
PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) Unaudited Q2 2025 financials show total assets decreased to $358.1 million, a net loss of $19.3 million, and $35.1 million net cash used in operations Consolidated Balance Sheets Total assets decreased to $358.1 million by June 30, 2025, from $402.0 million, primarily due to reduced cash and cash equivalents Consolidated Balance Sheet Summary (in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Assets | | | | Cash and cash equivalents | $120,553 | $159,169 | | Total current assets | $195,855 | $227,507 | | Total assets | $358,072 | $401,954 | | Liabilities & Equity | | | | Accounts payable | $111,414 | $81,939 | | Total current liabilities | $215,438 | $224,861 | | Total liabilities | $226,867 | $239,222 | | Total stockholders' equity | $131,205 | $162,732 | Consolidated Statements of Operations Q2 2025 net revenue decreased to $282.3 million, yet net loss improved to $19.3 million from $42.6 million in Q2 2024, primarily due to reduced operating expenses Q2 2025 vs Q2 2024 Performance (in thousands, except per share data) | Metric | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Net revenue | $282,251 | $398,104 | | Gross profit | $66,969 | $80,168 | | Operating loss | $(17,880) | $(47,001) | | Net loss attributable to stockholders | $(19,313) | $(42,578) | | Diluted net loss per share | $(0.34) | $(0.93) | Six Months 2025 vs 2024 Performance (in thousands, except per share data) | Metric | Six Months 2025 | Six Months 2024 | | :--- | :--- | :--- | | Net revenue | $513,999 | $780,385 | | Gross profit | $125,101 | $154,527 | | Operating loss | $(41,427) | $(104,526) | | Net loss attributable to stockholders | $(59,225) | $(116,506) | | Diluted net loss per share | $(1.07) | $(2.55) | Consolidated Statements of Cash Flows Net cash used in operating activities for H1 2025 improved to $35.1 million from $110.5 million, with investing activities using $20.2 million and financing providing $16.7 million Six Months Ended June 30 Cash Flow Summary (in thousands) | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(35,092) | $(110,502) | | Net cash used in investing activities | $(20,188) | $(3,308) | | Net cash provided by (used in) financing activities | $16,718 | $(2,597) | | Net decrease in cash | $(38,562) | $(116,407) | Notes to Unaudited Consolidated Financial Statements The notes detail accounting policies and key events, including brand acquisitions and sales, along with significant stock issuance and repurchase activities - Acquired the buybuy BABY brand and related intellectual property for a total purchase price of $7.1 million, allocated to indefinite-lived trade names43 - Sold the Zulily brand rights for $5.0 million, receiving $1.25 million upfront and retaining a 25% ownership stake in the new entity, Zulily Newco44 - Sold certain intellectual property related to Bed Bath & Beyond trademarks in Canada and the UK for $5.0 million, recognizing the full amount as a gain45 - Sold 4,331,713 shares of common stock through its "at the market" sales agreement, raising $24.2 million in net proceeds during the first six months of 202562 - Repurchased $1.3 million of its common stock at an average price of $3.92 per share during Q2 2025, with $68.6 million remaining under the current authorization63 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management attributes Q2 2025 revenue decline to decreased orders, with improved gross margin and reduced operating expenses leading to a smaller operating loss Results of Operations Q2 2025 net revenue fell 29.1% to $282.3 million, with gross margin improving to 23.7% and operating expenses decreasing, resulting in a lower operating loss of $17.9 million Q2 2025 vs Q2 2024 Revenue and Gross Profit (in thousands) | Metric | Q2 2025 | Q2 2024 | % Change | | :--- | :--- | :--- | :--- | | Net revenue | $282,251 | $398,104 | (29.1)% | | Gross profit | $66,969 | $80,168 | (16.5)% | | Gross margin | 23.7% | 20.1% | +360 bps | - The decrease in net revenue was primarily due to a 34% decrease in orders delivered, partially offset by a 7% increase in average order value95 Operating Expenses as a % of Net Revenue | Expense Category | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Sales and marketing | 13.5% | 16.7% | | Technology | 8.2% | 6.9% | | General and administrative | 5.0% | 4.7% | | Customer service and merchant fees | 3.3% | 3.8% | Liquidity and Capital Resources The company's cash and cash equivalents were $120.6 million, with $35.1 million cash used in operations and $16.7 million provided by financing activities, primarily from stock sales - Cash and cash equivalents decreased to $120.6 million at June 30, 2025, from $159.2 million at December 31, 202492128 - Net cash used in operating activities for the first six months of 2025 was $35.1 million131133 - Net cash provided by financing activities was $16.7 million, primarily due to $24.2 million in net proceeds from the sale of common stock, offset by $6.5 million in debt payments131137 - As of June 30, 2025, the company had $131.4 million remaining available under its "at the market" sales program130 Item 3. Quantitative and Qualitative Disclosures About Market Risk The company faces market risks from interest rates, foreign currency, inflation, and securities values, with investment risk noted in its $71.6 million portfolio, particularly Level 3 inputs - The company's exposure to foreign currency risk is not currently significant as most sales and expenses are denominated in U.S. dollars146 - The company acknowledges inflationary pressures on costs but believes the effects on historical results have been immaterial147 - As of June 30, 2025, the company held $71.6 million in equity securities, with $22.8 million in debt securities and $14.4 million in equity securities valued using complex Level 3 inputs, posing investment risk148 Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes to internal control over financial reporting during the quarter - Based on an evaluation as of the end of the period, the principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective at the reasonable assurance level149 - No changes in internal control over financial reporting occurred during the quarter ended June 30, 2025, that have materially affected, or are reasonably likely to materially affect, internal controls151 PART II. OTHER INFORMATION Item 1. Legal Proceedings The company is periodically involved in various legal proceedings, the uncertain outcomes of which could materially affect the business, though no specific material proceedings are detailed for the current period - The company is periodically involved in litigation concerning consumer protection, employment, intellectual property, and other commercial matters, the outcomes of which are uncertain and could materially affect the business154 Item 1A. Risk Factors A key risk factor is that tariffs or trade barriers on products sourced from China could increase prices, reduce consumer demand, and adversely affect financial results - A key risk factor is that tariffs, trade barriers, or other restrictions on products sourced from China and other countries could increase prices, reduce consumer demand, and have a material adverse effect on the business157 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds During Q2 2025, the company repurchased 332,694 shares of common stock at an average price of $3.92 per share, with $68.6 million remaining for future repurchases Common Stock Repurchases for Q2 2025 | Period | Total Shares Purchased | Average Price Paid per Share | Approximate Dollar Value Remaining for Repurchase | | :--- | :--- | :--- | :--- | | April 1 - 30 | — | $— | $69,884,000 | | May 1 - 31 | 332,694 | $3.92 | $68,572,000 | | June 1 - 30 | — | $— | $68,572,000 | Item 5. Other Information During Q2 2025, no director or officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement - During Q2 2025, no director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement"164 Item 6. Exhibits This section lists exhibits filed with Form 10-Q, including various agreements, officer certifications, and financial statements in Inline XBRL format