Spire Global Launches Aircraft Exposure Analytics for Weather-Related Aircraft Risk
Spire's Aircraft Exposure Analytics combines the Company's global multi-source ground and space-based Automatic Dependent Surveillance-Broadcast (ADS-B) flight data with Significant Meteorological Information (SIGMET) alerts to deliver environmental exposure metrics for each aircraft.
By overlaying flight paths with real-time and historical weather hazard data, Aircraft Exposure Analytics identifies when and where individual aircraft have flown through conditions such as turbulence, icing, thunderstorms, volcanic ash, tropical cyclones, and more. This insight provides airlines, maintenance teams, OEMs, lessors, and aviation insurers a clearer understanding of how environmental stressors may be affecting asset valuation, aircraft performance, safety, and long-term wear.
'Unlike traditional systems that infer risk based on routing or general forecasts, Aircraft Exposure Analytics uses ground and space-based data to deliver precise, per-aircraft insights,' said Philip Plantholt, general manager of Aviation at Spire. 'By combining real flight trajectories with trusted weather alerts and tying them to verified airframe identifiers, we're offering a high-resolution, data-driven understanding of how weather impacts aircraft condition, updated daily.'
Spire's Aircraft Exposure Analytics supports a range of aviation use cases from more precise condition-based predictive maintenance planning to better fatigue monitoring and inspection scheduling. It also helps insurers and aircraft lessors assess environmental wear, maintenance costs, and operational stress in a more transparent and quantifiable way.
The platform is available now as part of Spire Aviation's Flight Report, which delivers detailed flight histories, trajectory analysis, event detection, and environmental exposure metrics for a comprehensive view of aircraft operations.
About Spire Global, Inc.
Spire (NYSE: SPIR) is a global provider of space-based data, analytics and space services, offering unique datasets and powerful insights about Earth so that organizations can make decisions with confidence in a rapidly changing world. Spire builds, owns, and operates a fully deployed satellite constellation that observes the Earth in real time using radio frequency technology. The data acquired by Spire's satellites provides global weather intelligence, ship and plane movements, and spoofing and jamming detection to better predict how their patterns impact economies, global security, business operations and the environment. Spire also offers Space as a Service solutions that empower customers to leverage its established infrastructure to put their business in space. Spire has offices across the U.S., Canada, UK, Luxembourg, Germany and Singapore. To learn more, visit spire.com.
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Fubo's Global Streaming Business Exceeded Subscriber, Revenue Guidance in Q2 2025
NEW YORK--(BUSINESS WIRE)--FuboTV Inc. (d/b/a/ Fubo) (NYSE: FUBO), the leading sports-first live TV streaming platform, today announced its financial results for the second quarter ended June 30, 2025. 'The second quarter of 2025 marked a pivotal milestone in Fubo's business,' said David Gandler, co-founder and CEO, Fubo. In the second quarter, Fubo's global streaming business exceeded subscriber and revenue guidance. Fubo delivered North America total revenue of $371.3 million, down 3% year-over-year (YoY), and 1.356 million paid subscribers, down 6.5% YoY. In the Rest of World (ROW), Fubo delivered $8.7 million in total revenue, up 4.7% YoY, and 349,000 paid subscribers, down 12.5% YoY. Fubo states its key metrics on a YoY basis given the seasonality of sports content. Net loss from continuing operations in the second quarter was $8.0 million, leading to an earnings per share (EPS) loss of $0.02. This compares favorably to a Net loss from continuing operations of $25.8 million, or an EPS loss of $0.08, in the second quarter 2024. Adjusted EPS in the second quarter was $0.05, compared to an adjusted EPS loss of $0.04 in the second quarter 2024. Adjusted EPS excludes the impact of stock-based compensation, amortization of intangibles, gain on extinguishment of debt, amortization of debt premium, net, certain litigation and transaction expenses and gain on settlement of litigation, net. In the second quarter, Adjusted EBITDA (AEBITDA) was $20.7 million, a $31.7 million improvement when compared to the second quarter 2024, representing Fubo's first quarter of positive AEBITDA. Net cash used in operating activities in the second quarter was -$34.6 million, a $2.7 million decrease compared to the second quarter 2024, and Free Cash Flow in the second quarter was -$37.7 million, a decrease of $2.4 million compared to the second quarter 2024. Fubo ended the quarter with $289.7 million in cash, cash equivalents and restricted cash on hand. Complete second quarter 2025 results are detailed in Fubo's shareholder letter available on the Company's IR site. 'The second quarter of 2025 marked a pivotal milestone in Fubo's business,' said David Gandler, co-founder and CEO, Fubo. 'Our continued focus on delivering choice and flexibility to consumers positions us well to capitalize on emerging opportunities as the traditional content landscape continues to evolve.' 'We are pleased with our second quarter results including top-line outperformance,' said Edgar Bronfman Jr., executive chairman, Fubo. 'We continue to innovate our sports entertainment streaming platform striving for unparalleled product quality and a frictionless content experience, and look forward to keeping shareholders updated on our progress.' Live Webcast Gandler and CFO John Janedis will host a live conference call today at 8:30 a.m. ET to deliver brief remarks followed by Q&A. The live webcast will be available on the Events & Presentations page of Fubo's investor relations website. An archived replay will be available on Fubo's website following the call. Participants should join the call 10 minutes in advance to ensure that they are connected prior to the event. About Fubo With a global mission to aggregate the best in TV, including premium sports, news and entertainment content, through a single app, FuboTV Inc. (d/b/a Fubo) (NYSE: FUBO) aims to transcend the industry's current TV model. Ranked among The Americas' Fastest-Growing Companies 2025 by the Financial Times, the company operates Fubo in the U.S., Canada and Spain and Molotov in France. In the U.S., Fubo is a sports-first cable TV replacement product aggregating more than 400 live sports, news and entertainment networks and is the only live TV streaming platform with every English-language Nielsen-rated sports channel (source: Nielsen Total Viewers, 2024). Leveraging Fubo's proprietary data and technology platform optimized for live TV and sports viewership, subscribers can engage with the content they are watching through an intuitive and personalized streaming experience. Fubo has continuously pushed the boundaries of live TV streaming, and was the first virtual MVPD to launch 4K streaming, MultiView and personalized game alerts. Learn more at Basis of Presentation – Continuing Operations In connection with the dissolution of Fubo Gaming, Inc. and termination of Fubo Sportsbook, the assets and liabilities and the operations of our former wagering reportable segment are presented as discontinued operations in our consolidated financial statements. With respect to our continuing operations, we operate as a single reportable segment. Financial information presented in this release reflects Fubo's results on a continuing operations basis, which excludes our former wagering reportable segment. Key Performance Metrics and Non-GAAP Measures Paid Subscribers We believe the number of paid subscribers is a relevant measure to gauge the size of our user base. Paid subscribers ('subscribers') are total subscribers that have completed registration with Fubo, have activated a payment method (only reflects one paying user per plan), from which Fubo has collected payment in the month ending the relevant period. Users who are on a free (trial) period are not included in this metric. Adjusted EBITDA Adjusted EBITDA is a non-GAAP measure defined as Net income (loss) from continuing operations, adjusted for depreciation and amortization, impairment of other assets, stock-based compensation, certain litigation and transaction expenses, other (income) expense, and income tax provision (benefit). Certain litigation expenses consist of legal expenses and related fees and costs for specific proceedings that we have determined arise outside of the ordinary course of business and do not consider representative of our underlying operating performance, based on the several considerations which we assess regularly, including: (1) the frequency of similar cases that have been brought to date, or are expected to be brought in the future; (2) matter-specific facts and circumstances, such as the unique nature or complexity of the case and/or remedy(ies) sought, including the size of any monetary damages sought; (3) the counterparty involved; and (4) the extent to which management considers these amounts for purposes of operating decision-making and in assessing operating performance. Certain transaction expenses consist of professional advisor costs related to the pending business combination with Hulu + Live TV. Adjusted EPS (Earnings per Share) Adjusted EPS is a non-GAAP measure defined as Adjusted Net Loss divided by weighted average shares outstanding. Adjusted Net Loss Adjusted Net Loss is a non-GAAP measure defined as Net income (loss) attributable to common shareholders, adjusting for discontinued operations, stock-based compensation, amortization of debt premium, net, amortization of intangibles, gain on extinguishment of debt, gain on settlement of litigation, net and certain litigation and transaction expenses (as described further above, see 'Adjusted EBITDA'). Free Cash Flow Free Cash Flow is a non-GAAP measure defined as Net cash provided by (used in) operating activities - continuing operations, reduced by capital expenditures (consisting of purchases of property and equipment), capitalization of internal use software, purchases of intangible assets and gain on settlement of litigation, net. We believe Free Cash Flow is an important liquidity measure of the cash that is available for operational expenses, investments in our business, strategic acquisitions, and for certain other activities such as repaying debt obligations and stock repurchases. Free Cash Flow is a key financial indicator used by management. Free Cash Flow is useful to investors as a liquidity measure because it measures our ability to generate or use cash. The use of Free Cash Flow as an analytical tool has limitations due to the fact that it does not represent the residual cash flow available for discretionary expenditures. Because of these limitations, Free Cash Flow should be considered along with other operating and financial performance measures presented in accordance with GAAP. Reconciliation of Key Performance Metrics and Non-GAAP Financial Measures Certain measures used in this release, including Adjusted EBITDA, Adjusted Net Loss, Adjusted EPS and Free Cash Flow, are non-GAAP financial measures. We believe these are useful financial measures for investors as they are supplemental measures used by management in evaluating our core operating performance. Our non-GAAP financial measures have limitations as analytical tools, and you should not consider them in isolation or as a substitute for an analysis of our results under GAAP. There are a number of limitations related to the use of these non-GAAP financial measures versus their nearest GAAP equivalents. First, these non-GAAP financial measures are not a substitute for GAAP financial measures. Second, these non-GAAP financial measures may not provide information directly comparable to measures provided by other companies in our industry, as those other companies may calculate their non-GAAP financial measures differently. The following tables include reconciliations of the non-GAAP financial measures used in this press release to their most directly comparable GAAP financial measures. fuboTV Inc. Reconciliation of Net Income (Loss) from Continuing Operations to Non-GAAP Adjusted EBITDA (TTM) (in thousands) Year-over-Year Comparison Trailing Twelve Months Ended June 30, 2025 June 30, 2024 Reconciliation of Net Income (Loss) from Continuing Operations to Adjusted EBITDA Net income (loss) from continuing operations $ 84,846 $ (237,689 ) Depreciation and amortization 39,814 37,521 Impairment of other assets 3,813 - Stock-based compensation 30,945 47,756 Certain litigation and transaction expenses (1) 36,866 7,744 Other (income) expense (218,546 ) (16,244 ) Income tax provision (benefit) 5,247 (432 ) Adjusted EBITDA (TTM) (17,015 ) (161,344 ) Expand fuboTV Inc. Reconciliation of Net Cash Provided by (Used in) Operating Activities - Continuing Operations to Free Cash Flow (in thousands) Year-over-Year Comparison Three Months Ended June 30, 2025 June 30, 2024 Net cash provided by (used in) operating activities - continuing operations $ (34,617 ) $ (31,874 ) Subtract: Purchases of property and equipment (366 ) (208 ) Capitalization of internal use software (2,860 ) (3,221 ) Purchase of intangible assets (50 ) - Gain on settlement of litigation, net 153 - Free Cash Flow (37,740 ) (35,303 ) Expand fuboTV Inc. Reconciliation of Net Cash Provided by (Used in) Operating Activities - Continuing Operations to Free Cash Flow (TTM) (in thousands) Year-over-Year Comparison Trailing Twelve Months Ended June 30, 2025 June 30, 2024 Net cash provided by (used in) operating activities - continuing operations $ 150,078 $ (123,898 ) Subtract: Purchases of property and equipment (3,125 ) (1,120 ) Capitalization of internal use software (10,851 ) (15,708 ) Purchase of intangible assets (1,150 ) (4,132 ) Gain on settlement of litigation, net (219,542 ) - Free Cash Flow (TTM) (84,590 ) (144,858 ) Expand fuboTV Inc. Reconciliation of Net Income (Loss) Attributable to Common Shareholders to Non-GAAP Adjusted Net Loss and Adjusted EPS (in thousands) Year-over-Year Comparison Three Months Ended June 30, 2025 June 30, 2024 Net income (loss) attributable to common shareholders $ (8,030 ) $ (25,272 ) Subtract: Net income (loss) from discontinued operations, net of tax - 106 Net income (loss) from continuing operations attributable to common shareholders (8,030 ) (25,378 ) Net income (loss) from continuing operations attributable to common shareholders (8,030 ) (25,378 ) Stock-based compensation 8,256 10,308 Amortization of debt premium, net (367 ) (268 ) Amortization of intangibles 9,776 9,179 Gain on extinguishment of debt - (12,124 ) Gain on settlement of litigation, net 153 - Certain litigation and transaction expenses (1) 8,271 4,856 Adjusted net loss from continuing operations 18,059 (13,427 ) Weighted average shares outstanding: Basic 341,683,408 311,253,856 Diluted 341,683,408 311,253,856 Adjusted EPS from continuing operations - basic $ 0.05 $ (0.04 ) Adjusted EPS from continuing operations - diluted $ 0.05 $ (0.04 ) Expand (1) Certain litigation expenses consist of legal expenses and related fees for specific proceedings that we have determined arise outside of the ordinary course of business and do not consider representative of our underlying operating performance. For the periods presented, the adjustment included expenses attributable to antitrust and data privacy litigation. Certain transaction expenses consist of professional advisor costs related to the pending business combination with Hulu + Live TV. Expand Cautionary Note Regarding Forward-Looking Statements This press release contains forward-looking statements of FuboTV Inc. ('Fubo') that involve substantial risks and uncertainties. All statements contained in this press release that do not relate to matters of historical fact are forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, including statements regarding our business strategy and plans, our offerings, our pending business combination with Hulu + Live TV (the 'Transactions') and the potential benefits thereof, consumer preferences, our financial condition, our anticipated financial performance and our future approach with respect to guidance. The words 'could,' 'will,' 'plan,' 'intend,' 'anticipate,' 'approximate,' 'expect,' 'potential,' 'believe' or the negative of these terms or other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements that Fubo makes due to a number of important factors, including but not limited to the following: our ability to achieve or maintain profitability; risks related to our access to capital and fundraising prospects to fund our financial operations and support our planned business growth; our revenue and gross profit are subject to seasonality; our operating results may fluctuate; our ability to effectively manage our growth; risks related to the Transactions; the long-term nature of our content commitments; our ability to renew our long-term content contracts on sufficiently favorable terms; our ability to attract and retain subscribers; obligations imposed on us through our agreements with certain distribution partners; we may not be able to license streaming content or other rights on acceptable terms; the restrictions imposed by content providers on our distribution and marketing of our products and services; our reliance on third party platforms to operate certain aspects of our business; risks related to the difficulty in measuring key metrics related to our business; risks related to preparing and forecasting our financial results; risks related to the highly competitive nature of our industry; risks related to our technology, as well as cybersecurity and data privacy-related risks; risks related to ongoing or future legal proceedings; and other risks, including the effects of industry, market, economic, political or regulatory conditions, future exchange and interest rates, and changes in tax and other laws, regulations, rates and policies. Further risks that could cause actual results to differ materially from those matters expressed in or implied by such forward-looking statements are discussed in our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025 filed with the Securities and Exchange Commission ('SEC'), our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025 to be filed with the SEC and our other periodic filings with the SEC. We encourage you to read such risks in detail. The forward-looking statements in this press release represent Fubo's views as of the date of this press release. Fubo anticipates that subsequent events and developments will cause its views to change. However, while it may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so. You should, therefore, not rely on these forward-looking statements as representing Fubo's views as of any date subsequent to the date of this press release. Additional Information and Where to Find It This press release and the information contained herein shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities or a solicitation of any proxy, vote or approval, nor shall there be any issuance or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The Transactions will be submitted to the shareholders of Fubo for their consideration and approval at a special meeting. In connection with the Transactions, Fubo filed a preliminary proxy statement with the SEC on July 28, 2025 (the 'Preliminary Proxy Statement'). Once the SEC completes its review of the Preliminary Proxy Statement, a definitive proxy statement and a form of proxy will be filed with the SEC and mailed or otherwise furnished to the shareholders of Fubo. Before making any voting decision, Fubo shareholders are urged to read the definitive proxy statement in its entirety, when it becomes available, and any other documents to be filed with the SEC in connection with the Transactions or incorporated by reference in the proxy statement (including any amendments or supplements to these documents), if any, because they will contain important information about the Transactions and the parties to the Transactions. This communication is not a substitute for the proxy statement or any other document that may be filed by Fubo with the SEC or sent to its shareholders in connection with the Transactions. Fubo investors and shareholders may obtain a free copy of the Preliminary Proxy statement, definitive proxy statement and other documents filed by Fubo with the SEC at the SEC's website at In addition, Fubo investors and shareholders may obtain a free copy of Fubo's filings with the SEC from Fubo's website at or by directing a request by mail to Fubo, 1290 Avenue of the Americas, New York, NY 10104, or telephone to (212) 672-0055. Participants in the Solicitation The Company and its directors and executive officers and other members of management and employees may, under the rules of the SEC, be deemed to be participants in the solicitation of proxies from the shareholders of the Company in respect of the Transactions. Information regarding Fubo's directors and executive officers is contained in the definitive proxy statement on Schedule 14A for Fubo's 2025 annual meeting of shareholders (the '2025 Proxy Statement'), filed with the SEC on April 29, 2025. Additional information regarding the persons who are, under the rules of the SEC, participants in the solicitation of the shareholders of Fubo in connection with the Transactions, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in the Preliminary Proxy Statement. To the extent holdings of Fubo's securities by Fubo's directors and executive officers change from the amounts set forth in the Preliminary Proxy Statement, such changes have been or will be reflected on Statements of Changes of Beneficial Ownership of Securities on Form 4 filed with the SEC. Fubo investors and shareholders may obtain free copies of these filings from the SEC's website at or from Fubo's website at
Business Wire
5 minutes ago
- Business Wire
Soho House & Co Inc. Announces Second Quarter 2025 Results
LONDON--(BUSINESS WIRE)--Soho House & Co Inc. (NYSE: SHCO) ('SHCO,' 'Company,' 'we' or 'our'), a global membership platform that connects a vibrant, diverse, and global group of members, today announced results for the second quarter ended June 29, 2025. Second Quarter 2025 Highlights Total revenues of $329.8 million, 8.9% year-over-year growth Membership revenues grew to $118.6 million, a 15.9% increase year-over-year In-House revenues of $132.5 million, up 4.1% year-over-year Revenue Per Available Room ('RevPAR') was 2% higher year-over-year on a like-for-like basis Other revenues of $78.7 million, up 7.3% year-over-year driven by strong growth in Soho Home Net income attributable to Soho House & Co Inc. was $24.9 million or $0.13 per share Adjusted EBITDA was $46.1 million, an increase from $31.5 million in second quarter 2024 'Our second quarter results reflect the continued strength of the Soho House membership model and the real progress we've made in transforming the business,' said Andrew Carnie, CEO of Soho House & Co. 'Total revenues grew 9%, and Adjusted EBITDA was up 46%—a clear sign that our strategic priorities of enhancing member experience and improving operational efficiency are delivering results.' 'We're continuing to focus on what matters most to our members—whether it's experiential openings like Soho Farmhouse Ibiza, refreshed spaces across our existing Houses, or more curated cultural programming. We've also launched in our Houses new Soho Health Clubs with holistic and advanced technology wellness facilities, and introduced new food and beverage residencies and diversified our menus — all of which help to deepen the value of Every House membership.' 'In a continued uncertain consumer environment, I'm incredibly proud of our teams for helping us deliver a strong quarter, and our members for their continued loyalty.' Transaction Update As previously announced on December 19, 2024, the Company received an offer from a third-party consortium to take the Company private for $9.00 per share. The Company set up a Special Committee to assess the offer and the parties continue to assess the offer and a potential transaction, however no assurances can be given that the Special Committee's assessment will result in any change in strategy, or if a transaction will be undertaken. The Company will make a further public comment regarding these matters at such time as there is a material development in the process. Summary of Unaudited Financial Results for the Quarter Ended June 29, 2025 For the 13 Weeks Ended (in thousands, except shares and per share amount unless otherwise noted) June 29, 2025 June 30, 2024 (Unaudited) Total revenues $ 329,804 $ 302,947 Membership revenues 118,626 102,347 In-House revenues 132,504 127,285 Other revenues 78,674 73,315 Operating income (loss) 59,721 (12,942 ) House-Level Contribution (1) 71,883 57,411 House-Level Contribution margin (%) (1) 30 % 26 % Other Contribution (1) 14,058 14,646 Other contribution margin (%) (1) 16 % 18 % Net income (loss) attributable to SHCO 24,885 (29,899 ) Adjusted EBITDA 46,130 31,525 Adjusted EBITDA margin (%) (1) 14 % 10 % Weighted average Class A and Class B Shares outstanding (basic) 194,596 196,258 Weighted average Class A and Class B Shares outstanding (diluted) 196,395 196,258 Basic income (loss) per share $ 0.13 $ (0.15 ) Diluted income (loss) per share $ 0.13 $ (0.15 ) Expand (1) See 'Non-GAAP Financial Measures' for reconciliations of Non-GAAP measures to GAAP measures. Expand We delivered the following highlights against our strategic priorities in the second quarter 1. Grow and Enhance Membership Key initiatives continue to improve member experience and service in our Houses, as illustrated by high member satisfaction scores 2. Operational Excellence to Drive Profitability We achieved second quarter 2025 Adjusted EBITDA of $46.1 million, with Adjusted EBITDA margin of 14% Like-for-like Food & Beverage margins at our Houses improved compared to the second quarter 2024 Focus on driving accommodation performance resulted in 2% RevPAR growth in the second quarter 2025 versus the second quarter 2024 Membership Summary for the Quarter Ended June 29, 2025 As of June 29, 2025 June 30, 2024 (Unaudited) Total Members 270,297 264,540 Soho House 213,621 204,028 Frozen Members 10,032 10,203 Soho Friends 50,514 54,192 Soho Works 6,162 6,320 Active App Users 216,687 209,732 Expand As of June 30, 2024 (Unaudited) Number of Soho Houses 46 44 The Americas 17 17 United Kingdom 14 13 Europe/RoW 15 14 Number of Soho House Members 213,621 204,028 The Americas 80,919 76,826 United Kingdom 72,907 72,543 Europe/RoW 46,053 43,538 All Other 13,742 11,121 Number of Other Members 56,676 60,512 The Americas 15,709 16,338 United Kingdom 33,726 36,232 Europe/RoW 7,241 7,942 Number of Total Members 270,297 264,540 Number of Active App Users 216,687 209,732 Expand Memberships Total Members grew 2.2% year-over-year to 270,297 Total Soho House Members grew 4.7% year-over-year to 213,621 Other Memberships including Soho Friends and Soho Works declined 6.3% year-over-year to 56,676 members. Financing SHCO ended second quarter 2025 with Cash, cash equivalents and restricted cash of $155 million Non-GAAP Financial Measures This presentation contains certain financial measures, including Adjusted EBITDA, House-Level Contribution and Margin, Other Contribution and Margin, Net Debt and certain financial measures presented on a Constant Currency basis that are not required by, or presented in accordance with, accounting principles generally accepted in the United States of America ("GAAP"). We refer to these measures as "non-GAAP financial measures". We use these non-GAAP financial measures when planning, monitoring and evaluating our performance. While we believe that these non-GAAP financial measures are useful in evaluating our business, this information should be considered as supplemental in nature and is not meant as a substitute for revenues or net income (loss), in each case as recognized in accordance with GAAP. In addition, other companies may calculate one or more of these measures differently, which reduces the usefulness of any such measure as a comparative measure. See below for a definition of these non-GAAP financial measures and a reconciliation to the most directly comparable GAAP financial measures. We provide earnings guidance using both GAAP and non-GAAP financial measures. A reconciliation of the Company's Adjusted EBITDA guidance to the most directly comparable GAAP financial measure cannot be provided without unreasonable efforts and is not provided herein because of the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliations, including adjustments that are made for future changes in foreign exchange and the other adjustments reflected in our reconciliation of historical non-GAAP financial measures, the amounts of which, could be material. The information in this presentation should be read in conjunction with our Annual and Quarterly Reports on Form 10-K and Form 10-Q and other information that we file with the SEC. The reconciliations of non-GAAP financial measures are an integral part of the information presented herein. You can access these documents on our website, free of charge, as well as any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, as soon as reasonably practicable after such material is electronically filed with, or furnished to, the SEC. The information contained on our website is not incorporated by reference into, and should not be considered a part of, this presentation. In addition, the SEC maintains a website that contains reports, proxy and information statements, and other information regarding issuers, including the Company, that file electronically with the SEC at The non-GAAP financial measures we use herein are defined by us as follows: ADJUSTED EBITDA. Adjusted EBITDA is a supplemental measure of our performance. Adjusted EBITDA is defined as Net income (loss) before Depreciation and amortization, Interest expense, net, Income tax (expense) benefit, adjusted to take account of the impact of certain non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These other items include, but are not limited to, Gain (loss) on sale of property and other, net, Share of loss (profit) of equity method investments, Foreign exchange, Share of equity method investments adjusted EBITDA, Share-based compensation expense, impairment of long-lived assets, and other applicable items. We believe that Adjusted EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses (income) that do not relate to ongoing business performance. HOUSE-LEVEL CONTRIBUTION AND MARGIN. House-Level Contribution is defined as House Revenues less In-House operating expenses, which includes expense items such as food and beverage costs, labor costs, variable overheads and fixed costs, such as rent. It does not reflect the impact of depreciation, amortization, impairment, gain or loss on sale of property, general and administrative expenses or other applicable items. House-Level Contribution Margin is defined as House-Level Contribution as a percentage of our House Revenues and is a key determinant of our performance and profitability and our return on the investment we make in each of our Houses. Given that all costs associated with providing our members with the Soho House experience, including the costs associated with maintaining our Houses and providing services to members while in the Houses, are included in In-House operating expenses, we use House Revenues (inclusive of House Membership Revenues) in calculating House-Level Contribution and House-Level Contribution Margin to assess the overall profitability of our Houses. Accordingly, our management considers House-Level Contribution and House-Level Contribution Margin to be an important management measure to evaluate the performance of each House, and growth in aggregate House-Level Contribution allows us to leverage our general and administrative costs and improve overall profitability. OTHER CONTRIBUTION AND MARGIN. Other Contribution is defined as Other revenues plus Non-House Membership Revenues less Other operating expenses, which includes expense items not related to the operation of Houses, such as labor costs, variable overheads and fixed costs, such as rent. It does not reflect the impact of depreciation, amortization, impairment, gain or loss on sale of property, general and administrative expenses, pre-opening expenses, foreign exchange gain/loss, Share-based compensation expense and other applicable items. Other Contribution Margin defined as Other Contribution as a percentage of our Other revenues and is a key determinant of our performance and profitability and our return on the investment in our non-House business. Our management considers Other Contribution and Contribution Margin to be an important management measure. NET DEBT. Net Debt reflects the total debt, comprising long-term debt, property mortgage loans and related party loans, less cash, cash equivalents and restricted cash. Net Debt is an important measure to monitor leverage and evaluate the balance sheet. A limitation associated with using Net Debt is that it subtracts Cash and cash equivalents and Restricted cash and therefore may imply that there is less Company debt than the most comparable GAAP measure indicates. Management believes that investors may find it useful to monitor leverage and evaluate the balance sheet. CONSTANT CURRENCY. Some of our financial and operational data that we disclose in this release is presented on a 'constant currency' basis to isolate the effect of currency changes during the period. Where we refer to a measure being calculated in 'constant currency,' we are calculating the dollar change and the percentage change as if the exchange rate that is being used in the current period was in effect for all prior periods presented. We believe that this calculation provides a more meaningful indication of actual year over year performance and eliminates any fluctuations from currency exchange rates. While we believe that these non-GAAP financial measures are useful in evaluating our business, this information should be considered as supplemental in nature and is not meant as a substitute for revenues or net income (loss), in each case as recognized in accordance with GAAP. In addition, other companies may calculate one or more of these measures differently, which reduces the usefulness of any such measure as a comparative measure. A reconciliation of Net income (loss) to Adjusted EBITDA for the 13 weeks ending June 29, 2025 and June 30, 2024 is set forth below: (Unaudited, dollar amounts in thousands) Net income (loss) $ 24,128 $ (30,205 ) n/m n/m Depreciation and amortization 23,389 25,131 (7 )% (13 )% Interest expense, net 21,666 19,989 8 % 1 % Income tax expense (benefit) 15,863 (1,103 ) n/m n/m EBITDA 85,046 13,812 n/m n/m (Gain) Loss on sale of property and other, net (54 ) (109 ) 50 % 54 % Share of income of equity method investments (1,882 ) (1,514 ) (24 )% (16 )% Foreign exchange (gain) loss, net (2) (47,405 ) 5,173 n/m n/m Share of equity method investments adjusted EBITDA 3,214 2,811 14 % 7 % Share-based compensation expense 2,156 3,598 (40 )% (44 )% Operational reorganization and severance expense (3) — 2,114 n/m n/m Expenses related to ERP implementation (4) 1,502 — n/m n/m Expenses related to the evaluation of certain strategic transactions (5) 3,553 930 n/m n/m Impairment of long-lived assets and intangible assets (6) — 4,710 n/m n/m Adjusted EBITDA $ 46,130 $ 31,525 46 % 37 % Expand 1. See 'Non-GAAP Financial Measures' for an explanation of our constant currency results. 2. Foreign exchange (gain) loss, net reflects non-cash re-valuation of our non-USD debt. 3. Expenses incurred with respect to a strategic reorganization program of the Company's operations and support teams. 4. During the 13 weeks ended June 29, 2025, the Company incurred certain expenses related to the planned ERP system implementation. 5. Primarily relating to third party advisory expenses incurred by the Company and its independent special committee in respect of the evaluation of certain strategic transactions. 6. During the 13 weeks ended June 30, 2024, the Company recognized impairment losses on intangible assets related to the termination of two hotel management contracts. Expand A reconciliation of Operating income (loss) to House-Level Contribution & Other Contribution for the 13 weeks ending June 29, 2025 and June 30, 2024 is set forth below: For the 13 Weeks Ended June 29, 2025 June 30, 2024 Change % June 30, 2024 Constant Currency (1) Constant Currency Change % (1) Actuals (Unaudited, dollar amounts in thousands) Operating income (loss) $ 59,721 $ (12,942 ) n/m $ (22,065 ) n/m General and administrative 40,269 38,726 4 % 41,393 (3 )% Pre-opening expenses 3,191 5,651 (44 )% 6,040 (47 )% Depreciation and amortization 23,389 25,131 (7 )% 26,861 (13 )% Share-based compensation 2,156 3,598 (40 )% 3,846 (44 )% Foreign exchange (gain) loss, net (47,405 ) 5,173 n/m 5,529 n/m Loss on impairment of long-lived assets and intangible assets — 4,710 n/m 5,034 n/m Other, net 4,620 2,010 n/m 2,148 n/m Non-House membership revenues (9,203 ) (8,242 ) (12 )% (8,810 ) (4 )% Other revenues (78,674 ) (73,315 ) (7 )% (77,135 ) (2 )% Other operating expenses 73,819 66,911 10 % 71,518 3 % House-Level Contribution $ 71,883 $ 57,411 25 % $ 54,359 32 % Operating profit (loss) margin 18 % (4 )% (4 )% House-Level contribution margin 30 % 26 % 26 % Expand For the 13 Weeks Ended June 29, 2025 June 30, 2024 Change % June 30, 2024 Constant Currency (1) Constant Currency Change % (1) Actuals (Unaudited, dollar amounts in thousands) Operating income (loss) $ 59,721 $ (12,942 ) n/m $ (22,065 ) n/m General and administrative 40,269 38,726 4 % 41,393 (3 )% Pre-opening expenses 3,191 5,651 (44 )% 6,040 (47 )% Depreciation and amortization 23,389 25,131 (7 )% 26,861 (13 )% Share-based compensation 2,156 3,598 (40 )% 3,846 (44 )% Foreign exchange loss, net (47,405 ) 5,173 n/m 5,529 n/m Loss on impairment of long-lived assets and intangible assets — 4,710 n/m 5,034 n/m Other, net 4,620 2,010 n/m 2,148 n/m House membership revenues (109,423 ) (94,105 ) (16 )% (97,222 ) (13 )% In-House revenues (132,504 ) (127,285 ) (4 )% (132,407 ) (0 )% In-House operating expenses 170,044 163,979 4 % 175,270 (3 )% Total Other Contribution $ 14,058 $ 14,646 (4 )% $ 14,427 (3 )% Operating profit (loss) margin 18 % (4 )% (4 )% Other Contribution Margin 16 % 18 % 18 % Expand 1. See 'Non-GAAP Financial Measures' for an explanation of our constant currency results. Expand Condensed Unaudited Consolidated Statements of Operations for the 13 weeks ended June 29, 2025 and June 30, 2024: For the 13 Weeks Ended (in thousands, except for per share data) June 29, 2025 June 30, 2024 Revenues Membership revenues $ 118,626 $ 102,347 In-House revenues 132,504 127,285 Other revenues 78,674 73,315 Total revenues 329,804 302,947 Operating expenses In-House operating expenses (170,044 ) (163,979 ) Other operating expenses (73,819 ) (66,911 ) General and administrative expenses (40,269 ) (38,726 ) Pre-opening expenses (3,191 ) (5,651 ) Depreciation and amortization (23,389 ) (25,131 ) Share-based compensation (2,156 ) (3,598 ) Foreign exchange gain (loss), net 47,405 (5,173 ) Loss on impairment of long-lived assets and intangible assets — (4,710 ) Other, net (4,620 ) (2,010 ) Total operating expenses (270,083 ) (315,889 ) Operating income (loss) 59,721 (12,942 ) Other (expense) income Interest expense, net (21,666 ) (19,989 ) Gain (loss) on sale of property and other, net 54 109 Share of income of equity method investments 1,882 1,514 Total other expense, net (19,730 ) (18,366 ) Income (loss) before income taxes 39,991 (31,308 ) Income tax (expense) benefit (15,863 ) 1,103 Net income (loss) 24,128 (30,205 ) Net loss attributable to non-controlling interests 757 306 Net income (loss) attributable to Soho House & Co Inc. $ 24,885 $ (29,899 ) Net income (loss) per share attributable to Class A and Class B common stock Basic $ 0.13 $ (0.15 ) Diluted 0.13 (0.15 ) Weighted average shares outstanding Basic 194,596 196,258 Diluted 196,395 196,258 Expand Condensed Consolidated Statements of Cash flows (Unaudited) for the 26 weeks ended June 29, 2025 and June 30, 2024 For the 26 Weeks Ended (in thousands) June 29, 2025 June 30, 2024 Cash flows from operating activities Net income (loss) $ 31,641 $ (72,063 ) Adjustments to reconcile net loss to net cash provided by operating activities Depreciation and amortization 47,403 50,625 Non-cash share-based compensation 4,156 10,808 Deferred tax expense (benefit) (357 ) (5,889 ) (Gain) loss on sale of property and other, net (56 ) (174 ) Loss on impairment of long-lived assets and intangible assets 2,102 4,710 Share of (income) loss of equity method investments (2,616 ) (1,891 ) Amortization of debt issuance costs 1,478 1,390 PIK interest 23,092 19,568 Distributions from equity method investees 246 325 Foreign exchange (gain) loss, net (68,926 ) 10,654 Changes in assets and liabilities: Accounts receivable 5,137 2,856 Inventories 455 (3,249 ) Operating leases, net (467 ) 8,929 Other operating assets (6,686 ) (18,750 ) Deferred revenue 4,623 1,778 Accounts payable and accrued and other liabilities 22,607 32,569 Net cash provided by operating activities 63,832 42,196 Cash flows from investing activities Purchase of property and equipment (43,884 ) (45,507 ) Purchase of intangible assets (11,838 ) (8,947 ) Investments in equity method investees (14,500 ) — Property and casualty insurance proceeds received 7,199 — Repayment of capital investment from equity method investee — 10,706 Net cash used in investing activities (63,023 ) (43,748 ) Cash flows from financing activities Repayment of borrowings (6,235 ) (879 ) Proceeds from borrowings — 1,105 Principal payments on finance leases (221 ) (181 ) Distributions to non-controlling interests (2,358 ) (1,454 ) Purchase of treasury stock — (4,708 ) Net cash (used in) provided by financing activities (8,814 ) (6,117 ) Effect of exchange rate changes on cash and cash equivalents, and restricted cash 7,102 (1,779 ) Net (decrease) increase in cash and cash equivalents, and restricted cash (903 ) (9,448 ) Cash, cash equivalents and restricted cash Beginning of period 156,318 161,106 End of period $ 155,415 $ 151,658 Expand Condensed Consolidated Statements of Cash flows (Unaudited) for the 26 weeks ended June 29, 2025 and June 30, 2024 (Continued): Condensed Consolidated Balance Sheets as of June 29, 2025 (Unaudited) and December 29, 2024: As of (in thousands, except for par value and share data) June 29, 2025 December 29, 2024 Assets Current assets Cash and cash equivalents $ 150,305 $ 152,716 Restricted cash 5,110 3,602 Accounts receivable, net 71,115 78,890 Inventories 57,957 54,419 Prepaid expenses and other current assets 122,116 98,774 Total current assets 406,603 388,401 Property and equipment, net 639,000 598,270 Operating lease assets 1,180,067 1,135,810 Goodwill 210,543 195,295 Other intangible assets, net 109,697 102,610 Equity method investments 39,353 13,217 Deferred tax assets 5,776 5,306 Other non-current assets 3,870 4,603 Total non-current assets 2,188,306 2,055,111 Total assets $ 2,594,909 $ 2,443,512 Liabilities and Shareholders' Deficit Current liabilities Accounts payable $ 77,749 $ 75,987 Accrued liabilities 126,021 98,482 Current portion of deferred revenue 150,414 134,360 Indirect and employee taxes payable 52,249 33,889 Current portion of debt, net of debt issuance costs 33,715 34,618 Current portion of operating lease liabilities - sites trading less than one year 2,426 371 Current portion of operating lease liabilities - sites trading more than one year 62,436 57,078 Other current liabilities 50,193 39,377 Total current liabilities 555,203 474,162 Debt, net of current portion and debt issuance costs 696,099 656,868 Property mortgage loans, net of debt issuance costs 137,757 137,385 Operating lease liabilities, net of current portion - sites trading less than one year 22,885 90,081 Operating lease liabilities, net of current portion - sites trading more than one year 1,313,391 1,210,637 Finance lease liabilities 83,855 77,255 Financing obligation 76,994 76,900 Deferred revenue, net of current portion 23,785 23,697 Deferred tax liabilities 2,116 2,286 Other non-current liabilities 29,081 23,699 Total non-current liabilities 2,385,963 2,298,808 Total liabilities $ 2,941,166 $ 2,772,970 Expand Condensed Consolidated Balance Sheets as of June 29, 2025 (Unaudited) and December 29, 2024 (Continued): As of (in thousands, except for par value and share data) June 29, 2025 December 29, 2024 Shareholders' equity Class A common stock, $0.01 par value, 1,000,000,000 shares authorized, 66,830,184 shares issued and 53,202,889 outstanding as of June 29, 2025 and 66,359,217 shares issued and 52,731,922 outstanding as of December 29, 2024; Class B common stock, $0.01 par value, 500,000,000 shares authorized, 141,500,385 shares issued and outstanding as of June 29, 2025 and December 29, 2024 $ 2,083 $ 2,079 Additional paid-in capital 1,250,736 1,246,584 Accumulated deficit (1,506,447 ) (1,539,500 ) Accumulated other comprehensive income (15,615 ) 35,174 Treasury stock, at cost; 13,627,295 shares as of June 29, 2025 and December 29, 2024 (79,396 ) (79,396 ) Total shareholders' deficit attributable to Soho House & Co Inc. (348,639 ) (335,059 ) Non-controlling interest 2,382 5,601 Total shareholders' deficit (346,257 ) (329,458 ) Total liabilities and shareholders' equity $ 2,594,909 $ 2,443,512 Expand Key Performance and Operating Metrics Evaluated by Management In assessing the performance of our business, we consider a variety of operating and financial measures. These key measures include: HOUSE MEMBERSHIP REVENUES. House Membership Revenues are comprised primarily of annual membership fees and one-time legacy registration fees from Soho House members which are amortized over 20 years. The one-time registration fee is no longer applicable to new members admitted from April 4, 2022. New members admitted from April 4, 2022 have been required to purchase House Introduction Credits as part of their membership, per the House rules. House Introduction Credits are credits of an equivalent value to cash within Houses and are redeemable to purchase food and beverage items, and bedroom stays, at the Houses. House Introduction Credits expire after the first three months from the date of issuance, where legally permitted in the regions we operate, if not utilized or if the Company terminates a member's House membership. House Introduction Credits are recognized upon issuance as deferred revenue on our consolidated balance sheets. Revenue from House Introduction Credits are recognized as In-House revenues when redeemed by members, and as breakage revenue within Membership revenues upon expiration or in the period that we are able to reliably estimate expected breakage to the extent that they are unredeemed, are recognized. IN-HOUSE REVENUES. In-House revenues include all revenues realized within our Houses, including food and beverage, accommodation and spa products and treatments. HOUSE REVENUES. House Revenues is defined as Membership revenues plus In-House revenues less Non-House Membership Revenues. Our management views House Membership Revenues and In-House revenues as interrelated and their aggregation as important in tracking House performance. Although there is no minimum spend for any member on In-House offerings, nevertheless in practice most members consume food and beverage, accommodations and other offerings at our Houses. The pricing of our In-House offerings is reflective of the fact that the significant majority of In-House offerings that generate In-House revenues are consumed by members who also pay a membership fee in relation to that House, with pricing of such In-House offerings being identical for both members and non-members. NUMBER OF SOHO HOUSES. The number of Soho Houses reflects the total number of Soho Houses in operation in any period, irrespective of whether each House is (i) controlled by us, (ii) operated through a non-controlling interest in a joint venture or (iii) operated through a management contract. We review the number of members from all Houses to assess new member growth, total House Revenues, and House-Level Contribution. TOTAL MEMBERS. Total members is defined as Soho House members plus Other members. NUMBER OF SOHO HOUSE MEMBERS. Our Soho House membership model is an integral part of our business and has a significant impact on our profitability and financial performance. Typically, members hold an Every House membership or a Local House membership. Member count is the primary driver of Membership Revenues and is also a critical factor in In-House Revenues as members utilize the offerings that are provided within the Houses. Soho House members include all active, frozen and non-paying members. The extent to which we achieve growth in our membership base, retain existing members and periodically increase our membership fee rates will impact our profitability. We have historically enjoyed strong member loyalty, reflected by very high retention rates. Robust demand for our memberships is also evidenced by considerable wait lists for our Houses. NUMBER OF OTHER MEMBERS. Other members include members of Soho Works and Soho Friends and are key to our growth strategy and enhancing our Soho House member experience. Prior to August 2022, HOME+ membership, which is now included in Soho Friends, was also included. Like Soho House members, other memberships are an integral part of our business and we believe will have a significant impact on our profitability and financial performance in the future. SOHO HOUSE MEMBER RETENTION. Soho House Member Retention is defined as the number of Adult Paying Members (being all Soho House members excluding child members and complimentary members) at the beginning of a period less the number of Adult Paying Members who canceled their membership during that same period (without giving any effect to Adult Paying Members who froze their memberships during such period), as a proportion of total Adult Paying Members at the beginning of such period. FROZEN MEMBERS. Frozen Members refers to Soho House members who have elected to suspend their membership payments on a six, nine- or twelve-month basis during which period the member is not able to gain access to a Soho House site as a member, access our membership Apps, or book bedrooms or Cowshed treatments or products on discounted member rates. Frozen Members are not included in Adult Paying Members, but are included in the total number of Soho House members. MEMBERSHIP REVENUES. Membership revenues are comprised of House Membership Revenues (as defined below) and Non-House Membership Revenues (as defined below). House Membership Revenues and Non-House Membership Revenues are each comprised primarily of annual membership fees and one-time registration fees which are amortized over 20 years. Membership revenues are a function of the number of members, membership mix, and membership pricing. For GAAP, we report Membership revenues only from Houses and sites in which we own a controlling interest. Our membership pricing varies by geographic segment and membership offering and, as such, our mix of House and Soho Works club openings can affect our revenue growth and profitability over time. Prices are generally higher in North America and the rest of the world compared with the UK and Europe. Membership revenues provide a stable and recurring source of revenues which have few direct costs and, as such, is a reliable and predictable source of cash flow. HOUSE MEMBERSHIP REVENUES. House Membership Revenues is an important performance indicator and is defined above in the Non-GAAP reconciliation. IN-HOUSE REVENUES. In-House revenues refer to all revenues realized within our Houses, and primarily includes revenues from food and beverage, accommodation, and spa products and treatments. HOUSE REVENUES. House Revenues is an important performance indicator and is defined in 'Non-GAAP Financial Measures." OTHER REVENUES. Other revenues are defined as total revenues that are not realized within our Houses, including revenues from Scorpios, Soho Works and our stand-alone restaurants, procurement fees from Soho House Design, Soho Home and Cowshed retail products and other revenues from products and services that we provide outside of our Houses, as well as management fees from The Ned sites and The LINE and Saguaro hotels. ADJUSTED OTHER REVENUES. Adjusted Other Revenues is defined as Other Revenues plus non-House Membership Revenues. NON-HOUSE MEMBERSHIP REVENUES. Non-House Membership Revenues are comprised of Soho Works membership revenue, Soho Friends membership revenue and SOHO HOME+ membership revenue which was merged into Soho Friends membership at the beginning of August 2022. ACTIVE APP USERS. Active App Users is defined as unique users who have logged into any of our membership Apps within the last three months. AVERAGE DAILY RATE. is Average Daily Rate represents the average rental income per paid occupied room. REVENUE PER AVAILABLE ROOM (RevPAR). The key industry standard for measuring hotel-operating performance is RevPAR, which is calculated by multiplying the percentage of occupied rooms to available rooms by the average daily rate realized. Where this is presented on a like-for like basis, RevPAR is adjusted for new or divested sites, for example Houses that were not open in the comparison period. Forward Looking Statements This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding our expected financial performance and operational performance for the remainder of fiscal 2025, as well as statements that include the words 'expect,' 'intend,' 'plan,' 'believe,' 'project,' 'forecast,' 'estimate,' 'may,' 'should,' 'anticipate' and similar statements of a future or forward-looking nature. These forward-looking statements are based on management's current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including important factors discussed under the caption 'Risk Factors' in our annual report on form 10-K for the fiscal year ended December 29, 2024 and as such factors may be updated from time to time in our other filings with the SEC, which are accessible on the SEC's website at In addition, we operate in rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements that we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this release are inherently uncertain and may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. Accordingly, you should not rely upon forward-looking statements as predictions of future events. In addition, the forward-looking statements made in this release relate only to events or information as of the date on which the statements are made in this release. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events. About Soho House & Co: Soho House & Co (SHCO) is a global membership platform of physical and digital spaces that connects a vibrant, diverse and global group of members. These members use the Soho House & Co platform to work, socialize, connect, create and flourish all over the world. We began with the opening of the first Soho House in 1995 and remain the only company to have scaled a private membership network with a global presence. Members around the world engage with Soho House & Co through our global collection, as at June 29, 2025 of 46 Soho Houses, 8 Soho Works, Scorpios Beach Clubs in Mykonos and Bodrum, Soho Home – our interiors and lifestyle retail brand – and our digital channels. The Ned in London, New York and Doha, The LINE and Saguaro hotels in North America also form part of Soho House & Co's wider portfolio. For more information, please visit Source: Soho House & Co (SHCO)
Business Wire
5 minutes ago
- Business Wire
PAR Technology Corporation Announces Second Quarter 2025 Results
NEW HARTFORD, N.Y.--(BUSINESS WIRE)--PAR Technology Corporation (NYSE: PAR) ('PAR Technology' or the 'Company') today announced its financial results for the second quarter ended June 30, 2025. 'Q2 was another strong quarter in proving out our "Better Together" thesis. We signed a record amount of multi-product logos in the quarter and restarted our largest rollout,' commented PAR CEO, Savneet Singh. 'In addition to these multi-product wins, we ended the quarter with our largest company-wide pipeline to date. Our business continues to build a solid foundation for growth and profitability for years to come." (1) See 'Key Performance Indicators and Non-GAAP Financial Measures' for descriptions of key performance indicators and non-GAAP financial measures, and reconciliations of non-GAAP financial measures to corresponding GAAP financial measures. Amounts presented in the reconciliations and other tables presented herein may not sum due to rounding. (2) Results exclude historical results from our Government segment which are reported as discontinued operations. Expand The Company's key performance indicators ARR and Active Sites (1) are presented as two subscription service product lines: Engagement Cloud consisting of PAR Engagement (Punchh and PAR Ordering), PAR Retail (including GoSkip), and Plexure product offerings. Operator Cloud consisting of PAR POS, PAR Pay, PAR OPS (Data Central and Delaget), and TASK product offerings. Highlights of Engagement Cloud - Second Quarter 2025 (1): ARR at end of Q2 '25 totaled $167.5 million Active Sites as of June 30, 2025 totaled 119.1 thousand Highlights of Operator Cloud - Second Quarter 2025 (1): ARR at end of Q2 '25 totaled $119.2 million Active Sites as of June 30, 2025 totaled 57.4 thousand (1) See 'Key Performance Indicators and Non-GAAP Financial Measures' below. Expand Earnings Conference Call. There will be a conference call at 9:00 a.m. (Eastern) on August 8, 2025, during which management will discuss the Company's financial results for the second quarter ended June 30, 2025. The conference call will be webcast live. To access the webcast, please visit the Investor Relations section of the Company's website at A recording of the webcast will be available on this site after the event. About PAR Technology Corpora tion. PAR Technology Corporation (NYSE: PAR) is a leading foodservice technology provider, powering a unified, purpose-built platform engineered to scale and adapt with brands at every stage of growth. Designed with flexibility and openness at its core, PAR's solutions—spanning point-of-sale, digital ordering, loyalty, back-office, payments, and hardware—integrate with others, yet deliver maximum impact as a unified system. With intentional innovation at the forefront, PAR's solutions streamline operations, drive higher engagement, and strengthen guest experiences for restaurants and retailers globally. To learn more, visit or connect with us on social media. The PAR Technology 2025 Sustainability Report can be found at: Key Performance Indicators and Non-GAAP Financial Measures. We monitor certain key performance indicators and non-GAAP financial measures in the evaluation and management of our business; certain key performance indicators and non-GAAP financial measures are provided in this press release because we believe they are useful in facilitating period-to-period comparisons of our business performance. Key performance indicators and non-GAAP financial measures do not reflect and should be viewed independently of our financial performance determined in accordance with GAAP. Key performance indicators and non-GAAP financial measures are not forecasts or indicators of future or expected results and should not have undue reliance placed upon them by investors. Where non-GAAP financial measures are included in this press release, the most directly comparable GAAP financial measures and a detailed reconciliation between GAAP and non-GAAP financial measures is included in this press release under 'Non-GAAP Financial Measures'. Unless otherwise indicated, financial and operating data included in this press release is as of June 30, 2025. As used in this press release, 'Annual Recurring Revenue' or 'ARR' is the annualized revenue from subscription services, including subscription fees for our SaaS solutions and related software support, managed platform development services, and transaction-based payment processing services. We generally calculate ARR by annualizing the monthly recurring revenue for all Active Sites as of the last day of each month for the respective reporting period. Our reported ARR is based on a constant currency, using the exchange rates established at the beginning of the year and consistently applied throughout the period and to comparative periods presented. For acquisitions made during each period, the constant currency rate applied is the exchange rate at the date of each acquisition's closure. 'Active Sites' represent locations active on PAR's subscription services as of the last day of the respective reporting period. Trademarks. 'PAR ®,' 'PAR POS ® ', 'Punchh ®,' 'PAR Ordering TM ', "PAR OPS TM," 'Data Central ®," 'Delaget TM,' "PAR Retail TM", "PAR ® Pay', 'PAR ® Payment Services', and other trademarks identifying our products and services appearing in this press release belong to us. Solely for convenience, our trademarks referred to in this press release may appear without the ® or TM symbols, but such references are not intended to indicate in any way that we will not assert, to the fullest extent under applicable law, our rights to these trademarks. Forward-Looking Statem ents. This press release contains forward-looking statements made pursuant to the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended, Section 27A of the Securities Act of 1933, as amended, and the Private Securities Litigation Reform Act of 1995, and the accuracy of such statements is necessarily subject to risks, uncertainties and assumptions as to future events that may not prove to be accurate. Forward-looking statements can be identified by words such as 'believe,' 'could,' 'would,' 'should,' 'will,' 'continue,' 'anticipate,' 'expect,' 'path,' 'plan,' 'intend,' 'estimate,' 'future,' 'may,' 'potential,' and similar expressions. These statements include, but are not limited to, express or implied forward-looking statements relating to: the plans, strategies and objectives of management relating to our growth, results of operations, and financial performance, including service and product offerings, the development, demand, market share, and competitive performance of our products and services; revenues, gross margins, expenses, cash flows, and other financial measures and key performance indicators, including ARR, Active Sites, subscription service gross margin percentage, net loss, and net loss per share; the availability and terms of product and component supplies for our hardware products; anticipated benefits of acquisitions, divestitures, and capital markets transactions; and macroeconomic trends, geopolitical events, tariffs, and trade disputes and the expected impact of those trends and events on our business, results of operations, and financial performance. These statements are neither promises nor guarantees but are subject to a variety of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from those contemplated in these forward-looking statements. Factors, risks, trends and uncertainties that could cause actual results to differ materially from those expressed or implied by forward-looking statements include our ability to successfully develop or acquire and transition new products and services and enhance existing products and services to meet evolving customer needs and respond to emerging technological trends, including our effective us of artificial intelligence (AI) in product development and integration of AI tools into our product and service offerings; our ability to add and retain Active Sites and integration partners; our ability to successfully integrate acquisitions into our operations, and realize the anticipated benefits; macroeconomic trends, such as a recession or slowed economic growth, fluctuating interest rates, inflation, and changes in consumer confidence and discretionary spending; geopolitical events affecting countries where we operate or our customers or suppliers operate, including changes in import/export regulations, such as tariffs, and trade disputes involving the United States and those countries; our ability to retain and manage suppliers, secure alternative suppliers, and manage inventory levels and costs, navigate manufacturing disruptions or logistics challenges, shipping delays, and shipping costs; and the other factors discussed in our most recent Annual Report on Form 10-K and our other filings with the Securities and Exchange Commission. Undue reliance should not be placed on the forward-looking statements in this press release, which are based on information available to us on the date hereof. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities law. Assets December 31, 2024 Current assets: Cash and cash equivalents $ 85,122 $ 108,117 Cash held on behalf of customers 17,670 13,428 Short-term investments 567 524 Accounts receivable – net 72,332 59,726 Inventories 27,434 21,861 Other current assets 16,166 14,390 Total current assets 219,291 218,046 Property, plant and equipment – net 13,323 14,107 Goodwill 906,361 887,459 Intangible assets – net 229,445 237,333 Lease right-of-use assets 7,332 8,221 Other assets 15,988 15,561 Total Assets $ 1,391,740 $ 1,380,727 Liabilities and Shareholders' Equity Current liabilities: Current portion of long-term debt $ 20,000 $ — Accounts payable 38,617 34,784 Accrued salaries and benefits 18,450 22,487 Accrued expenses 7,732 13,938 Customers payable 17,670 13,428 Lease liabilities – current portion 2,037 2,256 Customer deposits and deferred service revenue 24,432 24,944 Total current liabilities 128,938 111,837 Lease liabilities – net of current portion 5,423 6,053 Deferred service revenue – noncurrent 1,259 1,529 Long-term debt 372,848 368,355 Other long-term liabilities 24,130 21,243 Total liabilities 532,598 509,017 Shareholders' equity: Preferred stock, $0.02 par value, 1,000,000 shares authorized, none outstanding — — Common stock, $0.02 par value, 116,000,000 shares authorized, 42,153,520 and 40,187,671 shares issued, 40,580,687 and 38,717,366 outstanding at June 30, 2025 and December 31, 2024, respectively 835 798 Additional paid in capital 1,209,634 1,085,473 Equity consideration payable — 108,182 Accumulated deficit (325,333 ) (279,943 ) Accumulated other comprehensive income (loss) 2,898 (20,951 ) Treasury stock, at cost, 1,572,833 and 1,470,305 shares at June 30, 2025 and December 31, 2024, respectively (28,892 ) (21,849 ) Total shareholders' equity 859,142 871,710 Total Liabilities and Shareholders' Equity $ 1,391,740 $ 1,380,727 Expand See notes to unaudited interim condensed consolidated financial statements included in the Company's quarterly report on Form 10-Q for the quarter ended June 30, 2025 (the 'Quarterly Report'). See notes to unaudited interim condensed consolidated financial statements included in the Quarterly Report. PAR TECHNOLOGY CORPORATION SUPPLEMENTAL INFORMATION (unaudited) Non-GAAP Financial Measures In addition to disclosing financial results in accordance with GAAP, this press release contains references to the non-GAAP financial measures below. We believe these non-GAAP financial measures provide investors with useful supplemental information about our operating performance, enable comparison of financial trends and results between periods where certain items may vary independent of business performance, and allow for greater transparency with respect to key metrics used by management in operating our business and measuring our performance. Our non-GAAP financial measures reflect adjustments based on one or more of the following items below. The income tax effect of the below adjustments, with the exception of non-recurring income taxes, were not tax-effected due to the valuation allowance on all of our net deferred tax assets. Our non-GAAP financial measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations from these results should be carefully evaluated. Additionally, these measures may not be comparable to similarly titled measures disclosed by other companies. Non-GAAP Measure or Adjustment Definition Usefulness to management and investors Non-GAAP subscription service gross margin percentage Represents subscription service gross margin percentage adjusted to exclude amortization from acquired and internally developed software, stock-based compensation, and severance. We believe that non-GAAP subscription service gross margin percentage and adjusted EBITDA provide useful perspectives with respect to the Company's core operating performance and ongoing cash earnings by adjusting for certain non-cash and non-recurring charges that may not be indicative of our financial performance. Adjusted EBITDA Represents net (loss) income before income taxes, interest expense, and depreciation and amortization adjusted to exclude discontinued operations, stock-based compensation, contingent consideration, transaction costs, severance, litigation expense, loss on extinguishment of debt, and other expense, net. Non-GAAP diluted net income (loss) per share Represents net (loss) income per share excluding amortization of acquired intangible assets, non-recurring income taxes, non-cash interest, discontinued operations, stock-based compensation, contingent consideration, transaction costs, severance, litigation expense, loss on extinguishment of debt, and other expense, net. We believe that adjusting our diluted net (loss) income per share to remove non-cash and non-recurring charges provides a useful perspective with respect to the Company's operating performance as well as comparisons to past and competitor operating results. Stock-based compensation Consists of non-cash charges related to our employee equity incentive plans. We exclude stock-based compensation because management does not view these non-cash charges as part of our core operating performance. This adjustment facilitates a useful evaluation of our current operating performance as well as comparisons to past and competitor operating results. Contingent consideration Adjustment reflects a non-cash reduction to the fair market value of the contingent consideration liability related to our acquisition of MENU Technologies AG (the "MENU Acquisition"). We exclude changes to the fair market value of our contingent consideration liability because management does not view these non-cash, non-recurring charges as part of our core operating performance. This adjustment facilitates a useful evaluation of our current operating performance as well as comparisons to past and competitor operating results. Transaction costs Adjustment reflects non-recurring professional fees incurred in transaction due diligence and integration, including costs incurred in the acquisitions of Stuzo Blocker, Inc., Stuzo Holdings, LLC and their subsidiaries (the "Stuzo Acquisition"), TASK Group Holdings Limited, and Delaget, LLC. We exclude professional fees incurred in corporate development because management does not view these non-recurring charges, which are inconsistent in size and are significantly impacted by the timing and valuation of our transactions, as part of our core operating performance. This adjustment facilitates a useful evaluation of our current operating performance, comparisons to past and competitor operating results, and additional means to evaluate expense trends. Severance Adjustment reflects severance tied to non-recurring restructuring events included in cost of sales, sales and marketing expense, general and administrative expense, and research and development expense. We exclude these non-recurring adjustments because management does not view these costs as part of our core operating performance. These adjustments facilitate a useful evaluation of our current operating performance as well as comparisons to past and competitor operating results. Litigation expense Adjustment reflects non-recurring legal fees incurred in connection with certain litigation matters. Loss on extinguishment of debt Adjustment reflects loss on extinguishment of debt related to the early repayment of the former credit facility with Blue Owl Capital Corporation. Discontinued operations Adjustment reflects income from discontinued operations related to the divestiture of our Government segment. Other expense, net Adjustment reflects foreign currency transaction gains and losses and other non-recurring income and expenses recorded in other expense, net in the accompanying statements of operations. Non-recurring income taxes Adjustment reflects a partial release of our deferred tax asset valuation allowance resulting from the Stuzo Acquisition. We exclude these non-cash and non-recurring adjustments for purposes of calculating non-GAAP diluted net income (loss) per share because management does not view these costs as part of our core operating performance. These adjustments facilitate a useful evaluation of our current operating performance, comparisons to past and competitor operating results, and additional means to evaluate expense trends. Non-cash interest Adjustment reflects non-cash amortization of issuance costs and discount related to the Company's long-term debt. Acquired intangible assets amortization Adjustment reflects amortization expense of acquired developed technology included within cost of sales and amortization expense of acquired intangible assets. Expand The tables below provide reconciliations between net (loss) income and adjusted EBITDA, diluted net (loss) income per share and non-GAAP diluted net income (loss) per share, and subscription service gross margin percentage and non-GAAP subscription service gross margin percentage. (in thousands) Three Months Ended June 30, Six Months Ended June 30, Reconciliation of Net (Loss) Income to Adjusted EBITDA 2025 2024 2025 2024 Net (loss) income $ (21,040 ) $ 54,190 $ (45,390 ) $ 35,902 Discontinued operations — (77,777 ) (197 ) (79,855 ) Net loss from continuing operations (21,040 ) (23,587 ) (45,587 ) (43,953 ) Provision for (benefit from) income taxes 944 612 2,225 (7,173 ) Interest expense, net 1,408 1,630 3,042 3,338 Depreciation and amortization 12,415 8,834 24,297 16,127 Stock-based compensation 7,887 6,286 15,068 10,696 Contingent consideration — (600 ) — (600 ) Transaction costs 561 1,573 1,716 4,978 Severance 638 294 710 1,728 Litigation expense 1,347 — 1,347 — Loss on extinguishment of debt — — 5,791 — Other expense, net 1,381 610 1,472 310 Adjusted EBITDA $ 5,541 $ (4,348 ) $ 10,081 $ (14,549 ) Expand (in thousands, except per share amounts) Three Months Ended June 30, Six Months Ended June 30, Reconciliation between GAAP and Non-GAAP Diluted Net Income (Loss) per share 2025 2024 2025 2024 Diluted net (loss) income per share $ (0.52 ) $ 1.60 $ (1.13 ) $ 1.09 Discontinued operations — (2.29 ) — (2.42 ) Diluted net loss per share from continuing operations (0.52 ) (0.69 ) (1.13 ) (1.33 ) Non-recurring income taxes — 0.01 — (0.23 ) Non-cash interest 0.01 0.02 0.03 0.03 Acquired intangible assets amortization 0.24 0.20 0.48 0.36 Stock-based compensation 0.19 0.18 0.37 0.32 Contingent consideration — (0.02 ) — (0.02 ) Transaction costs 0.01 0.05 0.04 0.15 Severance 0.02 0.01 0.02 0.05 Litigation expense 0.03 — 0.03 — Loss on extinguishment of debt — — 0.14 — Other expense, net 0.03 0.02 0.04 0.01 Non-GAAP diluted net income (loss) per share $ 0.03 $ (0.23 ) $ 0.02 $ (0.66 ) Diluted weighted average shares outstanding 40,520 34,015 40,348 32,935 Expand (in thousands, except percentages) Three Months Ended June 30, Six Months Ended June 30, Reconciliation between GAAP and Non-GAAP Subscription Service Gross Margin Percentage 2025 2024 2025 2024 Subscription Service Gross Margin Percentage 55.3 % 53.1 % 56.5 % 52.4 % Subscription Service Gross Margin $ 39,759 $ 23,831 $ 79,269 $ 43,616 Depreciation and amortization 7,836 5,860 15,431 11,260 Stock-based compensation 172 94 299 126 Severance — — — 54 Non-GAAP Subscription Service Gross Margin $ 47,767 $ 29,785 $ 94,999 $ 55,056 Non-GAAP Subscription Service Gross Margin Percentage 66.4 % 66.4 % 67.7 % 66.1 % Expand
