Vivid Seats(SEAT) - 2025 Q2 - Quarterly Results

Executive Summary Second Quarter 2025 Highlights Vivid Seats reported significant Q2 2025 declines in key financial metrics and initiated a $25 million cost reduction program Q2 2025 Key Financial Metrics vs. Q2 2024 (in millions): | Metric | Q2 2025 (millions) | Q2 2024 (millions) | Change | | :----------------- | :---------- | :---------- | :----- | | Marketplace GOV | $685.5 | $998.1 | -31% | | Revenues | $143.6 | $198.3 | -28% | | Net loss | $263.3 | $1.2 | -$262.1 | | Adjusted EBITDA | $14.4 | $44.2 | -$29.8 | - Announced a $25 million annualized cost reduction program, expected to be fully actioned by the end of 2025, to right-size the organization and drive long-term efficiency[1][3] Management Commentary Management noted challenging industry conditions, anticipating Q3 positive cash flow and strategic use of cost savings - CEO Stan Chia noted a "challenging industry backdrop" with "pressure on consumer spending coupled with continued competitive intensity in performance marketing channels"[3] - CFO Lawrence Fey stated the intention to "utilize a portion of the savings generated by our cost reduction program to be more competitive across key levers to stabilize top line as we look to 2026 and beyond"[4] - CFO anticipates "positive cash flow in the third quarter due to a combination of typical seasonality improvements and a belief that the degree of June's industry volume softness was atypical"[4] Key Operational and Financial Metrics Q2 2025 Performance Overview Vivid Seats experienced significant declines in key operational metrics for Q2 and H1 2025, reflecting challenging market conditions Key Business Metrics (in thousands): | Metric | Three Months Ended June 30, 2025 (thousands) | Three Months Ended June 30, 2024 (thousands) | Six Months Ended June 30, 2025 (thousands) | Six Months Ended June 30, 2024 (thousands) | | :---------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Marketplace GOV | $685,488 | $998,065 | $1,505,847 | $2,026,543 | | Marketplace orders | 2,173 | 3,097 | 4,469 | 5,974 | | Resale orders | 97 | 101 | 202 | 200 | | Adjusted EBITDA | $14,356 | $44,178 | $36,077 | $83,096 | Key Business Metrics Definitions This section defines key operational metrics like Marketplace GOV and orders, detailing event cancellation impacts - Marketplace GOV represents the total transactional amount of Marketplace orders processed, inclusive of fees, exclusive of taxes, and net of event cancellations[8] - Marketplace orders represent the total volume of Marketplace segment transactions processed on the online platform, net of event cancellations[8] - Resale orders represent the total volume of Resale segment transactions processed on a given platform, net of event cancellations[8] Financial Outlook Vivid Seats is not providing financial guidance for the year ending December 31, 2025, at this time - Vivid Seats is "not providing guidance for the year ending December 31, 2025 at this time"[10] Corporate Actions Reverse Stock Split Vivid Seats' Board approved a 1-for-20 reverse stock split for Class A and B common stock, effective August 5, 2025 - A 1-for-20 reverse stock split of Class A and Class B common stock was approved[11] - The reverse stock split is effective at 5:00 p.m. Eastern Time on August 5, 2025[11] - Class A common stock will begin trading on the Nasdaq Global Select Market on a split-adjusted basis under the existing ticker symbol "SEAT" on August 6, 2025[11] Company Information Webcast Details Vivid Seats hosted a webcast on August 5, 2025, to discuss Q2 2025 financial results and business updates - Vivid Seats hosted a webcast at 8:30 a.m. Eastern Time on August 5, 2025[12] - The live webcast and supplemental earnings presentation are available on the Vivid Seats Investor Relations website[12] About Vivid Seats Founded in 2001, Vivid Seats is a leading North American online ticket marketplace leveraging proprietary technology and a rewards program - Vivid Seats, founded in 2001, is a leading online ticket marketplace[13] - The company offers one of the widest selections of events and tickets in North America and an industry-leading Vivid Seats Rewards program[13] - Vivid Seats utilizes proprietary software and unique technology to drive the consumer and business ecosystem for live event ticketing[13] Forward-Looking Statements This section clarifies that the press release contains forward-looking statements subject to risks and uncertainties, with no obligation to update - The press release contains "forward-looking statements" subject to risks, uncertainties, and assumptions that can be difficult to predict and/or are outside of the company's control[14] - Important factors that could cause differences include the ability to generate cash flows, supply and demand of live events, adverse economic conditions, competition, and compliance with laws and regulations[14] - The company undertakes no obligation to update or revise any forward-looking statements, except as required by applicable law[14] Contacts Contact information for investor relations and media inquiries is provided - Investors contact: Kate Africk, Kate.Africk@vividseats.com[15] - Media contact: Julia Young, Julia.Young@vividseats.com[15] Condensed Consolidated Financial Statements Condensed Consolidated Balance Sheets Total assets decreased from $1,636,096 thousand to $1,149,268 thousand, primarily due to reductions in goodwill and deferred tax assets Condensed Consolidated Balance Sheets (in thousands): | Item | June 30, 2025 (thousands) | December 31, 2024 (thousands) | | :------------------------------------ | :-------------- | :---------------- | | Total assets | $1,149,268 | $1,636,096 | | Total liabilities | $803,109 | $1,022,061 | | Total shareholders' equity | $217,337 | $261,113 | | Cash and cash equivalents | $153,007 | $243,482 | | Goodwill – net | $649,418 | $943,119 | | Deferred tax assets – net | $1,260 | $77,967 | Condensed Consolidated Statements of Operations The statements show a substantial net loss for Q2 and H1 2025, driven by significant impairment charges and declining revenues Condensed Consolidated Statements of Operations (in thousands): | Item | Three Months Ended June 30, 2025 (thousands) | Three Months Ended June 30, 2024 (thousands) | Six Months Ended June 30, 2025 (thousands) | Six Months Ended June 30, 2024 (thousands) | | :------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Revenues | $143,566 | $198,316 | $307,589 | $389,168 | | Total costs and expenses | $475,291 | $190,434 | $643,635 | $360,614 | | Impairment charges | $320,449 | — | $320,449 | — | | Income (loss) from operations | $(331,725) | $7,882 | $(336,046) | $28,554 | | Net income (loss) | $(263,327) | $(1,221) | $(273,115) | $9,518 | Condensed Consolidated Statements of Cash Flows Net cash used in operating activities was $(53,908) thousand for H1 2025, a significant decrease from the prior year Condensed Consolidated Statements of Cash Flows (in thousands): | Item | Six Months Ended June 30, 2025 (thousands) | Six Months Ended June 30, 2024 (thousands) | | :------------------------------------------------ | :----------------------------- | :----------------------------- | | Net cash provided by (used in) operating activities | $(53,908) | $25,359 | | Net cash used in investing activities | $(11,665) | $(10,548) | | Net cash provided by (used in) financing activities | $(25,443) | $94,716 | | Net increase (decrease) in cash, cash equivalents, and restricted cash | $(90,662) | $107,991 | | Cash, cash equivalents, and restricted cash – end of period | $153,986 | $240,425 | Non-GAAP Financial Measures Adjusted EBITDA Reconciliation Adjusted EBITDA, a non-GAAP measure, significantly decreased in Q2 2025 to $14,356 thousand, primarily due to substantial impairment charges - Adjusted EBITDA is a non-U.S. GAAP financial measure used by analysts, investors, and management to evaluate operating results and make operating decisions, as it excludes items not reflective of ongoing business performance[22][23][24] Adjusted EBITDA Reconciliation (in thousands): | Item | Three Months Ended June 30, 2025 (thousands) | Three Months Ended June 30, 2024 (thousands) | Six Months Ended June 30, 2025 (thousands) | Six Months Ended June 30, 2024 (thousands) | | :------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net income (loss) | $(263,327) | $(1,221) | $(273,115) | $9,518 | | Income tax expense | $76,165 | $577 | $79,320 | $2,846 | | Interest expense – net | $5,634 | $5,324 | $11,299 | $10,406 | | Depreciation and amortization | $12,341 | $10,502 | $23,966 | $20,985 | | Impairment charges | $320,449 | — | $320,449 | — | | Adjustment of liabilities under TRA | $(149,172) | — | $(149,172) | — | | Adjusted EBITDA | $14,356 | $44,178 | $36,077 | $83,096 | - Impairment charges of $320,449 thousand in Q2 2025 were non-cash and related to goodwill and certain indefinite-lived intangible assets, triggered by recent declines in financial performance, near-term outlook, and Class A common stock price[25][26]