Acquisition Overview - Zeta Global has reached a definitive agreement to acquire Marigold's enterprise software business [1, 19] - The total consideration is up to $325 million, with $200 million ($100 million in cash and $100 million in stock) paid at closing, and up to $125 million paid three months post-close subject to adjustments [25] - The acquisition is expected to close by the end of 2025 [25] Marigold's Enterprise Software Business - Marigold's enterprise software business includes Loyalty, Cheetah Digital, Selligent, Sailthru, Liveclicker, and Grow [19] - It serves 20 of the top 100 advertisers and over 100 global enterprise brands [19] - The acquired business has >90% subscription revenue in FY25 [17, 25] - The acquired business's cost of revenue (COR) was <30% in FY25 [17, 25] Financial Impact and Guidance - The transaction is expected to be accretive to Zeta's adjusted EBITDA and FCF in 2026 [25] - Expect ~$190 million revenue contribution in 2026 with mid- to high-teens adjusted EBITDA margin [25] - Zeta reaffirms its 3Q'25 revenue guidance of $327 million - $329 million, representing 22%-23% year-over-year growth [27] - Zeta reaffirms its FY'25 revenue guidance of $1,258 million - $1,268 million, representing 25%-26% year-over-year growth [27] - Zeta reaffirms its FY'25 Free Cash Flow guidance of $140 million - $144 million [27]
Zeta Global (NYSE:ZETA) Earnings Call Presentation