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Business Wire
31-07-2025
- Business
- Business Wire
The Arena Group Authorizes Share Repurchase Program
NEW YORK--(BUSINESS WIRE)-- The Arena Group Holdings, Inc. (NYSE American: AREN) ('The Arena Group' or the 'Company'), a media company with leading brands Men's Journal, Parade, Athlon Sports and TheStreet, announced today that its Board of Directors has authorized a share repurchase program under which the Company may repurchase up to 3 million shares of its common stock over the next 12 months. "Our operational performance continues to improve, and the business is delivering the outcomes we targeted,' said Paul Edmondson, Chief Executive Officer of The Arena Group. 'Yet we believe these improvements have not been fully reflected in our current share price, especially when compared with our peers in the Russell 2000® Index. We believe that this makes the share repurchase program our best investment. This program reflects our confidence in the future of the Company." Per Siblis Research, the trailing price-to-earnings ratio of companies traded in the Russell 2000® Index exceeds 30x. The Arena Group's shares currently trade at less than 11x earnings based on management's previously issued second quarter guidance. If our stock traded at the same ratio as other companies on the Russell 2000® Index, it could trade at prices around $18 instead of our current price of around $6. The Company may repurchase shares from time to time through open-market transactions, privately negotiated transactions, or otherwise, including under Rule 10b5-1 trading plans, subject to market conditions, share price and other factors. The program may be suspended, modified or terminated at any time at the Board of Directors' discretion. The share repurchase program will be funded through operating cash flow. About The Arena Group The Arena Group (NYSE American: AREN) is an innovative technology platform and media company with a proven cutting-edge playbook that transforms media brands. Our unified technology platform empowers creators and publishers with tools to publish and monetize their content, while also leveraging quality journalism of anchor brands like TheStreet, Parade, Men's Journal, Athlon Sports, Surfer, Powder and more to build their businesses. The company aggregates content across a diverse portfolio of brands, reaching over 100 million users monthly. Visit us at and discover how we are revolutionizing the world of digital media. Forward-Looking Statements This Press Release of The Arena Group Holdings, Inc. (the 'Company,' 'we,' 'our,' and 'us') contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the 'Securities Act'), and Section 21E of the Securities Exchange Act of 1934, as amended (the 'Exchange Act'). Forward-looking statements relate to future events or future performance and include, without limitation, statements concerning our business strategy, future revenues and income from continuing operations, cost reductions, market growth, capital requirements, product introductions, expansion plans and the adequacy of our funding, our future stock price, and our ability to alleviate the conditions that raise substantial doubt about our ability to continue as a going concern (as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on April 15, 2025 (the '2024 10-K') and in our other SEC filings and publicly available documents). Other statements contained in this Press Release that are not historical facts are also forward-looking statements. We have tried, wherever possible, to identify forward-looking statements by terminology such as 'may,' 'will,' 'could,' 'should,' 'expects,' 'anticipates,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and other stylistic variants denoting forward-looking statements. We caution investors that any forward-looking statements presented in this Press Release, or that we may make orally or in writing from time to time, are based on information currently available, as well as our beliefs and assumptions. The actual outcome related to forward-looking statements will be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control or ability to predict. Although we believe that our assumptions are reasonable, they are not guarantees of future performance, and some will inevitably prove to be incorrect. As a result, our actual future results can be expected to differ from our expectations, and those differences may be material. Accordingly, investors should use caution in relying on forward-looking statements, which are based only on known results and trends at the time they are made, to anticipate future results or trends. We detail other risks in our public filings with the Securities and Exchange Commission (the 'SEC'), including in Part I, Item 1A, Risk Factors, in the 2024 10-K and in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 filed with the SEC on May 15, 2025 (the 'Q1 10-Q'). The discussion in this Press Release should be read in conjunction with the consolidated financial statements and notes thereto included in Part II, Item 8 in the 2024 10-K and in the Q1 10-Q. This Press Release and all subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date of this Press Release except as may be required by law.
Yahoo
01-07-2025
- Business
- Yahoo
The Arena Group Joins Russell 2000® Index
NEW YORK, July 01, 2025--(BUSINESS WIRE)--The Arena Group Holdings, Inc. (NYSE American: AREN) ("Arena"), a technology platform and media company home to hundreds of media brands, including TheStreet, Parade, Men's Journal, Athlon Sports, Surfer, Powder and more, today announced it has been added as a member of the Russell 2000® Index, effective as of June 30, 2025 as part of the 2025 Russell U.S. Indexes reconstitution. Membership in the Russell 2000® Index reflects inclusion in the broader Russell 3000® Index, which captures the 4,000 largest U.S. stocks as of April 30, ranking them by total market capitalization. Companies are also included in the appropriate growth and value style indexes as well. FTSE Russell determines membership for its Russell indexes primarily by objective, market-capitalization rankings and style attributes. "Being added to the Russell 2000® Index reflects the tangible progress we've made in strengthening our business and delivering shareholder value," said Paul Edmondson, CEO of The Arena Group. "Our inclusion is the result of growth in our market capitalization – driven by improved profitability and the momentum we've built through investing in our brands and adopting a more efficient, performance-based publishing model that is generating results. We believe this milestone will help broaden our visibility among investors as we continue to execute." Russell indexes are widely used by investment managers and institutional investors for index funds and as benchmarks for active investment strategies. According to data as of the end of June 2024, approximately $10.6 trillion in assets are benchmarked against the Russell U.S. indexes which belong to FTSE Russell, the global index provider. For more information on the Russell 2000® and 3000® Indexes and the Russell indexes reconstitution, visit the FTSE Russell website at About The Arena Group The Arena Group (NYSE American: AREN) is an innovative technology platform and media company with a proven cutting-edge playbook that transforms media brands. Our unified technology platform empowers creators and publishers with tools to publish and monetize their content, while also leveraging quality journalism of anchor brands like TheStreet, Parade, Men's Journal, Athlon Sports, Surfer, Powder and more to build their businesses. The company aggregates content across a diverse portfolio of brands, reaching over 100 million users monthly. Visit us at and discover how we are revolutionizing the world of digital media. Forward Looking Statements This press release includes statements that constitute forward-looking statements. Forward-looking statements may be identified by the use of words such as "forecast," "guidance," "plan," "estimate," "will," "would," "project," "maintain," "intend," "expect," "anticipate," "prospect," "strategy," "future," "likely," "may," "should," "believe," "continue," "opportunity," "potential," and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters, and include, for example, statements related to the Company's anticipated future expenses and investments, business strategy and plans, expectations relating to its industry, market conditions and market trends and growth, market position and potential market opportunities, and objectives for future operations. These forward-looking statements are based on information available at the time the statements are made and/or management's good faith belief as of that time with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or suggested by the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, the ability of the Company to expand its verticals; the Company's ability to grow its subscribers; the Company's ability to grow its advertising revenue; general economic uncertainty in key global markets and a worsening of global economic conditions or low levels of economic growth; the effects of steps that the Company could take to reduce operating costs; the remaining effects of the COVID-19 pandemic and impact on the demand for the Company products; the inability of the Company to sustain profitable sales growth; circumstances or developments that may make the Company unable to implement or realize the anticipated benefits, or that may increase the costs, of its current and planned business initiatives; and those factors detailed by the Company in its public filings with the SEC, including its Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Should one or more of these risks, uncertainties, or facts materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by the forward-looking statements contained herein. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Except as required under the federal securities laws and the rules and regulations of the SEC, we do not have any intention or obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise. View source version on Contacts Investor Relations Contact Rob Fink, FNK IRaren@ 646.809.4048The Arena Group Contact Steve Janissec-sjanisse@ 404.574.9206 Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Business Wire
01-07-2025
- Business
- Business Wire
The Arena Group Joins Russell 2000 ® Index
NEW YORK--(BUSINESS WIRE)-- The Arena Group Holdings, Inc. (NYSE American: AREN) ('Arena'), a technology platform and media company home to hundreds of media brands, including TheStreet, Parade, Men's Journal, Athlon Sports, Surfer, Powder and more, today announced it has been added as a member of the Russell 2000 ® Index, effective as of June 30, 2025 as part of the 2025 Russell U.S. Indexes reconstitution. Membership in the Russell 2000 ® Index reflects inclusion in the broader Russell 3000 ® Index, which captures the 4,000 largest U.S. stocks as of April 30, ranking them by total market capitalization. Companies are also included in the appropriate growth and value style indexes as well. FTSE Russell determines membership for its Russell indexes primarily by objective, market-capitalization rankings and style attributes. 'Being added to the Russell 2000 ® Index reflects the tangible progress we've made in strengthening our business and delivering shareholder value,' said Paul Edmondson, CEO of The Arena Group. 'Our inclusion is the result of growth in our market capitalization – driven by improved profitability and the momentum we've built through investing in our brands and adopting a more efficient, performance-based publishing model that is generating results. We believe this milestone will help broaden our visibility among investors as we continue to execute.' Russell indexes are widely used by investment managers and institutional investors for index funds and as benchmarks for active investment strategies. According to data as of the end of June 2024, approximately $10.6 trillion in assets are benchmarked against the Russell U.S. indexes which belong to FTSE Russell, the global index provider. For more information on the Russell 2000 ® and 3000 ® Indexes and the Russell indexes reconstitution, visit the FTSE Russell website at About The Arena Group The Arena Group (NYSE American: AREN) is an innovative technology platform and media company with a proven cutting-edge playbook that transforms media brands. Our unified technology platform empowers creators and publishers with tools to publish and monetize their content, while also leveraging quality journalism of anchor brands like TheStreet, Parade, Men's Journal, Athlon Sports, Surfer, Powder and more to build their businesses. The company aggregates content across a diverse portfolio of brands, reaching over 100 million users monthly. Visit us at and discover how we are revolutionizing the world of digital media. Forward Looking Statements This press release includes statements that constitute forward-looking statements. Forward-looking statements may be identified by the use of words such as 'forecast,' 'guidance,' 'plan,' 'estimate,' 'will,' 'would,' 'project,' 'maintain,' 'intend,' 'expect,' 'anticipate,' 'prospect,' 'strategy,' 'future,' 'likely,' 'may,' 'should,' 'believe,' 'continue,' 'opportunity,' 'potential,' and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters, and include, for example, statements related to the Company's anticipated future expenses and investments, business strategy and plans, expectations relating to its industry, market conditions and market trends and growth, market position and potential market opportunities, and objectives for future operations. These forward-looking statements are based on information available at the time the statements are made and/or management's good faith belief as of that time with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or suggested by the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, the ability of the Company to expand its verticals; the Company's ability to grow its subscribers; the Company's ability to grow its advertising revenue; general economic uncertainty in key global markets and a worsening of global economic conditions or low levels of economic growth; the effects of steps that the Company could take to reduce operating costs; the remaining effects of the COVID-19 pandemic and impact on the demand for the Company products; the inability of the Company to sustain profitable sales growth; circumstances or developments that may make the Company unable to implement or realize the anticipated benefits, or that may increase the costs, of its current and planned business initiatives; and those factors detailed by the Company in its public filings with the SEC, including its Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Should one or more of these risks, uncertainties, or facts materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by the forward-looking statements contained herein. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Except as required under the federal securities laws and the rules and regulations of the SEC, we do not have any intention or obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.
Business Wire
05-06-2025
- Business
- Business Wire
The Arena Group Regains Compliance with NYSE American Continued Listing Standards
NEW YORK--(BUSINESS WIRE)--As of June 4, 2025, The Arena Group Holdings, Inc. (NYSE American: AREN) ('The Arena Group' or the 'Company'), a technology platform and media company home to brands including TheStreet, Parade, Men's Journal, and Athlon Sports, received formal notification from NYSE American that it had regained compliance with the NYSE American's continued listing standards set forth in Part 10 of the NYSE American Company Guide as outlined in the Company's October 8, 2024 press release. This resolution was achieved in advance of the April 2026 deadline set by NYSE American to regain compliance. The Arena Group received formal notification from NYSE American that it had regained compliance with the NYSE American's continued listing standards in advance of April 2026 deadline. Share 'We are pleased to have regained compliance with the NYSE American continued listing standards in such a short time,' said Paul Edmondson, CEO of The Arena Group. 'We believe this reflects not only the market-driven stock appreciation, but also our strengthened financial position and three consecutive profitable quarters for the first time in company history. We believe we are well-positioned to maintain profitability throughout 2025.' Arena's common stock will continue to be traded on the NYSE American, subject to its continued compliance with all applicable listing standards Arena previously disclosed the details of the NYSE American notification HERE. For additional information, please refer to the Company's filings with the Securities and Exchange Commission at or visit the Company's investor relations page at About The Arena Group The Arena Group (NYSE American: AREN) is an innovative technology platform and media company with a proven cutting-edge playbook that transforms media brands. Our unified technology platform empowers creators and publishers with tools to publish and monetize their content, while also leveraging quality journalism of anchor brands like TheStreet, Parade, Men's Journal, Athlon Sports, Surfer, Powder and more to build their businesses. The company aggregates content across a diverse portfolio of brands, reaching over 100 million users monthly. Visit us at and discover how we are revolutionizing the world of digital media. Forward Looking Statements This press release includes statements that constitute forward-looking statements. Forward-looking statements may be identified by the use of words such as 'forecast,' 'guidance,' 'plan,' 'estimate,' 'will,' 'would,' 'project,' 'maintain,' 'intend,' 'expect,' 'anticipate,' 'prospect,' 'strategy,' 'future,' 'likely,' 'may,' 'should,' 'believe,' 'continue,' 'opportunity,' 'potential,' and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters, and include, for example, statements related to the Company's anticipated future expenses and investments, business strategy and plans, expectations relating to its industry, market conditions and market trends and growth, market position and potential market opportunities, and objectives for future operations. These forward-looking statements are based on information available at the time the statements are made and/or management's good faith belief as of that time with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or suggested by the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, the ability of the Company to expand its verticals; the Company's ability to grow its subscribers; the Company's ability to grow its advertising revenue; general economic uncertainty in key global markets and a worsening of global economic conditions or low levels of economic growth; the effects of steps that the Company could take to reduce operating costs; the remaining effects of the COVID-19 pandemic and impact on the demand for the Company products; the inability of the Company to sustain profitable sales growth; circumstances or developments that may make the Company unable to implement or realize the anticipated benefits, or that may increase the costs, of its current and planned business initiatives; and those factors detailed by the Company in its public filings with the SEC, including its Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Should one or more of these risks, uncertainties, or facts materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by the forward-looking statements contained herein. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Except as required under the federal securities laws and the rules and regulations of the SEC, we do not have any intention or obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.
Business Wire
18-05-2025
- Business
- Business Wire
Arena Group Posts Third Consecutive Profitable Quarter in Q1 2025 with $4.0 Million in Net Income
NEW YORK--(BUSINESS WIRE)--The Arena Group Holdings, Inc. (NYSE American: AREN) ('Arena'), a technology platform and media company home to hundreds of media brands, including TheStreet, Parade, Men's Journal, Athlon Sports, Surfer, Powder and more today announced financial results for the three months ending March 31, 2025 ('Q1 2025'). Financial Highlights for Q1 2025: Quarterly revenue was $31.8 million compared to $28.9 million for Q1 2024. Net income was $4.0 million, or $0.08 per diluted share for Q1 2025, compared to a net loss of $103 million, including a $91 million loss from discontinued operations, or $3.91 per diluted share in Q1 2024. Income from continuing operations was $4.0 million in Q1 2025 compared to a loss from continuing operations of $12.7 million in Q1 2024, nearly a $17 million swing. Adjusted EBITDA for Q1 2025 was $9.7 million compared to negative Adjusted EBITDA of $848 thousand for Q1 2024. Financial Guidance for Q2 2025: Expected revenue of approximately $40-$45 million. Income from continuing operations of approximately $9 - $11 million. 'In Q1 2025, we expanded our brand-building activities and competitive publishing model originally pioneered with Athlon Sports to more of our brands, and the results have exceeded expectations,' said Paul Edmondson, CEO of The Arena Group. 'Our entrepreneurial publishers have brought extraordinary energy and commitment to each brand. By aligning incentives with audience engagement, we've unlocked significant growth in our users, distribution and revenue. This performance reaffirms the power of our model.' 'Our goal is to leverage this new approach across our entire platform — driving traffic, higher CPMs, and increased revenue, while maintaining expense discipline to sustain profitability,' Edmondson added. 'With these results, we believe we are well-positioned to maintain profitability throughout 2025.' Operational highlights: Athlon Sports: Audience traffic continues to grow significantly, with traffic increasing over 500% in Q1 2025 vs. Q1 2024. Our commitment to building a diversified revenue stream for Athlon continues to pay off with syndication and commerce revenue growing 730% year-over-year vs Q1 2024. Men's Journal 's traffic increased 282% over the previous month to 33.1 million page views in March 2025, the first month of competitive publishing. TheStreet: The financial brand reached record traffic levels in March 2025, delivering 80 million page views, up 100% vs March 2024. Parade: Digital traffic of Parade and Parade Pets also remained strong with more than 76 million monthly page views in Q1 2025 (up 2% vs Q4 2024). Arena recently acquired the travel brand, TravelHost. This iconic publication was founded in the mid-1960s and was the first in-room hotel magazine. It now provides travelers with local insights in 30+ markets. Arena intends to fully update and modernize the site and the brand's offerings. Video Message: Paul Edmondson, The Arena Group's CEO, has posted a video reviewing Arena's quarterly results and business strategy. The video addresses questions previously submitted by investors and other interested parties. It has been shared across Arena's social media channels and is available HERE. About The Arena Group The Arena Group (NYSE American: AREN) is an innovative technology platform and media company with a proven cutting-edge playbook that transforms media brands. Our unified technology platform empowers creators and publishers with tools to publish and monetize their content, while also leveraging quality journalism of anchor brands like TheStreet, Parade, Men's Journal, Athlon Sports, Surfer, Powder and more to build their businesses. The company aggregates content across a diverse portfolio of brands, reaching over 100 million users monthly. Visit us at and discover how we are revolutionizing the world of digital media. As of (unaudited) December 31, 2024 ($ in thousands, except share data) Assets Current assets: Cash and cash equivalents $ 2,902 $ 4,362 Accounts receivables, net 31,561 31,115 Prepayments and other current assets 4,682 4,757 Total current assets 39,145 40,234 Property and equipment, net 107 148 Operating lease right-of-use assets 2,260 2,340 Platform development, net 8,471 8,115 Acquired and other intangible assets, net 21,940 22,789 Other long term assets 147 151 Goodwill 42,575 42,575 Total assets 114,645 116,352 Liabilities, mezzanine equity and stockholders' deficiency Current liabilities: Accounts payable 3,615 4,844 Accrued expenses and other 10,802 10,990 Unearned revenue 5,230 6,349 Subscription refund liability 662 430 Operating lease liability, current portion 97 254 Liquidating damages payable 3,305 3,230 Current liabilities from discontinued operations 96,056 96,159 Total current liabilities 119,767 122,256 Unearned revenue, net of current portion 193 403 Operating lease liability, net of current portion 2,182 1,964 Deferred tax liabilities 833 802 Simplify loan 7,151 10,651 Debt 110,467 110,436 Total liabilities 240,593 246,512 Mezzanine equity: Series G redeemable and convertible preferred stock, $0.01 par value, $1,000 per share liquidation value and 1,800 shares designated; aggregate liquidation value: $168; Series G shares issued and outstanding: 168; common shares issuable upon conversion: 8,582 at December 31, 2024 and December 31, 2023 168 168 Total mezzanine equity 168 168 Stockholders' deficiency: Common stock, $0.01 par value, authorized 1,000,000,000 shares; issued and outstanding: 47,556,267 and 23,836,706 shares at December 31, 2024 and December 31, 2023, respectively 475 475 Additional paid-in capital 348,752 348,560 Accumulated deficit (475,343 ) (479,363 ) Total stockholders' deficiency (126,116 ) (130,328 ) Total liabilities, mezzanine equity and stockholders' deficiency $ 114,645 $ 116,352 Expand THE ARENA GROUP HOLDINGS, INC. AND SUBSIDIARIES Three Months Ended March 31, 2025 2024 ($ in thousands, except share data) Revenue $ 31,815 $ 28,941 Cost of revenue (includes amortization of platform development and developed technology for 2024 and 2023 of $5,988 and $8,782, respectively) 16,146 20,008 Gross profit 15,669 8,933 Operating expenses Selling and marketing 2,134 4,564 General and administrative 5,283 10,135 Depreciation and amortization 890 987 Loss on impairment of assets - 1,198 Total operating expenses 8,307 16,884 Income (loss) from operations 7,362 (7,951 ) Other (expense) income Change in valuation of contingent consideration - (313 ) Interest expense, net (3,004 ) (4,339 ) Liquidated damages (75 ) (76 ) Total other expense (3,079 ) (4,728 ) Income (loss) before income taxes 4,283 (12,679 ) Income tax provision (286 ) (41 ) Income (loss) from continuing operations 3,997 (12,720 ) Income (loss) from discontinued operations, net of tax 23 (90,638 ) Net income (loss) $ 4,020 $ (103,358 ) Basic and diluted net income (loss) per common share: Continuing operations $ 0.08 $ (0.48 ) Discontinued operations - (3.43 ) Basic and diluted net income (loss) per common share $ 0.08 $ (3.91 ) Weighted average number of common shares outstanding Basic 47,458,076 26,443,764 Expand Use of Non-GAAP Financial Measures We report our financial results in accordance with generally accepted accounting principles in the United States of America ('GAAP'); however, management believes that certain non-GAAP financial measures provide users of our financial information with useful supplemental information that enables a better comparison of our performance across periods. We believe Adjusted EBITDA provides visibility to the underlying continuing operating performance by excluding the impact of certain items that are noncash in nature or not related to our core business operations. We calculate Adjusted EBITDA as net income (loss) as adjusted for loss from discontinued operations, with additional adjustments for (i) interest expense (net), (ii) income taxes, (iii) depreciation and amortization, (iv) stock-based compensation, (v) change in valuation of contingent consideration, (vi) liquidated damages, (vii) loss on impairment of assets, (viii) loss on sale of assets; (ix) employee retention credit, (x) employee restructuring payments, and (xi) professional and vendor fees. Our non-GAAP measure may not be comparable to similarly titled measures used by other companies, have limitations as an analytical tool, and should not be considered in isolation, or as a substitute for analysis of our operating results as reported under GAAP. Additionally, we do not consider our non-GAAP measures as superior to, or a substitute for, the equivalent measures calculated and presented in accordance with GAAP. Some of the limitations are that our presentation of Adjusted EBITDA: does not reflect interest expense and financing fees, or the cash required to service our debt, which reduces cash available to us; does not reflect income tax provision or benefit, which is a noncash income or expense; does not reflect depreciation and amortization expense and, although this is a noncash expense, the assets being depreciated may have to be replaced in the future, increasing our cash requirements; does not reflect stock-based compensation and, therefore, does not include all of our compensation costs; does not reflect the change in valuation of contingent consideration and, although this is a noncash income or expense, the change in the valuations each reporting period are not impacted by our actual business operations but is instead strongly tied to the change in the market value of our common stock; does not reflect liquidated damages and, therefore, does not include future cash requirements if we repay the liquidated damages in cash instead of shares of our common stock (which the investor would need to agree to); does not reflect any losses from the impairment of assets, which is a noncash operating expense; does not reflect any losses from the sale of assets, which is a noncash operating expense does not reflect the employee retention credits recorded by us for payroll related tax credits under the CARES Act; does not reflect payments related to employee severance and employee restructuring changes for our former executives; does not reflect the professional and vendor fees incurred by us for services provided by consultants, accountants, lawyers, and other vendors, which services were related to certain types of events that are not reflective of our business operations; and may not reflect proper non direct cost allocations. The following table presents a reconciliation of Adjusted EBITDA to net income (loss), which is the most directly comparable GAAP measure, for the periods indicated: (1) Interest expense is related to our capital structure and varies over time due to a variety of financing transactions. Interest expense includes $31 and $536 for amortization of debt discounts for the three months ended March 31, 2025 and 2024, respectively, as presented in our condensed consolidated statements of cash flows, which are noncash items. Investors should note that interest expense will recur in future periods. (2) Depreciation and amortization related to our developed technology and Platform is included within cost of revenues of $1,276 and $1,549 for the three months ended March 31, 2025 and 2024, respectively, and depreciation and amortization is included within operating expenses of $890 and $987 for the three months ended March 31, 2025 and 2024, respectively. We believe (i) the amount of depreciation and amortization expense in any specific period may not directly correlate to the underlying performance of our business operations and (ii) such expenses can vary significantly between periods as a result of new acquisitions and full amortization of previously acquired tangible and intangible assets. Investors should note that the use of tangible and intangible assets contributed to revenue in the periods presented and will contribute to future revenue generation and should also note that such expense will recur in future periods. (3) Stock-based compensation represents noncash costs arise from the grant of stock-based awards to employees, consultants and directors. We believe that excluding the effect of stock-based compensation from Adjusted EBITDA assists management and investors in making period-to-period comparisons in our operating performance because (i) the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations, and (ii) such expenses can vary significantly between periods as a result of the timing of grants of new stock-based awards, including grants in connection with acquisitions. Additionally, we believe that excluding stock-based compensation from Adjusted EBITDA assists management and investors in making meaningful comparisons between our operating performance and the operating performance of other companies that may use different forms of employee compensation or different valuation methodologies for their stock-based compensation. Investors should note that stock-based compensation is a key incentive offered to employees whose efforts contributed to the operating results in the periods presented and are expected to contribute to operating results in future periods. Investors should also note that such expenses will recur in the future. (4) Change in fair value of contingent consideration represents the change in the put option on our common stock in connection with the Fexy Studios acquisition. (5) Liquidated damages (or interest expense related to accrued liquidated damages) represents amounts we owe to certain of our investors in private placements offerings conducted in fiscal years 2018 through 2020, pursuant to which we agreed to certain covenants in the respective securities purchase agreements and registration rights agreements, including the filing of resale registration statements and becoming current in our reporting obligations, which we were not able to timely meet. (6) Loss on impairment of assets represents certain assets that are no longer useful. (7) Employee restructuring payments represents severance payments to employees under employer restructuring arrangements and payments for the three months ended March 31, 2025 and 2024, respectively. Expand Forward-Looking Statements This Press Release of The Arena Group Holdings, Inc. (the 'Company,' 'we,' 'our,' and 'us') contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the 'Securities Act'), and Section 21E of the Securities Exchange Act of 1934, as amended (the 'Exchange Act'). Forward-looking statements relate to future events or future performance and include, without limitation, statements concerning our business strategy, future revenues and income from continuing operations, cost reductions, market growth, capital requirements, product introductions, expansion plans and the adequacy of our funding and our ability to alleviate the conditions that raise substantial doubt about our ability to continue as a going concern (as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on April 15, 2025 (the '2024 10-K') and in our other SEC filings and publicly available documents). Other statements contained in this Press Release that are not historical facts are also forward-looking statements. We have tried, wherever possible, to identify forward-looking statements by terminology such as 'may,' 'will,' 'could,' 'should,' 'expects,' 'anticipates,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and other stylistic variants denoting forward-looking statements. We caution investors that any forward-looking statements presented in this Press Release, or that we may make orally or in writing from time to time, are based on information currently available, as well as our beliefs and assumptions. The actual outcome related to forward-looking statements will be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control or ability to predict. Although we believe that our assumptions are reasonable, they are not guarantees of future performance, and some will inevitably prove to be incorrect. As a result, our actual future results can be expected to differ from our expectations, and those differences may be material. Accordingly, investors should use caution in relying on forward-looking statements, which are based only on known results and trends at the time they are made, to anticipate future results or trends. We detail other risks in our public filings with the Securities and Exchange Commission (the 'SEC'), including in Part I, Item 1A, Risk Factors, in the 2024 10-K and in the Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 (the 'Q1 10-Q'). The discussion in this Press Release should be read in conjunction with the consolidated financial statements and notes thereto included in Part II, Item 8 in the 2024 10-K and in the Q1 10-Q. This Press Release and all subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date of this Press Release except as may be required by law.
