (17.0) | % | |||||||||||||||||||||||
| Cross-Platform | 12,186 | 16.0 | % | 12,299 | 13.8 | % | (113) | (0.9) | % | ||||||||||||||||||||||||||
| Total Content & Ad Measurement | 64,628 | 84.9 | % | 75,519 | 84.9 | % | (10,891) | (14.4) | % | ||||||||||||||||||||||||||
| Research & Insight Solutions | 11,530 | 15.1 | % | 13,387 | 15.1 | % | (1,857) | (13.9) | % | ||||||||||||||||||||||||||
| Total revenues | $ | 76,158 | 100.0 | % | $ | 88,906 | 100.0 | % | $ | (12,748) | (14.3) | % | |||||||||||||||||||||||
(1) Syndicated Audience revenue includes revenue from the Movies business of $9.5 million in the third quarter of 2025. No Movies revenue was included in the third quarter of 2026 due to the divestiture of the Movies business on May 27, 2026. | |||||||||||||||||||||||||||||||||||
| Nine Months Ended September 30, | |||||||||||||||||||||||||||||||||||
| (In thousands) | 2026 (Unaudited) | % of Revenue | 2025 (Unaudited) | % of Revenue | $ Variance | % Variance | |||||||||||||||||||||||||||||
| Content & Ad Measurement | |||||||||||||||||||||||||||||||||||
Syndicated Audience (1) | $ | 168,202 | 69.9 | % | $ | 190,677 | 72.2 | % | $ | (22,475) | (11.8) | % | |||||||||||||||||||||||
| Cross-Platform | 37,316 | 15.5 | % | 34,761 | 13.2 | % | 2,555 | 7.4 | % | ||||||||||||||||||||||||||
| Total Content & Ad Measurement | 205,518 | 85.4 | % | 225,438 | 85.4 | % | (19,920) | (8.8) | % | ||||||||||||||||||||||||||
| Research & Insight Solutions | 35,208 | 14.6 | % | 38,566 | 14.6 | % | (3,358) | (8.7) | % | ||||||||||||||||||||||||||
| Total revenues | $ | 240,726 | 100.0 | % | $ | 264,004 | 100.0 | % | $ | (23,278) | (8.8) | % | |||||||||||||||||||||||
(1) Syndicated Audience revenue includes revenue from the Movies business, which decreased from $28.5 million in the nine months ended September 30, 2025 to $16.2 million in the nine months ended September 30, 2026 due to the divestiture of the Movies business on May 27, 2026. | |||||||||||||||||||||||||||||||||||