B. Riley Sells Financial Adviser to Private Equity Firm TorQuest
The transaction entails a $118 million sale of GlassRatner Advisory & Capital Group LLC and B. Riley Farber Advisory Inc., collectively GlassRatner, and is expected to score a $66 million gain for B. Riley Financial, according to a statement seen by Bloomberg News.
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25 minutes ago
- Yahoo
Keysight Technologies Reports Third Quarter 2025 Results
Strong execution drives above guidance results, full-year outlook improved SANTA ROSA, Calif., August 19, 2025--(BUSINESS WIRE)--Keysight Technologies, Inc. (NYSE: KEYS) today reported financial results for the third fiscal quarter ended July 31, 2025. "Keysight delivered strong results this quarter, exceeding the high end of our guidance for both revenue and earnings per share. We are executing our strategy and capitalizing on the opportunities in our end markets," said Satish Dhanasekaran, Keysight's President and CEO. "We are raising our outlook for the full year once again and continue to see solid demand and strong customer engagements." Third Quarter Financial Summary Revenue was $1.35 billion, compared with $1.22 billion in the third quarter of 2024. GAAP net income was $191 million, or $1.10 per share, compared with $389 million, or $2.22 per share, in the third quarter of 2024. Non-GAAP net income was $297 million, or $1.72 per share, compared with $275 million, or $1.57 per share in the third quarter of 2024. Cash flow from operations was $322 million, compared to $255 million last year. Free cash flow was $291 million, compared to $222 million in the third quarter of 2024. As of July 31, 2025, cash, cash equivalents, and restricted cash totaled $3.40 billion. Reporting Segments Communications Solutions Group (CSG) CSG reported revenue of $940 million in the third quarter, up 11 percent from the prior year, reflecting 13 percent growth in commercial communications and 8 percent growth in aerospace, defense, and government. Electronic Industrial Solutions Group (EISG) EISG reported revenue of $412 million in the third quarter, up 11 percent from the prior year, reflecting growth across semiconductor, general electronics and automotive and energy. Outlook Keysight's fourth fiscal quarter of 2025 revenue is expected to be in the range of $1.370 billion to $1.390 billion. Non-GAAP earnings per share for the fourth fiscal quarter of 2025 are expected to be in the range of $1.79 to $1.85, based on a weighted diluted share count of approximately 173 million shares. Fiscal year 2025 revenue growth is expected to be approximately 7 percent. At the midpoint of fourth quarter guidance, non-GAAP earnings per share growth for fiscal year 2025 is expected to be approximately 13 percent. Certain items impacting the GAAP tax rate pertain to future events and are not currently estimable with a reasonable degree of accuracy; therefore, no reconciliation of GAAP earnings per share to non-GAAP has been provided. Further information is discussed in the section titled "Use of Non-GAAP Financial Measures" below. Webcast Keysight's management will present more details about its third quarter FY2025 financial results and its fourth quarter FY2025 outlook on a conference call with investors today at 1:30 p.m. PT. This event will be webcast in listen-only mode. Listeners may log on to the call at under the "Upcoming Events" section and select "Q3 FY25 Keysight Technologies Inc. Earnings Conference Call" to participate. The call can also be accessed by dialing 1-404-975-4839 or 1-833-470-1428 toll-free (access code 819411). The webcast will remain on the company site for 90 days. Forward-Looking Statements This communication contains forward-looking statements as defined in the Securities Exchange Act of 1934 and is subject to the safe harbors created therein. The words "assume," "expect," "intend," "will," "should," "outlook" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. These forward-looking statements involve risks and uncertainties that could significantly affect the expected results and are based on certain key assumptions of Keysight's management and on currently available information. Due to such uncertainties and risks, no assurances can be given that such expectations or assumptions will prove to have been correct, and readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date hereof. Keysight undertakes no responsibility to publicly update or revise any forward-looking statement. The forward-looking statements contained herein include, but are not limited to, predictions, future guidance, projections, beliefs, and expectations about the company's goals, revenues, financial condition, earnings, and operations that involve risks and uncertainties that could cause Keysight's results to differ materially from management's current expectations. Such risks and uncertainties include, but are not limited to, impacts of global economic conditions such as inflation or recession, slowing demand for products or services, volatility in financial markets, reduced access to credit, increased interest rates, impacts of geopolitical tension and conflict outside of the U.S., export control regulations and compliance, net zero emissions commitments, customer purchasing decisions and timing, tariff and trade policy impacts and order cancellations. In addition to the risks above, other risks that Keysight faces include those detailed in Keysight's filings with the Securities and Exchange Commission on Keysight's annual report on Form 10-K for the period ended October 31, 2024 and Keysight's quarterly report on Form 10-Q for the period ended April 30, 2025. Segment Data Segment data reflect the results of our reportable segments under our management reporting system. Segment data are provided on page 5 of the attached tables. Use of Non-GAAP Financial Measures In addition to financial information prepared in accordance with U.S. GAAP ("GAAP"), this document also contains certain non-GAAP financial measures based on management's view of performance, including: Non-GAAP Net Income/Earnings Non-GAAP Net Income per share/Earnings per share Free Cash Flow Net Income per share is based on weighted average diluted share count. See the attached supplemental schedules for reconciliations of each non-GAAP financial measure to its most directly comparable GAAP financial measure for the three and nine months ended July 31, 2025. Following the reconciliations is a discussion of the items adjusted from our non-GAAP financial measures and the company's reasons for including or excluding certain categories of income or expenses from our non-GAAP results. About Keysight Technologies At Keysight (NYSE: KEYS), we inspire and empower innovators to bring world-changing technologies to life. As an S&P 500 company, we're delivering market-leading design, emulation, and test solutions to help engineers develop and deploy faster, with less risk, throughout the entire product lifecycle. We're a global innovation partner enabling customers in communications, industrial automation, aerospace and defense, automotive, semiconductor, and general electronics markets to accelerate innovation to connect and secure the world. Learn more at Keysight Newsroom and Source: IR-KEYS KEYSIGHT TECHNOLOGIES, INC. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (In millions, except per share data) (Unaudited) PRELIMINARY Three months ended Nine months ended July 31, July 31, 2025 2024 2025 2024 Orders $ 1,340 $ 1,249 $ 3,919 $ 3,688 Revenue $ 1,352 $ 1,217 $ 3,956 $ 3,692 Costs and expenses: Cost of products and services 518 462 1,488 1,361 Research and development 250 226 749 686 Selling, general and administrative 354 329 1,075 1,052 Other operating expense (income), net (4 ) (5 ) (15 ) (10 ) Total costs and expenses 1,118 1,012 3,297 3,089 Income from operations 234 205 659 603 Interest income 31 19 71 60 Interest expense (28 ) (21 ) (68 ) (61 ) Other income (expense), net 4 10 98 15 Income before taxes 241 213 760 617 Provision (benefit) for income taxes 50 (176 ) 143 (70 ) Net income $ 191 $ 389 $ 617 $ 687 Net income per share: Basic $ 1.11 $ 2.23 $ 3.58 $ 3.94 Diluted $ 1.10 $ 2.22 $ 3.56 $ 3.92 Weighted average shares used in computing net income per share: Basic 172 174 172 174 Diluted 173 175 173 175 Page 1 KEYSIGHT TECHNOLOGIES, INC. CONDENSED CONSOLIDATED BALANCE SHEET (In millions, except par value and share data) (Unaudited) PRELIMINARY July 31, 2025 October 31, 2024 ASSETS Current assets: Cash and cash equivalents $ 2,636 $ 1,796 Accounts receivable, net 692 857 Inventory 1,021 1,022 Other current assets 1,255 582 Total current assets 5,604 4,257 Property, plant and equipment, net 766 774 Operating lease right-of-use assets 224 234 Goodwill 2,429 2,388 Other intangible assets, net 524 607 Long-term investments 157 110 Long-term deferred tax assets 392 378 Other assets 555 521 Total assets $ 10,651 $ 9,269 LIABILITIES AND EQUITY Current liabilities: Accounts payable 342 313 Employee compensation and benefits 290 295 Deferred revenue 557 561 Income and other taxes payable 144 90 Operating lease liabilities 48 43 Other accrued liabilities 179 125 Total current liabilities 1,560 1,427 Long-term debt 2,533 1,790 Retirement and post-retirement benefits 84 81 Long-term deferred revenue 208 206 Long-term operating lease liabilities 183 197 Other long-term liabilities 413 463 Total liabilities 4,981 4,164 Stockholders' equity: Preferred stock; $0.01 par value; 100 million shares authorized; none issued and outstanding — — Common stock; $0.01 par value; 1 billion shares authorized; 202 million and 201 million shares issued, respectively 2 2 Treasury stock, at cost; 30.2 million shares and 28.4 million shares, respectively (3,698 ) (3,422 ) Additional paid-in-capital 2,819 2,664 Retained earnings 6,842 6,225 Accumulated other comprehensive loss (295 ) (364 ) Total stockholders' equity 5,670 5,105 Total liabilities and equity $ 10,651 $ 9,269 Page 2 KEYSIGHT TECHNOLOGIES, INC. CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (In millions) (Unaudited) PRELIMINARY Nine months ended July 31, 2025 2024 Cash flows from operating activities: Net income $ 617 $ 687 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 97 94 Amortization 104 108 Share-based compensation 129 111 Deferred tax expense (benefit) (58 ) (21 ) Excess and obsolete inventory-related charges 30 26 Unrealized loss (gain) on equity and other investments (39 ) (7 ) Other non-cash expenses (income), net 5 2 Changes in assets and liabilities, net of effects of businesses acquired: Accounts receivable 173 130 Inventory (21 ) (51 ) Accounts payable 29 (4 ) Employee compensation and benefits (8 ) (69 ) Deferred revenue (12 ) (35 ) Income taxes payable 42 (24 ) Income taxes receivable 78 (161 ) Other assets and liabilities 18 (93 ) Net cash provided by operating activities(a) 1,184 693 Cash flows from investing activities: Investments in property, plant and equipment (90 ) (116 ) Acquisitions of businesses and intangible assets, net of cash acquired (3 ) (673 ) Other investing activities (4 ) 8 Net cash used in investing activities (97 ) (781 ) Cash flows from financing activities: Proceeds from issuance of common stock under employee stock plans 63 65 Payment of taxes related to net share settlement of equity awards (38 ) (31 ) Proceeds from issuance of long-term debt 748 — Acquisition of non-controlling interests — (458 ) Treasury stock repurchases, including excise tax payments (278 ) (289 ) Debt issuance costs (8 ) (7 ) Repayment of debt — (24 ) Other financing activities — (9 ) Net cash provided by (used in) financing activities 487 (753 ) Effect of exchange rate movements 9 2 Net increase (decrease) in cash, cash equivalents, and restricted cash 1,583 (839 ) Cash, cash equivalents, and restricted cash at beginning of period 1,814 2,488 Cash, cash equivalents, and restricted cash at end of period $ 3,397 $ 1,649 (a) Cash payments included in operating activities: Interest payments $ 39 $ 38 Income tax paid, net $ 74 $ 130 Page 3 KEYSIGHT TECHNOLOGIES, INC. NET INCOME AND DILUTED EPS RECONCILIATION (In millions, except per share data) (Unaudited) PRELIMINARY Three months ended Nine months ended July 31, July 31, 2025 2024 2025 2024 Net Income Diluted EPS Net Income Diluted EPS Net Income Diluted EPS Net Income Diluted EPS GAAP Net income $ 191 $ 1.10 $ 389 $ 2.22 $ 617 $ 3.56 $ 687 $ 3.92 Non-GAAP adjustments: Amortization of acquisition-related balances 33 0.19 31 0.18 100 0.58 106 0.60 Share-based compensation 32 0.18 32 0.18 131 0.75 118 0.68 Acquisition and integration costs 46 0.27 16 0.09 70 0.40 56 0.32 Restructuring and others (6 ) (0.04 ) 6 0.03 (4 ) (0.02 ) 44 0.25 Adjustment for taxes(a) 1 0.02 (199 ) (1.13 ) (5 ) (0.03 ) (203 ) (1.16 ) Non-GAAP Net income $ 297 $ 1.72 $ 275 $ 1.57 $ 909 $ 5.24 $ 808 $ 4.61 Weighted average shares outstanding - diluted 173 175 173 175 (a) For the three and nine months ended July 31, 2025, management uses a non-GAAP effective tax rate of 14%. For the three and nine months ended July 31, 2024, management uses a non-GAAP effective tax rate of 8% and 14%, respectively. Please refer to the last page for details on the use of non-GAAP financial measures. Page 4 KEYSIGHT TECHNOLOGIES, INC. SEGMENT RESULTS INFORMATION (In millions, except where noted) (Unaudited) PRELIMINARY Communications Solutions Group Percent Q3'25 Q3'24 Inc/(Dec) Revenue $ 940 $ 847 11% Gross margin, % 67 % 67 % Income from operations $ 246 $ 223 Operating margin, % 26 % 26 % Electronic Industrial Solutions Group Percent Q3'25 Q3'24 Inc/(Dec) Revenue $ 412 $ 370 11% Gross margin, % 57 % 58 % Income from operations $ 92 $ 74 Operating margin, % 22 % 20 % Segment revenue and income from operations are consistent with the respective non-GAAP financial measures as discussed on last page. Page 5 KEYSIGHT TECHNOLOGIES, INC. FREE CASH FLOW (In millions) (Unaudited) PRELIMINARY Three months ended Nine months ended July 31, July 31, 2025 2024 2025 2024 Net cash provided by operating activities $ 322 $ 255 $ 1,184 $ 693 Less: Investments in property, plant and equipment (31 ) (33 ) (90 ) (116 ) Free cash flow $ 291 $ 222 $ 1,094 $ 577 Please refer to the last page for details on the use of non-GAAP financial measures. Page 6 KEYSIGHT TECHNOLOGIES, INC. REVENUE BY END MARKETS (In millions) (Unaudited) PRELIMINARY Percent Q3'25 Q3'24 Inc/(Dec) Aerospace, Defense and Government $ 296 $ 275 8% Commercial Communications 644 572 13% Electronic Industrial 412 370 11% Total Revenue $ 1,352 $ 1,217 11% Page 7 Non-GAAP Financial Measures Management uses both GAAP and non-GAAP financial measures to analyze and assess the overall performance of the business, to make operating decisions and to forecast and plan for future periods. We believe that our investors benefit from seeing our results "through the eyes of management" in addition to seeing our GAAP results. This information enhances investors' understanding of the continuing performance of our business and facilitates comparison of performance to our historical and future periods. Our non-GAAP financial measures may not be comparable to similarly titled measures used by other companies, including industry peer companies, limiting the usefulness of these measures for comparative purposes. These non-GAAP measures should be considered supplemental to and not a substitute for financial information prepared in accordance with GAAP. The discussion below presents information about each of the non-GAAP financial measures and the company's reasons for including or excluding certain categories of income or expenses from our non-GAAP results. In future periods, we may exclude such items and may incur income and expenses similar to these excluded items. Accordingly, adjustments for these items and other similar items in our non-GAAP presentation should not be interpreted as implying that these items are non-recurring, infrequent or unusual. Core Revenue/Margin excludes the impact of foreign currency changes and revenue/expenses associated with acquisitions or divestitures completed within the last twelve months. We exclude from the current period, the impact of foreign currency changes as currency rates can fluctuate based on factors that are not within our control and can obscure growth trends. As the nature, size and number of acquisitions can vary significantly from period to period and as compared to our peers, we also exclude revenue/expenses associated with recently acquired businesses to facilitate comparisons of growth and analysis of underlying business trends. Free cash flow includes cash provided by operating activities adjusted for net investments in property, plant & equipment. Non-GAAP Income from Operations, Non-GAAP Net Income and Non-GAAP Diluted EPS may include the following types of adjustments: Acquisition-related Items: We exclude the impact of certain items recorded in connection with business combinations from our non-GAAP financial measures that are either non-cash or not normal, recurring operating expenses due to their nature, variability of amounts and lack of predictability as to occurrence or timing. These amounts may include non-cash items such as the amortization of acquired intangible assets and amortization of items associated with fair value purchase accounting adjustments. We also exclude other acquisition and integration costs associated with business acquisitions that are not normal recurring operating expenses, including gain/loss on foreign exchange contracts and legal, accounting and due diligence costs. We exclude these charges to facilitate a more meaningful evaluation of our current operating performance and comparisons to our past operating performance. Share-based Compensation Expense: We exclude share-based compensation expense from our non-GAAP financial measures because share-based compensation expense can vary significantly from period to period based on the company's share price, as well as the timing, size and nature of equity awards granted. Management believes the exclusion of this expense facilitates the ability of investors to compare the company's operating results with those of other companies, many of which also exclude share-based compensation expense in determining their non-GAAP financial measures. Restructuring and others: We exclude incremental expenses associated with restructuring initiatives including those of acquired entities, usually aimed at material changes in the business or cost structure. Such costs may include employee separation costs, asset impairments, facility-related costs, contract termination fees, and costs to move operations from one location to another. These activities can vary significantly from period to period based on the timing, size and nature of restructuring plans; therefore, we do not consider such costs to be normal, recurring operating also exclude "others," not normal, recurring, cash operating income/expenses from our non-GAAP financial measures. Such items are evaluated on an individual basis, based on both quantitative and qualitative factors and generally represent items that we do not anticipate occurring as part of our normal business. While not all-inclusive, examples of such items would include net unrealized gains on equity investments still held, significant non-recurring events like realized gains or losses associated with our employee benefit plans, costs and recoveries related to unusual events, gain on sale of assets/divestitures, adjustment attributable to non-controlling interest, etc. We believe that these costs do not reflect expected future operating expenses and do not contribute to a meaningful evaluation of the company's current operating performance or comparisons to our operating performance in other periods. Estimated Tax Rate: We utilize a consistent methodology for long-term projected non-GAAP tax rate. When projecting this long-term rate, we exclude any tax benefits or expenses that are not directly related to ongoing operations and which are either isolated or cannot be expected to occur again with any regularity or predictability. Additionally, we evaluate our current long-term projections, current tax structure and other factors, such as existing tax positions in various jurisdictions and key tax holidays in major jurisdictions where Keysight operates. This tax rate could change in the future for a variety of reasons, including but not limited to significant changes in geographic earnings mix including acquisition activity, or fundamental tax law changes in major jurisdictions where Keysight operates. The above reasons also limit our ability to reasonably estimate the future GAAP tax rate and provide a reconciliation of the expected non-GAAP earnings per share for the fourth quarter of fiscal 2025 to the GAAP equivalent. Management recognizes these items can have a material impact on our cash flows and/or our net income. Our GAAP financial statements, including our Condensed Consolidated Statement of Cash Flows, portray those effects. Although we believe it is useful for investors to see core performance free of special items, investors should understand that the excluded costs are actual expenses that may impact the cash available to us for other uses. To gain a complete picture of all effects on the company's profit and loss from any and all events, management does (and investors should) rely upon the Condensed Consolidated Statement of Operations prepared in accordance with GAAP. The non-GAAP measures focus instead upon the core business of the company, which is only a subset, albeit a critical one, of the company's performance. Page 8 View source version on Contacts INVESTOR CONTACT:Investor Relations+1 MEDIA CONTACT:Andrea Mueller+ 1 Erreur lors de la récupération des données Connectez-vous pour accéder à votre portefeuille Erreur lors de la récupération des données Erreur lors de la récupération des données Erreur lors de la récupération des données Erreur lors de la récupération des données
Yahoo
25 minutes ago
- Yahoo
Fluent Announces Second Quarter 2025 Financial Results; Commerce Media Solutions Annual Revenue Run Rate Exceeds $80 Million
• Q2 2025 revenue of $44.7 million; H1 2025 revenue of $99.9 million • Q2 2025 Commerce Media Solutions revenue grew 121% to $16.1 million, representing 36% of consolidated revenue from $7.3 million or 12% of consolidated revenue in Q2 2024 • Commerce Media Solutions annual revenue run rate now exceeds $80 million, reflecting a 23% quarter-over-quarter increase and strong momentum in executing the Company's strategic pivot to this higher growth market • Expect adjusted EBITDA profitability in Q4 2025 as well as full-year double-digit revenue growth and full-year adjusted EBITDA profitability in 2026 • Subsequent to the quarter, raised $10.3 million from new investors and insiders NEW YORK, Aug. 19, 2025 (GLOBE NEWSWIRE) -- Fluent, Inc. (NASDAQ: FLNT), a commerce media solutions provider, today reported unaudited financial results for the second quarter ended June 30, 2025. Don Patrick, Chief Executive Officer of Fluent, commented, "We saw continued strong performance from our Commerce Media Solutions business with revenue growth of 121% year-over-year and run rate growth of 23% compared to the first quarter of 2025. We expect to continue to drive substantial growth through the back half of the year as we go live with top-tier media partners like Authentic Brands Group. Commerce Media Solutions margins were lower than historical levels in the second quarter as we strategically expanded into new placements beyond post-transaction and offered early-term contract incentives to secure some longer-term media partner contracts. We expect margins to normalize over time as we continue to expand our list of top-tier media partners. 'As expected, owned and operated revenue declined in the quarter as we reallocate resources towards Commerce Media Solutions. As a percentage of revenue, Commerce Media Solutions contributed 36% to total revenue in the second quarter as compared to 23% of total revenue in the first quarter of 2025, demonstrating encouraging sequential growth. We expect Commerce Media Solutions to become the majority revenue contributor in the second half of 2025, representing a key milestone and inflection point for our business." Mr. Patrick concluded, "We are achieving meaningful progress and demonstrated success with our long-term growth strategy and remain committed to driving enhanced growth and value for our shareholders as we move into the second half of 2025. With our visibility today, we expect adjusted EBITDA profitability in the fourth quarter of 2025, as well as full-year double-digit consolidated revenue growth and full-year adjusted EBITDA profitability in 2026.' Second Quarter Financial Highlights • Revenue of $44.7 million, a decrease of 24%, compared to $58.7 million in Q2 2024 • Owned and Operated revenue decreased 49% to $21.4 million compared to $42.0 million in Q2 2024, as the Company continued its shift in focus and revenue mix to Commerce Media Solutions • Commerce Media Solutions revenue increased 121% to $16.1 million, compared to $7.3 million in Q2 2024 • Net loss of $7.2 million, or $0.30 per share, compared to a net loss of $11.6 million, or $0.75 per share, for Q2 2024. • Gross profit (exclusive of depreciation and amortization) of $10.3 million, a decrease of 18% compared to Q2 2024 and representing 23% of revenue. Commerce Media Solutions reported gross profit (exclusive of depreciation and amortization) of $2.9 million, an increase of 43% over Q2 2024 and representing 18% of revenue for Q2 2025. • Media margin of $11.9 million, a decrease of 24% compared to Q2 2024 and representing 26.7% of revenue. Commerce Media Solutions reported media margin of $3.2 million, an increase of 45% over Q2 2024 and representing 20.0% of revenue for Q2 2025. • Adjusted EBITDA loss of $2.8 million, an improvement of $1.7 million, compared to Q2 2024 and representing 6% of revenue • Adjusted net loss of $5.8 million, or $0.24 per share, compared to $7.3 million, or $0.47 per share, for Q2 2024 Six Months Ended June 30, 2025 Financial Highlights • Revenue of $99.9 million, a decrease of 20%, compared to $124.7 million in Q2 2024 • Owned and Operated revenue decreased 39% to $52.5 million compared to $86.7 million in H1 2024, as the Company continued its shift in focus and revenue mix to the more predictable commerce media business • Commerce Media Solutions revenue increased 110% to $28.7 million compared to $13.7 million in H1 2024 • Net loss of $15.5 million, or $0.68 per share, compared to a net loss of $17.9 million, or $1.11 per share, for H1 2024. • Gross profit (exclusive of depreciation and amortization) of $21.7 million, a decrease of 30% compared to H1 2024 and representing 22% of revenue. Commerce Media Solutions reported gross profit (exclusive of depreciation and amortization) of $5.7 million, an increase of 48% over H1 2024 and representing 20% of revenue. • Media margin of $25.7 million, a decrease of 32% compared to H1 2024 and representing 25.7% of revenue. Commerce Media Solutions reported media margin of $6.3 million, an increase of 50% over H1 2024 and representing 22.0% of revenue. • Adjusted EBITDA of negative $5.9 million, a decrease of $2.0 million compared to H1 2024 and representing 6% of revenue • Adjusted net loss of $12.5 million, or $0.55 per share, compared to $11.5 million, or $0.72 per share, for H1 2024 Business Outlook & Goals • Accelerate growth of Fluent's Commerce Media Solutions business and establish it as a leader in the performance marketing sector among both media partners and advertisers to capitalize on the growing demand for this advertising channel across numerous high-volume market verticals. • Win top-tier media partners in new, diverse market verticals that demonstrate Fluent's depth and breadth of commerce media offerings in this competitive, high growth market. • Leverage 14-year leadership position at the forefront of customer acquisition and robust database of first-party user data to differentiate Fluent from competitors in the commerce media space. • Position Fluent for long-term sustainable value creation supported by the growth of Commerce Media Solutions, which continues to grow at a triple-digit rate and scale as a percentage of consolidated revenue. • Leverage AI capabilities and proprietary first-party data to improve monetization of commerce media placements and return Commerce Media Solutions gross margin to the high twenties. • Given current visibility, the Company expects adjusted EBITDA profitability in the fourth quarter of 2025, as well as full-year double-digit consolidated revenue growth and full-year adjusted EBITDA profitability in 2026. Conference Call Fluent, Inc. will host a conference call on Tuesday, August 19, 2025, at 4:30 PM ET to discuss its 2025 second quarter financial results. The conference call can be accessed by phone after registering online at The call will also be webcast simultaneously on the Fluent website at Following the completion of the earnings call, a recorded replay of the webcast will be available for those unable to participate. To listen to the telephone replay, please connect via The replay will be available for one year, via the Fluent website About Fluent, Inc. Fluent, Inc. (NASDAQ: FLNT) is a commerce media solutions provider connecting top-tier brands with highly engaged consumers. Leveraging exclusive ad inventory, robust first-party data, and proprietary machine learning, Fluent unlocks additional revenue streams for partners and empowers advertisers to acquire their most valuable customers at scale. Founded in 2010, Fluent uses its deep expertise in performance marketing to drive monetization and increase engagement at key touchpoints across the customer journey. For more insights visit Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995 The matters contained in this press release may be considered to be "forward-looking statements" within the meaning of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. Such statements include statements regarding the intent, belief or current expectations or anticipations of Fluent and members of our management team. Factors currently known to management that could cause actual results to differ materially from those in forward-looking statements include the following: • Compliance with the covenants of our credit agreement in light of current business conditions, the current uncertainty of which raises substantial doubt about our ability to continue as a going concern; • Ability to operate in a competitive, rapidly changing and highly regulated industry, which makes it difficult to evaluate our business and prospects; • Dependence on the gaming industry; • Unfavorable publicity and negative public perception about the digital marketing industry or us; • A sudden reduction in online marketing spend by our clients, a loss of clients or lower advertising yields; • Credit risk from certain clients; • Our relative inexperience in the post-transaction commerce media business, which is currently dominated by a major player; • Investment in growing our Commerce Media Solutions business may continue to compress margins, and our ability to improve profitability over time is uncertain; • Our need to continue investing in technology for our Commerce Media Solutions business; • Our competitive disadvantage due to our more selective approach to traffic sources; • A decline in the supply of media available to us through third parties or an increase in the price of such media; • Potential loss of competitiveness from slow mobile adoption and CRM dependence; • Our growing reliance on inbound calls for our Call Solutions business, particularly in the health plan vertical, which may become cost-prohibitive to sustain; • Challenges scaling infrastructure and products to support growth while maintaining profitability; • Global economic or political instability, including the potential impact of tariffs on our business; • Challenges managing the complexity of our international operations and workforce; • Strategic alternatives that could complicate operations or divert management's attention; • Dependence on our key personnel and ability to attract or retain employees; • Dependence upon third-party service providers and potential liability related to their actions or platform malfunctions; • Compliance with a significant number of governmental laws and regulations, including those regarding telemarketing, email marketing, text messaging, privacy, and data protection; • The outcome of litigation, inquiries, investigations, examinations, or other legal proceedings in which we are or may become involved, or in which our clients or competitors are involved; • Potential sales and use taxes and other taxes on our business; • Our actual or perceived failure to safeguard any personal information or user privacy; • Failure to adequately protect intellectual property rights or allegations of infringement of intellectual property rights; • Potential liability or expenses for legal claims based on the nature and content of the materials we create or distribute, including those provided by third parties, as a creator and a distributor of digital media content; • Our need to raise capital to fund our operations; • Our ability to maintain our listing on The Nasdaq Capital Market; • The volatility of our stock price and concentration of stock ownership; • Potential dilutive effect of any future issuances of shares of our common stock; • Lack of cash dividends for the foreseeable future; • Status of a smaller reporting company and non-accelerated filer, which involves certain reduced governance and disclosure requirements; and These and additional factors to be considered are set forth under "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 and in our other filings with the Securities and Exchange Commission. Fluent undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results or expectations, except as required by law. FLUENT, BALANCE SHEETS(Amounts in thousands, except share and per share data)(unaudited) June 30, 2025 December 31, 2024 ASSETS: Cash and cash equivalents $ 4,929 $ 9,439 Accounts receivable, net of allowance for credit losses of $502 and $487, respectively 31,227 46,532 Prepaid expenses and other current assets 9,119 8,729 Current restricted cash 1,673 1,255 Total current assets 46,948 65,955 Non-current restricted cash 710 — Property and equipment, net 193 304 Operating lease right-of-use assets 3,214 1,570 Intangible assets, net 19,618 21,797 Other non-current assets 3,788 3,991 Total assets $ 74,471 $ 93,617 LIABILITIES AND SHAREHOLDERS' EQUITY: Accounts payable $ 8,715 $ 8,776 Accrued expenses and other current liabilities 19,696 21,905 Deferred revenue 335 556 Current portion of long-term debt 19,860 31,609 Current portion of operating lease liability 1,045 1,836 Total current liabilities 49,651 64,682 Long-term debt, net — 250 Convertible Notes, at fair value with related parties 3,322 3,720 Operating lease liability, net 2,375 9 Other non-current liabilities — 1 Total liabilities 55,348 68,662 Contingencies Shareholders' equity: Preferred stock — $0.0001 par value, 10,000,000 Shares authorized; Shares outstanding — 0 shares for both periods — — Common stock — $0.0005 par value, 200,000,000 Shares authorized; Shares issued — 25,037,334 and 20,791,431, respectively; and Shares outstanding — 24,268,739 and 20,022,836, respectively 50 47 Treasury stock, at cost — 768,595 and 768,595 Shares, respectively (11,407 ) (11,407 ) Additional paid-in capital 456,767 447,110 Accumulated deficit (426,287 ) (410,795 ) Total shareholders' equity 19,123 24,955 Total liabilities and shareholders' equity $ 74,471 $ 93,617 FLUENT, STATEMENTS OF OPERATIONS(Amounts in thousands, except share and per share data)(unaudited) Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Revenue $ 44,706 $ 58,717 $ 99,916 $ 124,700 Costs and expenses: Cost of revenue (exclusive of depreciation and amortization) 34,426 46,109 78,201 93,457 Sales and marketing 3,218 4,605 7,288 9,417 Product development 2,941 4,717 6,339 9,557 General and administrative 8,748 8,856 17,330 19,221 Depreciation and amortization 2,479 2,567 4,940 5,138 Goodwill and intangible assets impairment — 2,241 — 2,241 Total costs and expenses 51,812 69,095 114,098 139,031 Loss from operations (7,106 ) (10,378 ) (14,182 ) (14,331 ) Interest expense, net (702 ) (1,015 ) (1,582 ) (2,430 ) Fair value adjustment of Convertible Notes with related parties 478 — 398 — Loss on early extinguishment of debt — (1,009 ) — (1,009 ) Loss before income taxes (7,330 ) (12,402 ) (15,366 ) (17,770 ) Income tax benefit (expense) 107 775 (126 ) (133 ) Net loss $ (7,223 ) $ (11,627 ) $ (15,492 ) $ (17,903 ) Basic and diluted loss per share: Basic $ (0.30 ) $ (0.75 ) $ (0.68 ) $ (1.11 ) Diluted $ (0.30 ) $ (0.75 ) $ (0.68 ) $ (1.11 ) Weighted average number of shares outstanding: Basic 24,061,803 15,534,989 22,661,951 16,115,293 Diluted 24,061,803 15,534,989 22,661,951 16,115,293 FLUENT, STATEMENTS OF CASH FLOWS(Amounts in thousands)(unaudited) Six Months Ended June 30, 2025 2024 CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (15,492 ) $ (17,903 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation and amortization 4,940 5,138 Non-cash loan amortization expense 365 837 Non-cash gain on contingent consideration — (250 ) Non-cash loss on early extinguishment of debt — 1,009 Share-based compensation expense 666 1,030 Fair value adjustment of Convertible Notes with related parties (398 ) — Goodwill impairment — 1,261 Impairment of intangible assets — 980 Non-cash loss on asset write-off 698 — Allowance for credit losses 18 71 Changes in assets and liabilities, net of business acquisitions: Accounts receivable 15,287 1,280 Prepaid expenses and other current assets (490 ) (1,579 ) Other non-current assets 134 191 Operating lease assets and liabilities, net (69 ) (168 ) Accounts payable (61 ) (3,140 ) Accrued expenses and other current liabilities (2,329 ) (1,443 ) Deferred revenue (221 ) 474 Other (1 ) (987 ) Net cash provided by (used in) operating activities 3,047 (13,199 ) CASH FLOWS FROM INVESTING ACTIVITIES: Capitalized costs included in intangible assets (3,200 ) (3,542 ) Acquisition of property and equipment (31 ) — Net cash used in investing activities (3,231 ) (3,542 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of long-term debt, net of debt financing costs 34,332 42,917 Repayments of long-term debt (46,377 ) (44,475 ) Debt financing costs (125 ) (968 ) Proceeds from issuance of pre-funded and common stock warrants 8,972 9,900 Net cash (used in) provided by financing activities (3,198 ) 7,374 Net decrease in cash, cash equivalents, and restricted cash (3,382 ) (9,367 ) Cash, cash equivalents, and restricted cash at beginning of period 10,694 15,804 Cash, cash equivalents, and restricted cash at end of period $ 7,312 $ 6,437 Definitions, Reconciliations and Uses of Non-GAAP Financial Measures The following non-GAAP measures are used in this release: Media margin is defined as that portion of gross profit (exclusive of depreciation and amortization) reflecting variable costs paid for media and related expenses and excluding non-media cost of revenue. Gross profit (exclusive of depreciation and amortization) represents revenue minus cost of revenue (exclusive of depreciation and amortization). Media margin is also presented as a percentage of revenue. Adjusted EBITDA is defined as net income (loss), excluding (1) income taxes, (2) interest expense, net, (3) depreciation and amortization, (4) share-based compensation expense, (5) loss on early extinguishment of debt, (6) goodwill impairment, (7) impairment of intangible assets, (8) fair value adjustment of Convertible Notes with related parties, (9) acquisition-related costs, (10) restructuring and other severance costs, and (11) certain litigation and other related costs. Adjusted net income is defined as net income (loss) excluding (1) share-based compensation expense, (2) loss on early extinguishment of debt, (3) goodwill impairment, (4) impairment of intangible assets, (5) fair value adjustment of Convertible Notes with related parties (6) acquisition-related costs, (7) restructuring and other severance costs, and (8) certain litigation and other related costs. Adjusted net income is also presented on a per share (basic and diluted) basis. Below is a reconciliation of media margin from gross profit (exclusive of depreciation and amortization), which we believe is the most directly comparable U.S. GAAP measure. Three Months Ended June 30, Six Months Ended June 30, (In thousands, except percentages) 2025 2024 2025 2024 Revenue $ 44,706 $ 58,717 $ 99,916 $ 124,700 Less: Cost of revenue (exclusive of depreciation and amortization) 34,426 46,109 78,201 93,457 Gross profit (exclusive of depreciation and amortization) $ 10,280 $ 12,608 $ 21,715 $ 31,243 Gross profit (exclusive of depreciation and amortization) % of revenue 23 % 21 % 22 % 25 % Non-media cost of revenue(1) 1,663 3,057 3,959 6,561 Media margin $ 11,943 $ 15,665 $ 25,674 $ 37,804 Media margin % of revenue 26.7 % 26.7 % 25.7 % 30.3 % (1) Represents the portion of cost of revenue (exclusive of depreciation and amortization) not attributable to variable costs paid for media and related expenses. Below is a reconciliation of media margin from gross profit (exclusive of depreciation and amortization), which we believe is the most directly comparable U.S. GAAP measure, for Commerce Media Solutions. Three Months Ended June 30, Six Months Ended June 30, (In thousands, except percentages) 2025 2024 2025 2024 Revenue $ 16,080 $ 7,292 $ 28,740 $ 13,668 Less: Cost of revenue (exclusive of depreciation and amortization) 13,200 5,272 23,047 9,825 Gross profit (exclusive of depreciation and amortization) $ 2,880 $ 2,020 $ 5,693 $ 3,843 Gross profit (exclusive of depreciation and amortization) % of revenue 18 % 28 % 20 % 28 % Non-media cost of revenue(1) 337 199 635 375 Media margin $ 3,217 $ 2,219 $ 6,328 $ 4,218 Media margin % of revenue 20.0 % 30.4 % 22.0 % 30.9 % (1) Represents the portion of cost of revenue (exclusive of depreciation and amortization) not attributable to variable costs paid for media and related expenses. Below is a reconciliation of adjusted EBITDA from net loss, which we believe is the most directly comparable U.S. GAAP measure. Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2025 2024 2025 2024 Net loss $ (7,223 ) $ (11,627 ) $ (15,492 ) $ (17,903 ) Income tax (benefit) expense (107 ) (775 ) 126 133 Interest expense, net 702 1,015 1,582 2,430 Depreciation and amortization 2,479 2,567 4,940 5,138 Share-based compensation expense 331 430 666 1,030 Loss on early extinguishment of debt — 1,009 — 1,009 Goodwill impairment — 1,261 — 1,261 Impairment of intangible assets — 980 — 980 Fair value adjustment of Convertible Notes with related parties (478 ) — (398 ) — Acquisition-related costs(1) 1,213 25 1,094 807 Restructuring and other severance costs 10 611 1,325 1,276 Certain litigation and other related costs 300 — 300 — Adjusted EBITDA $ (2,773 ) $ (4,504 ) $ (5,857 ) $ (3,839 )(1 ) Balance includes compensation expense related to non-compete agreements and earn-out expense incurred as a result of business combinations, and non-cash loss on asset write-offs. The earn-out expense was ($9) and ($14) for the three months ended June 30, 2025 and 2024, respectively, and ($128) and $137 for the six months ended June 30, 2025 and 2024, respectively. The non-compete agreements expense was $412 and $412 for the three months ended June 30, 2025 and 2024, respectively, and $412 and $825 for the six months ended June 30, 2025 and 2024, respectively. Additionally, there was a non-cash loss on asset write-off in the amount of $698 for the three and six months ended June 30, 2025. Below is a reconciliation of adjusted net income and the related measure of adjusted net income per share from net income (loss), which we believe is the most directly comparable U.S. GAAP measure. Three Months Ended June 30, Six Months Ended June 30, (In thousands, except share and per share data) 2025 2024 2025 2024 Net loss $ (7,223 ) $ (11,627 ) $ (15,492 ) $ (17,903 ) Share-based compensation expense 331 430 666 1,030 Loss on early extinguishment of debt — 1,009 — 1,009 Goodwill impairment — 1,261 — 1,261 Impairment of intangible assets — 980 — 980 Fair value adjustment of Convertible Notes with related parties (478 ) — (398 ) — Acquisition-related costs(1) 1,213 25 1,094 807 Restructuring and other severance costs 10 611 1,325 1,276 Certain litigation and other related costs 300 — 300 — Adjusted net loss $ (5,847 ) $ (7,311 ) $ (12,505 ) $ (11,540 ) Adjusted net loss per share: Basic $ (0.24 ) $ (0.47 ) $ (0.55 ) $ (0.72 ) Diluted $ (0.24 ) $ (0.47 ) $ (0.55 ) $ (0.72 ) Weighted average number of shares outstanding: Basic 24,061,803 15,534,989 22,661,951 16,115,293 Diluted 24,061,803 15,534,989 22,661,951 16,115,293 (1 ) Balance includes compensation expense related to non-compete agreements and earn-out expense incurred as a result of business combinations, and non-cash loss on asset write-offs. The earn-out expense was ($9) and ($14) for the three months ended June 30, 2025 and 2024, respectively, and ($128) and $137 for the six months ended June 30, 2025 and 2024, respectively. The non-compete agreements expense was $412 and $412 for the three months ended June 30, 2025 and 2024, respectively, and $412 and $825 for the six months ended June 30, 2025 and 2024, respectively. Additionally, there was a non-cash loss on asset write-off in the amount of $698 for the three and six months ended June 30, 2025. We present media margin, adjusted EBITDA, and adjusted net income as supplemental measures of our financial and operating performance because we believe they provide useful information to investors. More specifically: Media margin, as defined above, is a measure of the efficiency of the Company's operating model. We use media margin and the related measure of media margin as a percentage of revenue as primary metrics to measure the financial return on our media and related costs, specifically to measure the degree by which the revenue generated from our digital marketing services exceeds the cost to attract the consumers to whom offers are made through our services. Media margin is used extensively by our management to manage our operating performance, including evaluating operational performance against budgeted media margin and understanding the efficiency of our media and related expenditures. We also use media margin for performance evaluations and compensation decisions regarding certain personnel. Adjusted EBITDA, as defined above, is another primary metric by which we evaluate the operating performance of our business, on which certain operating expenditures and internal budgets are based and by which, in addition to media margin and other factors, our senior management is compensated. The first three adjustments represent the conventional definition of EBITDA, and the remaining adjustments are items recognized and recorded under U.S. GAAP in particular periods but might be viewed as not necessarily coinciding with the underlying business operations for the periods in which they are so recognized and recorded. These adjustments include certain litigation and other related costs associated with legal matters outside the ordinary course of business. We consider items one-time in nature if they are non-recurring, infrequent or unusual and have not occurred in the past two years or are not expected to recur in the next two years, in accordance with SEC rules. There were no adjustments for one-time items in the periods presented. Adjusted net income, as defined above, excludes certain items that are recognized and recorded under U.S. GAAP in particular periods but might be viewed as not necessarily coinciding with the underlying business operations for the periods in which they are so recognized and recorded. We believe adjusted net income affords investors a different view of the overall financial performance of the Company than adjusted EBITDA and the U.S. GAAP measure of net (loss) income. Media margin, adjusted EBITDA, adjusted net income, and adjusted net income per share are non-GAAP financial measures with certain limitations regarding their usefulness. They do not reflect our financial results in accordance with U.S. GAAP, as they do not include the impact of certain expenses that are reflected in our condensed consolidated statements of operations. Accordingly, these metrics are not indicative of our overall results or indicators of past or future financial performance. Further, they are not financial measures of profitability and are neither intended to be used as a proxy for the profitability of our business nor to imply profitability. The way we measure media margin, adjusted EBITDA, and adjusted net income may not be comparable to similarly titled measures presented by other companies and may not be identical to corresponding measures used in our various agreements. Annual Revenue Run Rate Annual Revenue Run Rate is an operational metric that represents the annualized revenue of the Company's media partnerships at current monetization levels, as of the end of the reporting period. The Company calculates Annual Revenue Run Rate as follows: • Media partners within Commerce Media Solutions with an active contract are assessed and assigned an annual media volume estimate based on the active term of the contract and the monetization rate at the end of the reporting period. The Company considers a media partner contract to be active when the contractual term commences (the "start date") until its right to serve the partner's commerce traffic ends. Even if the contract with the customer is executed before the start date, the contract will not count toward Annual Revenue Run Rate until the media partner's right to receive the benefit of the services has commenced. • As Annual Revenue Run Rate includes only contracts that are active at the end of the reporting period, it does not reflect assumptions or estimates regarding new business. For contracts expiring within 12 months of the period-end calculation date, Annual Revenue Run Rate does reflect expectations of renewal. • The Company's Commerce Media Solutions platform provides the technology to effectively monetize the partner's media by placing relevant ads at a contracted moment of consumer engagement. Although from inception to date, improvements in the platform's AI-powered technology have consistently driven increased rates of monetization, for the purpose of Annual Revenue Run Rate, the Company assumes a consistent monetization level to that as measured on each media partner at the end of the reporting period. The way the Company measures Annual Revenue Run Rate may not be comparable to similarly titled measures presented by other companies and should not be viewed as a projection of future revenue. Contact Information: Investor RelationsFluent,
Yahoo
25 minutes ago
- Yahoo
White House aims to fast-track key Federal Reserve pick
The White House is working over the August recess to build momentum for a key Federal Reserve nominee the administration wants in place next month. Stephen Miran, whom President Donald Trump tapped to temporarily serve on the Federal Reserve's board, has been meeting with members of the Senate Banking Committee, which will need to green-light his nomination before the full Senate can vote on confirmation. Miran met Tuesday with Sen. Jim Banks (R-Ind.), a member of the panel, and had a call last week with Banking Committee Chair Tim Scott (R-S.C.). Miran is scheduled to have additional meetings with senators in the coming days, with invitations for one-on-ones extended to Republican members of the Banking panel. 'The White House has been aggressively pushing Dr. Miran's nomination to the Federal Reserve Board, setting the stage for his quick confirmation when the Senate returns in September,' said a White House official Tuesday. 'With the President's strong backing, there's clear momentum to get this done.' Underscoring how big of a priority it has become for the Trump administration to seat Miran quickly, Banks said in a statement he returned to Washington Tuesday to meet with him, instead of waiting until after the Senate's current weekslong break. 'It's so important that he is confirmed before the Federal Reserve's September meeting,' said Banks. Installing Miran by this time would represent a lightning-fast confirmation process for the Senate, which is in recess until Sept. 2. Banks added that Miran has 'done a great job as chairman of the Council of Economic Advisers to advance President Trump's pro-working class agenda and I look forward to voting for his confirmation ASAP.' Miran, who currently serves as Trump's chief economist, was tapped to temporarily fill the vacancy created on the bank's rate-setting committee by the resignation of Gov. Adriana Kugler. If confirmed, he would hold the seat until Kugler's term expires on Jan. 31, 2026. He'll be coming up for consideration at a time when multiple Senate Republicans have publicly tried to sway Trump against firing Fed Chair Jerome Powell, warning that any perception of meddling in the agency's independence would have severe consequences for the market. Trump, who has relentlessly criticized Powell and surveyed a group of Republicans last month on whether he should remove him, has nevertheless said repeatedly that he doesn't intend to fire the Fed chief, whose leadership term ends in May. Still, Miran's confirmation would give Trump a close political ally at the central bank, which is designed to be insulated from short-term political pressure — and questions about Miran's links to Trump are all but guaranteed to come up as the Senate debates the nomination. Massachusetts Sen. Elizabeth Warren, the top Democrat on the Banking Committee, vowed to have 'tough questions' for Miran 'about whether he'd serve the American people as an independent voice at the Fed or merely serve Donald Trump.' Yet as long as Republicans on the panel stick together, they would be able to advance Miran's nomination over opposition from Democrats. Republicans can lose three of their own members on the floor and still let Vice President JD Vance break a tie. Miran is likely preparing for the line of inquiry. Though he haspreviously called for overhauling the structure of the Federal Reserve, he told CNBC in an interview earlier this month that "I've always been clear that the independence of the Fed is of paramount importance.' Victoria Guida contributed to this report.
