Financial Performance - For the three months ended March 31, 2025, total revenue increased by $2,874, or 9.9%, to $31,815 compared to $28,941 in the same period of 2024[148]. - Net income for the three months ended March 31, 2025, was $4,020 million, compared to a net loss of $103,358 million for the same period in 2024[168]. - Net income from continuing operations improved by $16,717 to $3,997, compared to a net loss of $12,720 in the prior period[147]. - Adjusted EBITDA for the three months ended March 31, 2025, was $9,710 million, a significant improvement from a loss of $848 million in the same period of 2024[168]. - Income from continuing operations was $3,997 million for the three months ended March 31, 2025, compared to a loss of $12,720 million in the same period of 2024[168]. Revenue and Profitability - Digital revenue increased by 10.3% to $31,608, driven by a $4,118 increase in performance marketing revenue and a $1,001 increase in publisher revenue[151]. - Gross profit for the same period was $15,669, an increase of $6,736, representing a 75.4% increase from $8,933 in 2024, with a gross profit percentage of 49.3% compared to 30.9% in 2024[148][149]. - The segment revenue for Finance increased by $1,829, primarily driven by an increase in performance marketing revenues[156]. - The segment gross profit increased to $18,552, up $3,661 from $14,891 in 2024, with notable increases in all segments[158]. Expenses and Costs - Operating expenses decreased by $8,577, or 50.8%, to $8,307, primarily due to reductions in headcount and consulting spend[148]. - Selling and marketing expenses decreased by $2,430, or 53.2%, to $2,134, representing 7% of revenues compared to 16% in 2024[153]. - General and administrative expenses decreased by $4,852, or 47.9%, to $5,283, representing 17% of revenues compared to 35% in 2024[154]. - Interest expense decreased by $1,335, or 30.8%, to $3,004, primarily due to lower amortization of debt costs and lower interest charges[164]. - Depreciation and amortization expenses were $2,166 million for the three months ended March 31, 2025, compared to $2,536 million for the same period in 2024[168]. - Stock-based compensation costs were $182 million for the three months ended March 31, 2025, down from $913 million in the same period of 2024[168]. Cash Flow and Working Capital - Net cash provided by operating activities for the three months ended March 31, 2025, was $3,662, compared to a net cash used of $1,965 in the same period of 2024[144]. - Cash and cash equivalents at the end of the period for March 31, 2025, were $2,902, down from $4,003 at the end of March 31, 2024[144]. - As of March 31, 2025, the working capital deficit was $80,622, a slight improvement from $82,022 as of December 31, 2024[143]. Discontinued Operations and Impairments - Total liabilities from discontinued operations were $96,056 as of March 31, 2025, following the discontinuance of the Sports Illustrated media business[140]. - The company recorded a loss on impairment of assets of $1,198 million for the three months ended March 31, 2024, with no such loss reported for the same period in 2025[168]. Strategic Developments - The company entered into a Membership Purchase Agreement to acquire 100% of TravelHost LLC for $1.0 million on May 12, 2025[125]. - The company is closely monitoring macroeconomic conditions, including inflation and geopolitical factors, which may adversely affect its business[126]. Taxation - The provision for income taxes increased to $286 million for the three months ended March 31, 2025, compared to $41 million for the same period in 2024, reflecting an increase of $245 million due to improved operating results[166]. Digital Advertising - For the three months ended March 31, 2025, digital advertising revenue decreased by approximately 4% compared to the same period in fiscal 2024[127]. - RPM increased by 20% to $22.21 for the three months ended March 31, 2025, up from $18.56 in the same period of 2024, driven by higher video advertising sales[131]. - Monthly average pageviews rose by 15% to 327,510,084 for the three months ended March 31, 2025, compared to 286,009,299 in the same period of 2024[131].

[Part I: Business and Risk Factors](index=7&type=section&id=Part%20I) This section details the company's business model, strategic verticals, intellectual property, and critical risk factors including legal proceedings and cybersecurity [Business Overview](index=7&type=section&id=Item%201.%20Business) The company operates as a technology-driven media entity managing content verticals in sports, lifestyle, and finance through its proprietary digital platform and partner network - The company operates as a media company using a proprietary technology platform to manage content verticals in sports, lifestyle, and finance[18](index=18&type=chunk) - Core owned and operated brands include Athlon Sports, TheStreet, The Spun, Parade, Men's Journal, and Autoblog[18](index=18&type=chunk)[33](index=33&type=chunk) - The company's platform supports over 150 independent Publisher Partners who create content and share in the generated revenue, benefiting from Arena's technology, scale, and monetization expertise[19](index=19&type=chunk)[20](index=20&type=chunk) - The business experiences significant seasonality, with the fourth quarter being the most profitable due to holiday advertising and major sports seasons, while the first quarter is the most challenging[49](index=49&type=chunk) [Business Strategy and Verticals](index=8&type=section&id=Business%20Strategy%20and%20Verticals) The company's strategy focuses on audience expansion, publisher acquisition, and partner growth across its Sports & Leisure, Finance, Lifestyle, and Platform verticals - Growth initiatives include expanding audience reach, improving revenue yield through technology and syndication, acquiring strong brands, and partnering with entrepreneurial publishers[24](index=24&type=chunk) - The Sports & Leisure vertical includes brands like Athlon Sports and The Spun[26](index=26&type=chunk) - The Finance vertical is anchored by TheStreet and the recently acquired Autoblog (September 2024)[31](index=31&type=chunk)[33](index=33&type=chunk) - The Lifestyle vertical features major brands such as Parade and Men's Journal[34](index=34&type=chunk)[35](index=35&type=chunk) [Intellectual Property and Human Capital](index=10&type=section&id=Intellectual%20Property%20and%20Human%20Capital) As of December 31, 2024, the company holds various intellectual properties including patents, copyrights, and trademarks, and employs 198 people Intellectual Property Holdings (as of Dec 31, 2024) | IP Type | Count | | :--- | :--- | | U.S. Issued Patents | 7 | | U.S. Copyright Registrations | ~1,300 | | Registered Domain Names | >1,200 | | U.S. Trademark Registrations | ~118 | | Foreign Trademark Registrations | 90 | - As of December 31, 2024, the company had a total of **198 employees**, with **190 full-time** and **8 part-time**[46](index=46&type=chunk) [Risk Factors](index=14&type=section&id=Item%201A.%20Risk%20Factors) The company faces critical risks including the Sports Illustrated license termination, going concern doubts, internal control weaknesses, and NYSE delisting threats - **Sports Illustrated License Termination:** The license to operate the Sports Illustrated media business was terminated by ABG, who is now seeking **$48.8 million** in damages, including a **$45.0 million** termination fee, and this loss is expected to materially harm the business[70](index=70&type=chunk)[71](index=71&type=chunk)[72](index=72&type=chunk) - **Going Concern Risk:** The company's financial condition, including recurring net losses (**$100.7 million** in FY2024) and a working capital deficit, raises substantial doubt about its ability to continue as a going concern[119](index=119&type=chunk)[120](index=120&type=chunk) - **Internal Control Weaknesses:** Management identified material weaknesses in internal control over financial reporting, specifically related to undocumented accounting policies and insufficient validation of third-party data[111](index=111&type=chunk)[245](index=245&type=chunk) - **NYSE Delisting Risk:** The company is not in compliance with NYSE American's minimum stockholders' equity requirements, and failure to regain compliance by April 2026 could result in the delisting of its common stock[144](index=144&type=chunk)[145](index=145&type=chunk) - The company faces risks from recent advances in Generative AI, which could reduce online traffic, enable unauthorized use of content, and harm revenue streams[74](index=74&type=chunk) [Cybersecurity](index=29&type=section&id=Item%201C.%20Cybersecurity) The company manages cybersecurity risks through a program overseen by the Audit Committee, involving regular assessments and incident response planning - The Audit Committee of the Board of Directors oversees the company's cybersecurity risk management processes[152](index=152&type=chunk) - The company engages third parties for risk assessments, penetration testing, and evaluations of security controls to identify and mitigate cyber risks[153](index=153&type=chunk)[154](index=154&type=chunk) - To date, no known cybersecurity threats or prior incidents have materially affected or are reasonably likely to materially affect the company's operations, business strategy, or financial condition[156](index=156&type=chunk) [Legal Proceedings](index=30&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in significant legal disputes, including a $48.8 million lawsuit from ABG and a $20 million claim from its former CEO - ABG Group filed a lawsuit seeking **$48.8 million** in damages for breach of contract related to the termination of the Sports Illustrated license[162](index=162&type=chunk) - The former CEO and Chairman filed a lawsuit seeking **$20 million** for claims including retaliation, breach of contract, and wrongful termination[160](index=160&type=chunk) - A lawsuit filed by the former President, Media was resolved through a confidential settlement agreement on November 15, 2024[159](index=159&type=chunk) [Part II: Financial Information](index=31&type=section&id=Part%20II) This section provides management's discussion and analysis of financial condition, results of operations, and internal controls, along with key financial metrics and liquidity information [Management's Discussion and Analysis (MD&A)](index=32&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) MD&A details a 12.3% revenue decline, improved gross margin, reduced operating expenses, and a $100.7 million total net loss, raising going concern doubts [Key Operating Metrics](index=32&type=section&id=MD%26A_Key_Operating_Metrics) Key operating metrics for FY2024 show a 9% increase in RPM to $23.31 but a 16% decrease in monthly average pageviews to 332.9 million Key Operating Metrics (2024 vs. 2023) | Metric | FY 2024 | FY 2023 | Change | | :--- | :--- | :--- | :--- | | Revenue per page view (RPM) | $23.31 | $21.35 | +9% | | Monthly Average Pageviews (millions) | 332.9 | 394.4 | -16% | - The increase in RPM was driven by a higher percentage of digital video advertising, which commands higher prices than display ads[177](index=177&type=chunk) - The decrease in monthly average pageviews was primarily caused by the shutdown of FanNation sites early in 2024[177](index=177&type=chunk) [Liquidity and Capital Resources](index=33&type=section&id=MD%26A_Liquidity_and_Capital_Resources) The company faces significant liquidity challenges with a $82.0 million working capital deficit and $121.3 million in debt, raising going concern doubts - **Going Concern Warning:** Management has determined that substantial doubt exists about the company's ability to continue as a going concern for the next year due to recurring net losses from continuing operations and a significant working capital deficit[181](index=181&type=chunk)[326](index=326&type=chunk) Financial Position (as of Dec 31, 2024) | Metric | Amount (in thousands) | | :--- | :--- | | Cash and cash equivalents | $4,362 | | Working capital deficit | ($82,022) | | Total debt obligations, gross | $121,342 | Cash Flow Summary (FY 2024) | Cash Flow Activity | Amount (in thousands) | | :--- | :--- | | Net cash used in operating activities | ($16,076) | | Net cash used in investing activities | ($5,175) | | Net cash provided by financing activities | $16,329 | [Results of Operations (FY2024 vs FY2023)](index=36&type=section&id=MD%26A_Results_of_Operations) FY2024 saw a 12.3% revenue decline to $125.9 million, but improved gross profit and operating income due to expense reductions, despite segment shifts Consolidated Results of Operations (Continuing Ops, in thousands) | Metric | 2024 | 2023 | % Change | | :--- | :--- | :--- | :--- | | Revenue | $125,907 | $143,630 | -12.3% | | Gross Profit | $55,718 | $55,273 | +0.8% | | Income (Loss) from Operations | $7,869 | ($17,460) | -145.1% | | Net Loss from Continuing Ops | ($7,667) | ($37,215) | -79.4% | | **Net Loss from Discontinued Ops** | **($93,043)** | **($18,367)** | **+406.6%** | | **Total Net Loss** | **($100,710)** | **($55,582)** | **+81.2%** | Revenue from Continuing Operations by Category (in thousands) | Category | 2024 | 2023 | | :--- | :--- | :--- | | Digital advertising | $93,008 | $106,282 | | Digital subscriptions | $7,800 | $11,956 | | Performance Marketing | $10,927 | $3,449 | | Print revenue | $1,073 | $9,507 | Segment Revenue (in thousands) | Segment | 2024 | 2023 | | :--- | :--- | :--- | | Sports & Leisure | $42,449 | $65,984 | | Finance | $27,734 | $29,638 | | Lifestyle | $39,865 | $36,836 | | Platform | $15,859 | $11,172 | - The decrease in Sports & Leisure revenue was driven by the cessation of publishing FanNation sites and the shutdown of Athlon Outdoor print operations[203](index=203&type=chunk) [Non-GAAP Measures: Adjusted EBITDA](index=40&type=section&id=MD%26A_Non-GAAP_Measures) Adjusted EBITDA more than doubled to $27.0 million in FY2024, driven by significant reductions in operating expenses Reconciliation of Net Loss to Adjusted EBITDA (in thousands) | Line Item | 2024 | 2023 | | :--- | :--- | :--- | | Net loss | ($100,710) | ($55,582) | | Loss from discontinued operations, net of tax | $93,043 | $18,367 | | Loss from continuing operations | ($7,667) | ($37,215) | | *Plus Adjustments...* | | | | **Adjusted EBITDA** | **$26,960** | **$13,175** | - Adjusted EBITDA is calculated by adjusting net loss for items such as interest, taxes, depreciation, amortization, stock-based compensation, and other non-recurring or non-cash items[215](index=215&type=chunk) [Controls and Procedures](index=46&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded internal controls over financial reporting were ineffective due to undocumented policies and insufficient third-party data validation, with remediation plans underway - Management concluded that internal control over financial reporting was **not effective** as of December 31, 2024[244](index=244&type=chunk)[111](index=111&type=chunk) - Material Weakness 1: Finance and accounting policies, including those for revenue recognition and expense recognition, have not been fully documented[245](index=245&type=chunk) - Material Weakness 2: The company did not maintain a sufficient system of internal controls to validate data provided by certain third-party service providers for print subscription management, advertising, and ad serving[251](index=251&type=chunk) - Remediation plans include hiring resources to document policies, obtaining and reviewing SOC 1 reports from third-party providers, and implementing additional controls for reviewing third-party agreements[246](index=246&type=chunk)[251](index=251&type=chunk) [Consolidated Financial Statements and Notes](index=59&type=section&id=Consolidated%20Financial%20Statements%20and%20Notes) This section presents the independent auditor's report, summary financial statements, and detailed notes on discontinued operations, debt, related party transactions, and segment performance [Independent Auditor's Report](index=60&type=section&id=Independent%20Auditor%27s%20Report) Auditors issued a going concern warning and identified critical audit matters regarding goodwill valuation and programmatic advertising revenue - The auditor's report includes a "Going Concern" paragraph, citing recurring net losses and a working capital deficit that raise substantial doubt about the company's ability to continue[283](index=283&type=chunk)[298](index=298&type=chunk) - A critical audit matter was the valuation of the company's **$42.6 million** in goodwill, which required subjective judgment in evaluating assumptions for revenue growth, operating margins, and discount rates[289](index=289&type=chunk)[290](index=290&type=chunk) - Another critical audit matter was the sufficiency of audit evidence for programmatic advertising and publisher revenue, due to the high volume of transactions dependent on third-party service providers[292](index=292&type=chunk)[293](index=293&type=chunk) [Financial Statements Summary](index=64&type=section&id=Financial%20Statements%20Summary) The company's financial position deteriorated in 2024 with decreased assets, increased stockholders' deficiency, and a $100.7 million net loss Consolidated Balance Sheet Data (in thousands) | Metric | Dec 31, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Total Assets | $116,352 | $188,878 | | Total Liabilities | $246,512 | $247,705 | | **Total Stockholders' Deficiency** | **($130,328)** | **($58,995)** | Consolidated Statement of Operations Data (in thousands) | Metric | Year Ended Dec 31, 2024 | Year Ended Dec 31, 2023 | | :--- | :--- | :--- | | Revenue | $125,907 | $143,630 | | Loss from Continuing Operations | ($7,667) | ($37,215) | | Loss from Discontinued Operations | ($93,043) | ($18,367) | | **Net Loss** | **($100,710)** | **($55,582)** | [Note 3: Discontinued Operations](index=87&type=section&id=Note%203%3A%20Discontinued%20Operations) This note details the $93.0 million loss from discontinued Sports Illustrated operations, including a disputed $45.0 million termination fee - The company discontinued the Sports Illustrated media business after the licensor, ABG, terminated the agreement on January 18, 2024[416](index=416&type=chunk) Loss from Discontinued Operations (FY 2024, in thousands) | Item | Amount | | :--- | :--- | | Revenue | $22,159 | | Total operating expenses | $100,057 | | *Including General & administrative* | *$45,907* | | *Including Loss on impairment of assets* | *$39,391* | | **Net loss from discontinued operations** | **($93,043)** | - Current liabilities from discontinued operations as of Dec 31, 2024, include a disputed royalty fee liability of **$3.75 million** and a disputed termination fee liability of **$45.0 million**[419](index=419&type=chunk)[420](index=420&type=chunk) [Notes 17 & 18: Debt (Simplify Loan & Term Debt)](index=98&type=section&id=Note%2017%20%26%2018%3A%20Debt%20%28Simplify%20Loan%20%26%20Term%20Debt%29) The company holds significant debt, including $110.4 million in Term Debt and a $10.7 million Simplify Loan, with a recent debt-to-equity conversion Term Debt Summary (as of Dec 31, 2024, in thousands) | Debt Instrument | Principal Balance | Carrying Value | | :--- | :--- | :--- | | Senior Secured Notes | $62,691 | $62,510 | | Delayed Draw Term Notes | $4,000 | $3,979 | | 2022 Bridge Notes | $36,000 | $35,947 | | 2023 Notes | $8,000 | $8,000 | | **Total Term Debt** | **$110,691** | **$110,436** | - The company has a working capital loan agreement with its principal stockholder, Simplify, for up to **$50 million**, with **$10.7 million** outstanding as of year-end[469](index=469&type=chunk) - In August 2024, **$15 million** of debt owed to Simplify was exchanged for **17,797,817 shares** of common stock[469](index=469&type=chunk)[484](index=484&type=chunk) - The company defaulted on a Term Debt interest payment in December 2023 but subsequently entered into a forbearance agreement and cured the default by year-end 2024[476](index=476&type=chunk) [Note 24: Related Party Transactions](index=113&type=section&id=Note%2024%3A%20Related%20Party%20Transactions) The company has critical related party transactions with its principal stockholder, Simplify, including significant financing and revenue contributions - Simplify became the majority stockholder (owning **71.4%**) following a **$12 million** private placement and a **$15 million** debt-for-equity swap in 2024[484](index=484&type=chunk)[485](index=485&type=chunk)[544](index=544&type=chunk) - The company recognized **$5.1 million** in digital advertising revenue from Living Essentials, LLC, an affiliate of Simplify[543](index=543&type=chunk) - In December 2023, Renew Group Private Limited, an affiliate of Simplify, purchased all notes and common stock held by the former principal stockholder, B. Riley, and assumed the role of agent for the company's Term Debt[546](index=546&type=chunk) [Note 26: Segment Reporting](index=115&type=section&id=Note%2026%3A%20Segment%20Reporting) The company reports across four segments: Sports & Leisure, Finance, Lifestyle, and Platform, with varying revenue and gross profit performance in FY2024 Segment Performance (FY 2024, in thousands) | Segment | Total Revenue | Segment Gross Profit | | :--- | :--- | :--- | | Sports & Leisure | $42,449 | $20,089 | | Finance | $27,734 | $18,348 | | Lifestyle | $39,865 | $24,656 | | Platform | $15,859 | $6,390 | | **Total** | **$125,907** | **$69,483** | - The company changed its reportable segments in 2024 to align with how the new CEO evaluates performance, focusing on segment gross profit by vertical, and prior period data has been re-cast[557](index=557&type=chunk)

Financial Performance - Arena Group achieved a net income of $4.0 million in Q3 2024, marking its first profitable quarter in history[1] - Revenue from continuing operations for Q3 2024 was $33.6 million, down from $37.0 million in Q3 2023[2] - Total operating expenses decreased by 51% to $8.9 million in Q3 2024, compared to $18.4 million in Q3 2023[2] - Adjusted EBITDA for Q3 2024 was $11.2 million, significantly up from $3.1 million in Q3 2023[2] Business Growth - The affiliate commerce business grew by 287% during the six months from Q2 to Q3 2024 compared to the same period last year[5] - Athlon Sports saw a 65% increase in audience traffic, reaching 231 million page views in Q3 2024[6] - TheStreet's affiliate commerce revenue increased by 396% in Q3 2024 compared to Q2 2024[6] - Arena's investment in first-party data enhances monetization and audience addressability, reaching over 100 million monthly users[4] Cost Management and Financial Strategy - The company plans to cut an expected $40 million in annual costs while focusing on growth and audience development[3] - Arena has extended the maturity on its line of credit and converted $15 million of debt to common equity[2] Asset and Liability Changes - Total assets decreased from $188,878 million on December 31, 2023, to $114,225 million on September 30, 2024, representing a decline of approximately 39.5%[15] - Current assets fell significantly from $90,399 million to $37,834 million, a decrease of about 58.2%[15] - Current liabilities increased from $236,021 million to $247,430 million, reflecting a rise of approximately 4.5%[15] - Total liabilities increased from $247,705 million to $251,536 million, reflecting a slight increase of about 1.5%[16] Stockholders' Equity and Deficits - The company reported a total stockholders' deficiency of $(137,479) million as of December 31, 2023, compared to $(58,995) million previously, indicating a worsening financial position[16] - The accumulated deficit grew from $(378,653) million to $(486,242) million, indicating a deterioration in retained earnings[16] Cash Flow and Receivables - Cash and cash equivalents decreased from $9,284 million to $5,773 million, a decline of about 37.1%[15] - Accounts receivable, net dropped from $31,676 million to $25,858 million, a decrease of approximately 18.4%[15] Other Financial Metrics - Operating lease right-of-use assets increased from $176 million to $2,421 million, a significant rise of approximately 1,275.6%[15] - The company has no Series H shares issued and outstanding as of September 30, 2024, while 1,981,128 common shares are issuable upon conversion[15]

Revenue Performance - For the three months ended September 30, 2024, digital advertising revenue decreased by approximately 19% compared to the same period in fiscal 2023[150] - For the nine months ended September 30, 2024, digital advertising revenue decreased by approximately 6% compared to the same period in 2023[150] - Total revenue for the three months ended September 30, 2024, decreased by $3,441, or 9.3%, to $33,555 compared to $36,996 for the same period in 2023[177] - For the nine months ended September 30, 2024, total revenue decreased by $9,807, or 9.9%, to $89,679 compared to $99,486 for the same period in 2023[188] - Digital revenue for the nine months ended September 30, 2024 was $88,129, down 3.9% from $91,711 in the same period of 2023, with significant declines in digital subscriptions and advertising revenue[190] Profitability Metrics - Gross profit for the three months ended September 30, 2024, increased by $3,043, or 21.8%, to $16,993, with a gross profit margin of 50.6% compared to 37.7% in the prior year[174] - Gross profit for the nine months ended September 30, 2024 was $36,644, a decrease of $851 from $37,495 in the prior year, with a gross profit percentage of 40.9% compared to 37.7%[188] - Net income from continuing operations improved to $4,778 for the three months ended September 30, 2024, compared to a net loss of $8,772 in the same period of 2023, marking a turnaround of $13,550[173] - The net loss from continuing operations improved to $14,880 for the nine months ended September 30, 2024, compared to a loss of $34,823 in the prior year, primarily due to a decrease in operating expenses[187] - The company recorded a net loss of $107,589 for the nine months ended September 30, 2024, an increase of 115.1% from a loss of $50,027 in the same period of 2023[187] Operating Expenses - Operating expenses for the three months ended September 30, 2024, decreased by $9,478, or 51.5%, to $8,939, primarily due to reductions in selling and marketing expenses[172] - General and administrative expenses for the three months ended September 30, 2024 were $6,023, down 44.9% from $10,940 in the same period of 2023, primarily due to decreases in stock-based compensation and payroll expenses[182] - Selling and marketing expenses for the nine months ended September 30, 2024, were $10,326, a decrease of 46.1% from $19,173 in the same period of 2023[194] - General and administrative expenses for the nine months ended September 30, 2024, totaled $24,790, down 30.2% from $35,516 in the prior year[195] - Total selling and marketing costs decreased primarily due to a reduction in payroll and employee benefits costs of $4,380 due to restructuring activities[194] Cash Flow and Working Capital - As of September 30, 2024, the working capital deficit was $209,596, compared to $145,622 as of December 31, 2023[166] - For the nine months ended September 30, 2024, net cash used in operating activities was $7,507, a significant decrease from $22,265 in the same period of 2023, reflecting improved cash flow management[168] - Cash, cash equivalents, and restricted cash at the end of the period were $5,773, down from $7,290 at the end of September 30, 2023[168] - Net cash provided by financing activities for the nine months ended September 30, 2024, was $6,815, a decrease from $18,649 in the same period of 2023[170] Other Financial Metrics - RPM for the three months ended September 30, 2024, was $24.69, reflecting a 5% increase from $23.41 in the same period of 2023[155] - RPM for the nine months ended September 30, 2024, was $22.27, reflecting a 14% increase from $19.60 in the same period of 2023[155] - Monthly average pageviews for the three months ended September 30, 2024, were 301,721,996, a 22% decrease from 388,410,170 in the same period of 2023[156] - Monthly average pageviews for the nine months ended September 30, 2024, were 332,312,606, a 13% decrease from 380,578,813 in the same period of 2023[156] - Other digital revenue increased by $5,232, or 480.9%, to $6,320 for the three months ended September 30, 2024, driven by the expansion in e-commerce revenue[177] - Other digital revenue increased by $6,469 to $9,327 for the nine months ended September 30, 2024, driven by the expansion in e-commerce revenue[191] Debt and Interest - Interest expense decreased by $883, from $4,042 in the three months ended September 30, 2023 to $3,159 in the same period of 2024, reflecting a reduction in debt[185] - Interest expense for the nine months ended September 30, 2024, was $11,747, a decrease of 11.2% from $13,225 in the same period of 2023[196] Discontinued Operations - The company recorded a loss from discontinued operations of $92,709 for the nine months ended September 30, 2024[165] - The net loss from discontinued operations for the nine months ended September 30, 2024, was $92,709, compared to $15,204 in the same period of 2023[202] Accounting and Regulatory - Recent accounting pronouncements have been adopted as of the date of the report[205] - The company is classified as a "smaller reporting company" under SEC Regulation S-K, thus certain market risk disclosures are not applicable[206]

Core Insights - Verizon Business has expanded its partnership with Monumental Sports & Entertainment (MSE) to enhance cyber resiliency and security optimization across MSE's sports and entertainment properties [1][4] - The partnership includes services such as Rapid Response Retainer (RRR), Managed Security Information and Event Management (MSIEM), and Cyber Security Incident Response Team services [1][3] Group 1: Partnership Details - The collaboration aims to maintain MSE's leadership in cyber security and includes properties like the NHL's Washington Capitals and the NBA's Washington Wizards [1][2] - Verizon's Cyber Security Solutions team will provide customized risk assessments and breach simulations to help MSE create a secure IT environment [2][3] Group 2: Industry Context - Sports organizations are increasingly targeted by cyber threats, necessitating proactive measures to address network security gaps [4] - Building a robust defense is essential for safeguarding sensitive fan data and ensuring operational continuity [4] Group 3: Company Overview - Verizon Communications Inc. generated revenues of $134.0 billion in 2023 and serves nearly all Fortune 500 companies [5] - Monumental Sports & Entertainment is recognized as a leading sports and entertainment entity in America, focusing on delivering extraordinary experiences [6]

Core Viewpoint - Arena Investors expresses significant concerns regarding Terra Property Trust's lack of transparency and responsiveness to investor inquiries, particularly in light of the repeated downgrades of its notes due in 2026 [1][2][4]. Group 1: Rating and Performance - The 6.00% notes due 2026 were initially rated BBB- by Egan-Jones Rating Company at the time of Arena's purchase in June 2021, but have since been downgraded to B as of May 31, 2024 [2][3]. - Non-Performing Loans for Terra have increased alarmingly from $89 million in June 2023 to $192 million in June 2024, indicating a significant deterioration in performance [3]. Group 2: Communication and Engagement - Arena has made multiple requests for information over nearly one year, but Terra has not responded to any inquiries or provided necessary updates, undermining investor confidence [4][5]. - Since November 20, 2023, Terra has refused to engage in one-on-one investor calls, citing ongoing evaluations of a direct listing or conversion to a non-traded REIT, yet no progress has been reported [4]. Group 3: Potential Actions - In response to the lack of engagement from Terra, Arena is considering forming an ad hoc group of noteholders to protect their rights and evaluate further necessary actions [2][4].

Corporate Actions - The Company authorized the sale and issuance of 17,797,817 shares of common stock in a private placement [3]. - The purchase price for the shares is set at $15,000,000, which will be paid through a reduction of the outstanding principal balance of a Demand Promissory Note [4]. - The completion of the sale and purchase of the shares (the "Closing") is scheduled to occur as soon as practicable following the satisfaction of specified conditions [4]. - The Shares will be duly authorized and, when issued, will be fully paid and nonassessable [14]. Financial Condition - The consolidated financial statements filed with the SEC complied with applicable rules and regulations and fairly present the financial position of the Company [11]. - Since June 30, 2024, there has been no material adverse change in the Company's financial condition or results of operations [19]. - The Company has not declared or paid any dividend or distribution on its capital stock since June 30, 2024 [19]. - The Company has filed all necessary federal, state, local, and foreign income and franchise tax returns and has paid or accrued all taxes shown as due thereon [27]. - The Company has no knowledge of any tax deficiencies that have been or might be asserted against it by any taxing jurisdiction [27]. Compliance and Governance - The Company is not in violation of its certificate of incorporation or bylaws and is conducting its business in compliance with applicable laws [18]. - No consent or approval from any governmental authority is required for the consummation of the transactions contemplated by this Agreement [17]. - The Company is in compliance with all applicable requirements of the Sarbanes-Oxley Act of 2002, with no material adverse effects reported [37]. - The Company has established and maintains effective disclosure controls and procedures to ensure material information is communicated to its principal executive and financial officers [30]. - The Company has complied with SEC rules regarding "bad actor" disqualifications, confirming no Covered Person is subject to disqualification events, except as specified under Rule 506(d)(2) or (d)(3) [44]. Insurance and Intellectual Property - The Company maintains insurance that it believes is adequate for its business, covering all real and personal property against theft, damage, and destruction [27]. - The Company has ownership or legal rights to all necessary intellectual property used in its business, and believes it has taken reasonable steps to protect these rights [21]. Market and Stock Information - The Company's common stock is registered under the Securities Exchange Act and is listed on the NYSE American, with no current non-compliance issues reported [25]. - The Company has not received any notices regarding non-compliance with listing requirements from the Principal Market [25]. - The Company aims to maintain the automated quotation of its Common Stock on the Principal Market or an alternative listing on Nasdaq or NYSE [67]. Purchaser Information - The Purchaser is acquiring the Shares for its own account and not for resale in connection with any public offering, maintaining the right to dispose of the Shares at any time [47]. - The Purchaser acknowledges that the Shares have not been registered under the Securities Act and must be held indefinitely unless a subsequent disposition is registered or exempt [48]. - The Purchaser is an "accredited investor" as defined in Rule 501(a) of the Securities Act [54]. - The Purchaser has independently evaluated the merits of the transactions and has had the opportunity to ask questions and receive answers from the Company [57]. - The Purchaser agrees not to engage in any short sale of the Company's voting stock or any hedging transaction involving the Company's securities [58]. Agreement Terms - The Company's obligation to issue and sell the Shares is contingent upon the Purchaser delivering the Purchase Price of $15,000,000 in the form of a reduction of the outstanding principal balance of the Note [64]. - The Company will use reasonable efforts to file all required reports with the SEC in a timely manner to enable the Purchaser to sell the Shares without registration [66]. - The Purchaser will not receive any material non-public information unless a confidentiality agreement is executed [68]. - The Agreement is governed by the laws of the State of New York and the federal laws of the United States [69]. - The Company and the Purchaser will bear their own expenses and legal fees related to the Agreement [72]. - All covenants, agreements, representations, and warranties made by the Company and the Purchaser will survive the execution of the Agreement [75]. - The Agreement may be executed by facsimile or electronic signature and in multiple counterparts [75]. - The Purchaser's address for notice is 38955 Hills Tech Drive, Farmington Hills, MI 48331 [77].

Financial Performance - For the three months ended June 30, 2024, digital advertising revenue decreased by 10.0% compared to the same period in fiscal 2023, while for the six months ended June 30, 2024, it increased by 3.2% compared to the same period in 2023 [160]. - Total revenue for the three months ended June 30, 2024, decreased by $6,889, or 20.2%, to $27,183 compared to $34,072 for the same period in 2023, driven by declines in both print and digital revenue [186]. - Digital advertising revenue decreased by 10.0% to $20,718 for the three months ended June 30, 2024, down from $23,019 in the prior year [187]. - The company recorded a net loss from continuing operations of $6,938 for the three months ended June 30, 2024, an improvement of $4,589 compared to a loss of $11,527 in the same period of 2023 [181]. - The net loss from continuing operations improved to $19,658 for the six months ended June 30, 2024, compared to a loss of $26,051 in the prior year, reflecting an improvement of $6,393 [197]. - Total revenue for the six months ended June 30, 2024 was $56,124, a decrease of $6,366 or 10.2% from $62,490 in the same period of 2023 [199]. Revenue and Expenses - RPM for the three and six months ended June 30, 2024, was $22.90 and $21.22, respectively, reflecting increases of 9% and 21% compared to the same periods in 2023 [162]. - Gross profit for the three months ended June 30, 2024, was $10,718, down from $13,217 in the prior year, reflecting a decrease of $2,499 [183]. - Operating expenses for the three months ended June 30, 2024, totaled $13,296, a reduction of $6,274 compared to $19,570 in the same period of 2023 [181]. - The gross profit for the six months ended June 30, 2024 was $19,651, a decrease of $3,894 or 16.5% from $23,545 in the prior year [199]. - Selling and marketing expenses for the three months ended June 30, 2024 were $3,751, down $3,153 or 45.7% from $6,904 in the prior year [191]. - General and administrative expenses decreased to $8,632 for the three months ended June 30, 2024, a reduction of $2,969 or 25.6% from $11,601 in the same period last year [193]. Cash Flow and Working Capital - As of June 30, 2024, the company incurred a net loss from continuing operations of $19,658 and had cash on hand of $6,085 with a working capital deficit of $231,579 [166]. - For the six months ended June 30, 2024, the net cash used in operating activities was $5,161, a decrease from $16,400 in the same period of 2023, primarily due to reduced cash paid to employees and vendors [176]. - The company has $12,252 available for additional use under its working capital loan with Simplify, with an outstanding balance of $12,748 as of June 30, 2024 [169]. - As of June 30, 2024, the company reported a working capital deficit of $231,579, an increase from $145,622 as of December 31, 2023, with current assets of $35,352 and current liabilities of $266,931 [175]. Strategic Initiatives - The company plans to refinance or modify the terms of its current debt, complete a Business Combination, or explore alternative structures to address substantial doubt about its ability to continue as a going concern [168]. - The company operates more than 360 Publisher Partners across key verticals, leveraging its Platform to enhance audience engagement and monetization [151]. - The company is focused on adding new Publisher Partners in key verticals to expand the scale of unique users interacting on the Platform [152]. - The company has experienced significant growth in digital advertising revenue, which is critical for its overall business performance [160]. Accounting and Compliance - The company has appointed KPMG LLP as its independent registered public accounting firm, effective immediately [156]. - Management's financial analysis is based on GAAP-compliant condensed consolidated financial statements, with estimates that may differ from actual results [223]. - No material changes to critical accounting policies and estimates compared to the previous Annual Report for the year ended December 31, 2023 [224]. - Recent accounting pronouncements are discussed in the notes to the condensed consolidated financial statements [225]. - Market risk disclosures are not applicable to smaller reporting companies as defined by SEC regulations [226]. Impairments and Other Costs - The company recognized a loss on impairment of assets of $39,391 related to discontinued operations for the six months ended June 30, 2024 [172]. - Total liabilities from discontinued operations amounted to $97,516, offset by total assets of $1,014 as of June 30, 2024 [172]. - Stock-based compensation costs decreased significantly by $2,135 or 76.5% to $656 for the six months ended June 30, 2024 [204]. - Liquidated damages recorded were $152 for the six months ended June 30, 2024, a decrease of 50.0% from $304 in the same period of 2023 [212]. - Employee retention credit refers to payroll-related tax credits under the Cares Act [221]. - Employee restructuring payments include severance payments for restructuring arrangements for the periods ended June 30, 2024, and 2023 [222].

Core Insights - Safe and Green Development Corporation (SG Devco) has successfully closed a strategic purchase agreement for funding of up to $10 million from Arena Investors, LP, which is expected to accelerate SG Devco's growth and enhance its real estate development capabilities [1][2] - The initial funding amount is $1.38 million, with access to subsequent tranches potentially increasing the total to $10.27 million, subject to various conditions [2][6] - SG Devco has also entered into an equity line of credit purchase agreement with Arena Business Solutions, allowing the company to potentially raise up to $50 million [2][6] Company Overview - SG Devco is a real estate development company formed in 2021, focusing on innovative and sustainable projects using prefabricated modules made from wood and steel [3] - The company aims to develop strong, green, single or multifamily projects across various income and asset classes [3] - SG Devco's subsidiary, Majestic World Holdings LLC, has created a real estate AI platform to decentralize the real estate marketplace, integrating various stakeholders into an AI-driven environment [3] Arena Investors Overview - Arena Investors is an institutional asset manager with approximately $3.5 billion in assets under management, known for providing creative capital solutions [4] - The firm has a global presence with over 180 employees and specializes in complex financial transactions that traditional banks may not address [4]

Core Viewpoint - Snap Inc. is launching Snap Sports Network, a virtual arena for Snapchat users to engage in competitive games, targeting its large audience of sports viewers [1][2]. Group 1: Snap Sports Network Launch - Snap Sports Network will feature games like hobby horsing and professional pillow fighting, introduced by popular creators [1]. - The network will consist of six episodes airing from July 19 to August 9, with special AR Lenses available for users [1]. Group 2: User Engagement and DAU Growth - Snapchat's DAU reached 422 million at the end of Q1 2024, reflecting a 10.2% year-over-year increase, with an addition of 39 million DAU [3]. - The Zacks Consensus Estimate projects global DAU for 2024 at 443.31 million, indicating a year-over-year growth of 7.04% [3]. - New features aimed at personalization include customizable Snap Map houses and quick snap options with varying durations [3]. Group 3: Safety Features and Competition - Snapchat has introduced new safety features, including in-app warnings and enhanced friending protections, to safeguard users from online harms [4]. - The company faces significant competition from Meta Platforms, Alphabet's YouTube, and Apple, which may impact its market position [4]. Group 4: Stock Performance and Financial Outlook - SNAP shares have decreased by 13.9% year-to-date, underperforming compared to the Zacks Computer and Technology sector's growth of 21.5% [5]. - The Zacks Consensus Estimate for SNAP's Q2 2024 earnings per share is 2 cents, with the 2024 earnings estimate at 24 cents per share, reflecting a slight increase [7]. Group 5: Advertising Revenue Strategy - Snap's transition to automated programmatic auctions for Snap Ads is expected to enhance advertising revenues and drive ad impressions [6].