Vivid Seats(SEAT) - 2025 Q3 - Quarterly Report

Financial Performance - Total revenues for Q3 2025 were $136.4 million, a decrease of 27% compared to $186.6 million in Q3 2024[19]. - Net loss for Q3 2025 was $19.7 million, compared to a net income of $9.2 million in Q3 2024[21]. - For the nine months ended September 30, 2025, Vivid Seats Inc. reported a net loss of $292.828 million, compared to a net income of $18.716 million for the same period in 2024[29]. - Net income for the quarter was $5,296,000, showing a significant increase compared to the previous period[24]. - The company reported a loss from operations of $22.8 million for the three months ended September 30, 2025, compared to income from operations of $10.8 million for the same period in 2024[53]. - For the three months ended September 30, 2025, Vivid Seats reported a net loss of $19.713 million compared to a net income of $9.196 million in the same period of 2024, representing a significant decline[164]. - The net income attributable to Class A common stockholders for the nine months ended September 30, 2025, was a loss of $154.143 million, down from a profit of $10.311 million in 2024[164]. Assets and Liabilities - Total current assets decreased to $233.9 million as of September 30, 2025, down from $345.2 million as of December 31, 2024[16]. - Total liabilities decreased to $771.6 million as of September 30, 2025, compared to $1.0 billion as of December 31, 2024[16]. - The company’s total assets decreased to $1.1 billion as of September 30, 2025, down from $1.6 billion as of December 31, 2024[16]. - Cash and cash equivalents decreased to $145.1 million as of September 30, 2025, from $243.5 million as of December 31, 2024[16]. - The company’s accumulated deficit increased to $1.1 billion as of September 30, 2025, compared to $930.2 million as of December 31, 2024[16]. Impairment and Expenses - The company reported a significant impairment charge of $320.4 million for the nine months ended September 30, 2025[19]. - The company incurred impairment charges of $320.449 million during the nine months ended September 30, 2025[29]. - Goodwill, net, decreased to $648.6 million as of September 30, 2025, from $943.1 million at the end of 2024, primarily due to a non-cash impairment expense of $297.4 million recognized in Q2 2025[62]. - A non-cash impairment expense of $23.0 million was recognized for certain indefinite-lived trademarks during the three and nine months ended September 30, 2025, following a quantitative impairment test[72]. Revenue Breakdown - For the three months ended September 30, 2025, Marketplace revenues were $104.8 million, a decrease of 31.3% from $152.7 million in the same period of 2024[43]. - Resale revenues for the three months ended September 30, 2025, were $31.5 million, down from $34.0 million in the same period of 2024, representing a decline of 7.4%[44]. - The contribution margin for the three months ended September 30, 2025, was $36.1 million, down from $67.7 million in the same period of 2024, representing a decline of 46.6%[53]. Stock and Equity - Issuances of Class A common stock totaled 16,563 shares during the quarter[24]. - The company experienced a repurchase of Class A common stock amounting to $2,929,000, demonstrating a commitment to shareholder value[24]. - The company repurchased Class A common stock amounting to $18.292 million during the nine months ended September 30, 2025[29]. - The company authorized a share repurchase program for up to $100.0 million of Class A common stock on February 29, 2024[116]. - As of September 30, 2025, $59.1 million remained available for future repurchases under the Share Repurchase Program[118]. Tax and Compliance - For the nine months ended September 30, 2025, Vivid Seats recorded an income tax benefit of $9.2 million and an income tax expense of $70.1 million[134]. - The total Tax Receivable Agreement (TRA) payment obligation was estimated at $155.7 million as of September 30, 2025, with $5.9 million deemed probable[139]. - The company was in compliance with all debt covenants related to the 2025 First Lien Loan and the 2024 First Lien Loan as of September 30, 2025[97]. Corporate Structure and Changes - The company entered into a Corporate Simplification Agreement on October 19, 2025, aimed at simplifying its corporate structure, which included the merger of three Blocker Corporations into wholly owned subsidiaries[166]. - The Corporate Simplification involved the exchange of all Class B common stock for Class A common stock, resulting in the cancellation of all outstanding Class B shares[168]. - The company issued an aggregate of 403,022 shares of Class A common stock to the TRA Parties as part of the Corporate Simplification[168].