Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Indicate by check mark whether the registrant
is an emerging growth company as defined in in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by checkmark
if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ☐
On August 11, 2026, ACCESS
Newswire Inc. (the “Company”) issued a press release reporting the Company’s results for the three and six months ended
June 30, 2026. The press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
The information in Item
2.02 of this report, including the press release attached as Exhibit 99.1, is furnished and shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
Furthermore, such information shall not be deemed to be incorporated by reference into the filings of the registrant under the Securities
Act of 1933, as amended.
Pursuant to the requirements
of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto
duly authorized.
Exhibit 99.1
ACCESS Newswire
Reports Second Quarter 2026 Results
Average ARR and cashflow from operations
continue to increase over PY, as Adjusted EBITDA remains positive
| |
· |
Average ARR for subscriptions per customer at the end of Q2 2026 increased to $12,718, up from $11,039 at the end of Q2 2025 |
| |
· |
Q2 2026 Adjusted EBITDA was $642,000 compared to $836,000 for Q2 2025 |
| |
· |
Q2 2026 revenue increased to $5.6M compared to $5.3M in Q1 2026 and consistent with Q2 2025 |
| |
· |
Gross margin decreased to 73% compared to 76% in Q2 2025 |
| |
· |
Cash flow from operations was $173,000 compared to $871,000 in Q1 2026 and $135,000 in Q2 2025 |
RALEIGH, NC / ACCESS
Newswire / ACCESS Newswire Inc. (NYSE American:ACCS), a leading business communications company, today reported its operating results
for the three and six months ended June 30, 2026.
“As we enter the
second half of the year, we continue to lay the groundwork for long-term growth at ACCESS. We’re encouraged by the momentum from our Social
Monitoring platform and Insight & Analytics Report, two new products we released in the last 90 days. As we focus on product innovation,
we are on track to release several more product enhancements before year-end. Our sales and marketing efforts are working to turn that
innovation into customer and revenue growth in our subscription business,” said Brian R. Balbirnie, ACCESS Newswire’s Founder
and Chief Executive Officer. “We believe we have entered a new phase of the business communications marketplace, as we deliver one
of the most comprehensive Investor Relations and Public Relations platforms in the industry. We are confident in our ability to continue
strengthening our competitive position.”
Mr. Balbirnie added,
“We executed well on our operational goals for this quarter. First, we continued our buyback of common shares, with aggregate repurchases
totaling 62,000 for approximately $0.5 million at quarter-end. Second, we increased our investment in sales and marketing this quarter
as we believe our industry is positioned for renewed growth and we intend to have the team capture it. Third, we drove operational efficiencies
across the business by reducing general and administrative expenses by 23% for the quarter and have implemented initiatives to bring down
costs of revenues by approximately $150 thousand in the back half of the year.”
Second Quarter 2026 Highlights:
| |
· |
Revenue - Total revenue for Q2 2026 was $5.6M, an increase of 5% compared to $5.3M in Q1 2026 and consistent with Q2 2025. The increase in revenue compared to the prior quarter is primarily due to a 10% increase in volume from our core press release business due to the seasonal nature of press release volume being lower during the first quarter. Core press release revenue for Q2 2026 increased 2% compared to Q2 2025, however was offset by lower revenue from our webcasting business, due to less virtual annual meetings and activity from resellers, and lower revenue from our ProPlan product. |
| |
|
|
| |
· |
Gross Margin - Gross margin for Q2 2026 was $4.1M, or 73% of revenue, compared to $4.0M, or 74% of revenue, in Q1 2026 and $4.3M, or 76% of revenue in Q2 2025. The decrease in gross margin is primarily due to an increase in press release distribution costs due to a combination of new partners, increased prices from current partners and additional usage under variable contracts. |
| |
|
|
| |
· |
Operating Loss - Operating loss was $0.3M for
Q2 2026, an increase compared to $0.2M in Q2 2025, primarily due to the decrease in gross margin. However, total operating expenses
decreased slightly to $4.4M from $4.5M as savings in general and administrative and product development expenses were partially
offset by additional marketing investments made in advertising and tradeshows. |
| |
· |
Loss from continuing operations – On a GAAP basis, net loss from continuing operations was $0.4M, or $0.09 per diluted share, for Q2 2026 compared to $0.2M, or $0.06 per diluted share in Q2 2025. |
| |
|
|
| |
· |
Non-GAAP Measures – EBITDA was $0.5M, or 8% of revenue, for Q2 2026 compared to $0.5M, or 9% of revenue for Q2 2025. Adjusted EBITDA was $0.6M, or 11% of revenue, for Q2 2026 compared to $0.8M, or 15% of revenue, for Q2 2025. Non-GAAP net income for Q2 2026 was $0.3M, or $0.08 per diluted share, compared to $0.6M, or $0.14 per diluted share, during Q2 2025. Adjusted free cash flow was $50,000 for Q2 2026 compared to $250,000 in Q2 2025. |
First Half 2026 Highlights:
| |
· |
Revenue - Total revenue for the first half of 2026 was $10.9M, a decrease of 1% compared to $11.1M during the first half of 2025. The decrease is primarily due to a decrease in revenue from our webcasting products due to lower revenue from resellers and virtual annual meetings and ProPlan products due to customer attrition. Revenue from our core press release business increased 1% during the first half of 2026 as compared to the same periods of the prior year. |
| |
|
|
| |
· |
Gross Margin - Gross margin for the first half of 2026 was $8.1M, or 74% of revenue, as compared to $8.6M, or 77% of revenue during the first half of 2025. The decrease in gross margin is primarily due to an increase in press release distribution costs due to a combination of new partners, increased prices from current partners and additional usage under variable contracts. |
| |
|
|
| |
· |
Operating Loss - Operating loss was $1.0M for the first half of 2026 compared to $0.9M during the first half of 2025. This increase is primarily due to the decrease in gross margin, partially offset by a decrease in operating expenses of $0.4M. The decrease in operating expenses is primarily due to lower stock compensation expense, bad debt expense and higher capitalized software costs, partially offset by an increase in our marketing investment with an increase in advertising and tradeshow expenses. |
| |
|
|
| |
· |
Loss from continuing operations – On a GAAP basis, net loss from continuing operations was $1.0M, or $0.25 per diluted share, for the first half of 2026, compared to $1.0M, or $0.26 per share, for the first half of 2025. |
| |
|
|
| |
· |
Non-GAAP Measures – EBITDA was consistent at $0.5M, or 4% of revenue, for both the first half of 2026 and 2025. Adjusted EBITDA was $1.2M, or 11% of revenue, for the first half of 2026 compared to $1.4M, or 13% of revenue for the first half of 2025. Non-GAAP net income for the first half of 2026 was $0.7M, or $0.18 per diluted share, compared to $0.8M, or $0.20 per diluted share, for the first half of 2025. Adjusted free cash flow was $1.0M for the first half of 2026 compared to $1.2M during the first half of 2025. |
Key Performance Indicators:
| |
· |
As of June 30, 2026, we had 14,583 customers who had an active contract during the past twelve months. |
| |
|
|
| |
· |
Subscription customers increased during the quarter to 1,162, inclusive of 115 subscribers from our EDU platform as of June 30, 2026. |
| |
|
|
| |
· |
Average ARR for subscriptions per customer at the end of the quarter was $12,718 which does not include EDU customers, up from $11,039 as of June 30, 2025. |
Non-GAAP Financial Measures
The non-GAAP adjustments
referenced below and herein relate to the exclusion of stock-based compensation, amortization of acquisition-related intangible assets
and other expenses the Company believes to be non-recurring. A reconciliation of GAAP to non-GAAP historical financial measures has been
provided in the tables at the end of this press release.
Management believes that
the use of EBITDA from continuing operations, Adjusted EBITDA from continuing operations, non-GAAP net income from continuing operations,
non-GAAP net income from continuing operations per share, free cash flow and adjusted free cash flow is helpful to its investors. These
measures, which are referred to as non-GAAP financial measures, are not prepared in accordance with generally accepted accounting principles
in the United States, or GAAP. Our management uses these non-GAAP financial measures as tools for financial and operational decision making
and for evaluating our own operating results over different periods of time.
EBITDA from continuing
operations is calculated by excluding depreciation and amortization, interest expense, net, and income taxes from the loss from continuing
operations. Adjusted EBITDA also excludes certain other expenses which the Company believes to be non-recurring as well as the gain or
loss on the change in fair value of our interest rate swap. Non-GAAP net income from continuing operations is calculated by excluding
stock-based compensation expense and amortization expense for acquisition-related intangible assets from loss from continuing operations
and certain other adjustments noted in the tables below. Non-GAAP net income from continuing operations per share is calculated by dividing
non-GAAP net income from continuing operations by the weighted-average diluted shares outstanding as presented in the calculation of GAAP
net loss from continuing operations per share. Because of varying available valuation methodologies, subjective assumptions and the variety
of equity instruments that can impact a company’s non-cash expenses, management believes that providing non-GAAP financial measures
that exclude stock-based compensation expense allows for more meaningful comparisons between its operating results from period to period.
For business combinations, management generally allocates a portion of the purchase price to intangible assets. The amount of the allocation
is based on estimates and assumptions made by management and is subject to amortization. The amount of purchase price allocated to intangible
assets and the term of its related amortization can vary significantly and are unique to each acquisition and thus management does not
believe they are reflective of ongoing operations.
Free cash flow, a non-GAAP
measure, represents cash flow from operating activities less purchase of property and equipment and capitalized software. Adjusted free
cash flow also deducts certain cash payments which the Company believe to be non-recurring in nature. Management considers free cash flow
and adjusted free cash flow to be liquidity measures that provide useful information to investors about the amount of cash generated or
used by the business.
Non-GAAP financial measures
may not provide information that is directly comparable to that provided by other companies in our industry, as other companies in the
industry may calculate non-GAAP financial results differently. In addition, there are limitations in using non-GAAP financial measures
because the non-GAAP financial measures are not prepared in accordance with GAAP, may be different from non-GAAP financial measures used
by other companies and exclude expenses that may have a material impact on our reported financial results.
The presentation of non-GAAP
financial information below and herein are not meant to be considered in isolation or as a substitute for the directly comparable financial
measures prepared in accordance with GAAP. Investors should review the reconciliation of non-GAAP financial measures to the comparable
GAAP financial measures included below and not rely on any single financial measure to evaluate our business.
RECONCILIATION OF SELECTED GAAP MEASURES
TO NON-GAAP MEASURES
($ in ’000’s, except per share amounts)
CALCULATION OF EBITDA & ADJUSTED EBITDA
| | |
Three Months Ended June 30, | |
| | |
2026 | | |
2025 | |
| | |
Amount | | |
Amount | |
| | |
| | |
| |
| Net loss from continuing operations: | |
$ | (354 | ) | |
$ | (239 | ) |
| Adjustments: | |
| | | |
| | |
| Depreciation and amortization | |
| 716 | | |
| 739 | |
| Interest expense, net | |
| 39 | | |
| (11 | ) |
| Income tax expense (benefit) | |
| 53 | | |
| (9 | ) |
| EBITDA from continuing operations | |
| 454 | | |
| 480 | |
| Acquisition and/or integration costs (1) | |
| – | | |
| 72 | |
| Other non-recurring expenses (2) | |
| 42 | | |
| 95 | |
| Stock-based compensation expense (3) | |
| 146 | | |
| 189 | |
| Adjusted EBITDA from continuing operations: | |
$ | 642 | | |
$ | 836 | |
| | |
Six Months Ended June 30, | |
| | |
2026 | | |
2025 | |
| | |
Amount | | |
Amount | |
| | |
| | |
| |
| Net loss from continuing operations: | |
$ | (965 | ) | |
$ | (1,004 | ) |
| Adjustments: | |
| | | |
| | |
| Depreciation and amortization | |
| 1,432 | | |
| 1,481 | |
| Interest expense, net | |
| 77 | | |
| 193 | |
| Income tax benefit | |
| (68 | ) | |
| (194 | ) |
| EBITDA from continuing operations | |
| 476 | | |
| 476 | |
| Acquisition and/or integration costs (1) | |
| – | | |
| 201 | |
| Other non-recurring expenses (2) | |
| 320 | | |
| 331 | |
| Stock-based compensation expense (3) | |
| 410 | | |
| 392 | |
| Adjusted EBITDA from continuing operations: | |
$ | 1,206 | | |
$ | 1,400 | |
| |
(1) |
This adjustment gives effect to one-time corporate projects, including acquisition, divestiture and integration related expenses, incurred during the periods. |
| |
(2) |
For the three and six months ended June 30, 2026, this adjustment gives effect to the gain on the change in fair value of our interest rate swap of $8,000 and $19,000, respectively and non-recurring fees of $50,000 and $339,000, respectively. For the three months ended June 30, 2025, this adjustment gives effect to the loss on the change in fair value of our interest rate swap of $10,000 and non-recurring fees of $85,000. For the six months ended June 30, 2025, this adjustment gives effect to the loss on the change in fair value of our interest rate swap of $79,000, as well as corporate re-brand costs of $132,000 and non-recurring fees of $120,000. |
| |
(3) |
The adjustments represent stock-based compensation expense from continuing operations related to awards of stock options, restricted stock units, or common stock in exchange for services. Although we expect to continue to award stock in exchange for services, the amount of stock-based compensation is excluded as it is subject to change as a result of one-time or non-recurring projects. |
CALCULATION OF NON-GAAP NET INCOME
| | |
Three Months Ended June 30, | |
| | |
2026 | | |
2025 | |
| | |
Amount | | |
Per diluted share | | |
Amount | | |
Per diluted share | |
| | |
| | |
| | |
| | |
| |
| Net loss from continuing operations: | |
$ | (354 | ) | |
$ | (0.09 | ) | |
$ | (239 | ) | |
$ | (0.06 | ) |
| Adjustments: | |
| | | |
| | | |
| | | |
| | |
| Amortization of intangible assets(1) | |
| 619 | | |
| 0.16 | | |
| 630 | | |
| 0.16 | |
| Stock-based compensation expense(2) | |
| 146 | | |
| 0.04 | | |
| 189 | | |
| 0.05 | |
| Other unusual items(3) | |
| 42 | | |
| 0.01 | | |
| 167 | | |
| 0.04 | |
| Discrete items impacting income tax expense(4) | |
| 13 | | |
| – | | |
| 16 | | |
| – | |
| Tax impact of adjustments(5) | |
| (170 | ) | |
| (0.04 | ) | |
| (207 | ) | |
| (0.05 | ) |
| Non-GAAP net income from continuing operations: | |
$ | 296 | | |
$ | 0.08 | | |
$ | 556 | | |
$ | 0.14 | |
| Weighted average number of common shares outstanding – diluted | |
| 3,862 | | |
| | | |
| 3,857 | | |
| | |
| | |
Six Months Ended June 30, | |
| | |
2026 | | |
2025 | |
| | |
Amount | | |
Per diluted share | | |
Amount | | |
Per diluted share | |
| | |
| | |
| | |
| | |
| |
| Net loss from continuing operations: | |
$ | (965 | ) | |
$ | (0.25 | ) | |
$ | (1,004 | ) | |
$ | (0.26 | ) |
| Adjustments: | |
| | | |
| | | |
| | | |
| | |
| Amortization of intangible assets(1) | |
| 1,240 | | |
| 0.32 | | |
| 1,260 | | |
| 0.33 | |
| Stock-based compensation expense(2) | |
| 410 | | |
| 0.11 | | |
| 392 | | |
| 0.10 | |
| Other unusual items(3) | |
| 320 | | |
| 0.08 | | |
| 532 | | |
| 0.14 | |
| Discrete items impacting income tax expense(4) | |
| 113 | | |
| 0.03 | | |
| 41 | | |
| 0.01 | |
| Tax impact of adjustments(5) | |
| (414 | ) | |
| (0.11 | ) | |
| (459 | ) | |
| (0.12 | ) |
| Non-GAAP net income from continuing operations: | |
$ | 704 | | |
$ | 0.18 | | |
$ | 762 | | |
$ | 0.20 | |
| Weighted average number of common shares outstanding – diluted | |
| 3,857 | | |
| | | |
| 3,850 | | |
| | |
| |
(1) |
The adjustments represent the amortization of intangible assets related to acquired assets and companies. |
| |
(2) |
The adjustments represent stock-based compensation expense from continuing operations related to awards of stock options, restricted stock units, or common stock in exchange for services. Although we expect to continue to award stock in exchange for services, the amount of stock-based compensation is excluded as it is subject to change as a result of one-time or non-recurring projects. |
| |
(3) |
For the three and six months ended June 30, 2026, this adjustment gives effect to the gain on the change in fair value of our interest rate swap of $8,000 and $19,000, respectively and non-recurring fees of $50,000 and $339,000, respectively. For the three months ended June 30, 2025, this adjustment gives effect to the loss on the change in fair value of our interest rate swap of $10,000 and non-recurring fees, including acquisition, integration and divestiture costs of $157,000. For the six months ended June 30, 2025, this adjustment gives effect to the loss on the change in fair value of our interest rate swap of $79,000, as well as corporate re-brand costs of $132,000 and non-recurring fees, including acquisition, integration and divestiture costs of $321,000. |
| |
(4) |
This adjustment gives effect to discrete items that impact income tax expense. For the three and six months ended June 30, 2026 and 2025, this relates to additional expense associated with vesting of stock-based compensation awards. |
| |
(5) |
This adjustment gives effect to the tax impact of all non-GAAP adjustments at the current Federal tax rate of 21%. |
CALCULATION OF FREE CASH FLOW AND ADJUSTED FREE CASH FLOW
| |
|
Three Months Ended June 30, |
|
| |
|
2026 |
|
|
2025 |
|
| |
|
|
|
|
|
|
| Net cash provided by operating activities (GAAP) |
|
$ |
173 |
|
|
$ |
135 |
|
| Payments for purchase of fixed assets and capitalized software |
|
|
(123 |
) |
|
|
— |
|
| Free cash flow from continuing operations (Non-GAAP) |
|
|
50 |
|
|
|
135 |
|
| Cash paid for acquisition and integration related items (1) |
|
|
— |
|
|
|
31 |
|
| Cash paid for other unusual items (2) |
|
|
— |
|
|
|
84 |
|
| Adjusted free cash flow from continuing operations (Non-GAAP) |
|
$ |
50 |
|
|
$ |
250 |
|
| |
|
Six Months Ended June 30, |
|
| |
|
2026 |
|
|
2025 |
|
| |
|
|
|
|
|
|
| Net cash provided by operating activities (GAAP) |
|
$ |
1,044 |
|
|
$ |
882 |
|
| Payments for purchase of fixed assets and capitalized software |
|
|
(231 |
) |
|
|
(35 |
) |
| Free cash flow from continuing operations (Non-GAAP) |
|
|
813 |
|
|
|
847 |
|
| Cash paid for acquisition and integration related items (1) |
|
|
— |
|
|
|
118 |
|
| Cash paid for other unusual items (2) |
|
|
189 |
|
|
|
252 |
|
| Adjusted free cash flow from continuing operations (Non-GAAP) |
|
$ |
1,002 |
|
|
$ |
1,217 |
|
| |
(1) |
This adjustment gives effect to one-time corporate projects, including acquisition, divestiture and integration related expenses, paid during the periods. |
| |
(2) |
For the six months ended June 30, 2026, this relates to payments related to non-recurring expenses. For the three and six months ended June 30, 2025, this relates to payments related to our corporate re-brand and other non-recurring fees. |
Conference Call Information
To participate in this event, dial approximately
5 to 10 minutes before the beginning of the call.
| Date: |
August 11, 2026 |
| Time: |
9:00 a.m. eastern time |
| Toll & Toll Free: |
973-528-0011 | 888-506-0062 |
| Access Code: |
737189 |
| Live Webcast: |
https://www.webcaster5.com/Webcast/Page/2667/54337 |
Conference Call Replay Information
The replay will be available beginning approximately
1 hour after the completion of the live event.
| Toll & Toll Free: |
919-882-2331 | 877-481-4010 |
| Passcode: |
54337 |
| Webcast Replay & Transcript |
https://investors.accessnewswire.com/events-presentations |
About ACCESS Newswire Inc.
We are ACCESS Newswire,
a globally trusted Public Relations (PR) and Investor Relations (IR) solutions provider. With a focus on innovation, customer service,
and value-driven offerings, ACCESS Newswire empowers brands to connect with their audiences where it matters most. From startups and scale-ups
to multi-billion-dollar global brands, we ensure your most important moments make an impact and resonate with your audiences. To learn
more visit www.accessnewswire.com.
Forward-Looking Statements
Certain statements in
this press release are “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934,
as amended, and are subject to the safe harbor created thereby. These statements relate to future events or the Company’s future
financial performance and involve known and unknown risks, uncertainties and other factors that may cause the actual results, levels of
activity, performance or achievements of the Company or its industry to be materially different from those expressed or implied by any
forward-looking statements. In particular, statements about the Company’s expectations, beliefs, plans, objectives, assumptions,
future events or future performance contained in this press release are forward-looking statements. In some cases, forward-looking statements
can be identified by terminology such as “may,” “will,” “could,” “would,” “should,”
“expect,” “plan,” “anticipate,” “intend,” “believe,” “commit,”
“estimate,” “predict,” “potential,” “outlook,” “guidance,” “target,”
“goal,” “project,” “continue to,” “confident,” or the negative of those terms or other
comparable terminology. The forward-looking statements in this press release include, among other things, our continuing to lay the groundwork
for long-term growth at ACCESS, our belief we have entered a new phase of the business communications marketplace as we deliver one of
the most comprehensive Investor Relations and Public Relations platforms in the industry and our confidence in our ability to continue
strengthening our competitive position.
Please see the Company’s
documents filed or to be filed with the Securities and Exchange Commission at www.sec.gov, including the Company’s Annual Reports
filed on Form 10-K, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and Quarterly Reports
on Form 10-Q, and any amendments thereto for a discussion of certain important risk factors that relate to forward-looking statements
contained in this report. The Company has based these forward-looking statements on its current expectations, assumptions, estimates and
projections. While the Company believes these expectations, assumptions, estimates and projections are reasonable, such forward-looking
statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond the Company’s control.
These and other important factors may cause actual results, performance or achievements to differ materially from those expressed or implied
by these forward-looking statements. Any forward-looking statements are made only as of the date hereof, and unless otherwise required
by applicable securities laws, the Company disclaims any intention or obligation to update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise.
For Further Information:
ACCESS Newswire Inc.
Brian R. Balbirnie
(919)-481-4000
brianb@accessnewswire.com
Hayden IR
Brett Maas
(646)-536-7331
brett@haydenir.com
Hayden IR
James Carbonara
(646)-755-7412
james@haydenir.com
ACCESS NEWSWIRE INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and
per share amounts)
| | |
| | |
| |
| | |
June 30, 2026 | | |
December 31, 2025 | |
| | |
(unaudited) | | |
| |
| ASSETS | |
| | | |
| | |
| Current assets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 2,962 | | |
$ | 3,025 | |
| Accounts receivable (net of allowance for credit losses of $1,452 and $1,336, respectively) | |
| 3,450 | | |
| 3,884 | |
| Income tax receivable | |
| 33 | | |
| – | |
| Other current assets | |
| 1,172 | | |
| 1,513 | |
| Total current assets | |
| 7,617 | | |
| 8,422 | |
| Capitalized software (net of accumulated amortization of $4,061 and $3,923, respectively) | |
| 899 | | |
| 828 | |
| Fixed assets (net of accumulated depreciation of $723 and $669, respectively) | |
| 103 | | |
| 136 | |
| Right-of-use asset – leases | |
| 243 | | |
| 324 | |
| Other long-term assets | |
| 37 | | |
| 73 | |
| Goodwill | |
| 19,043 | | |
| 19,043 | |
| Intangible assets (net of accumulated amortization of $10,765 and $9,525, respectively) | |
| 8,235 | | |
| 9,475 | |
| Deferred tax asset | |
| 3,865 | | |
| 3,691 | |
| Total assets | |
$ | 40,042 | | |
$ | 41,992 | |
| | |
| | | |
| | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 1,566 | | |
$ | 1,501 | |
| Accrued expenses | |
| 1,725 | | |
| 1,769 | |
| Income tax payable | |
| 65 | | |
| 133 | |
| Current portion of Notes payable | |
| 870 | | |
| 870 | |
| Deferred revenue | |
| 5,072 | | |
| 5,265 | |
| Total current liabilities | |
| 9,298 | | |
| 9,538 | |
| Long-term debt (net of debt discount of $43 and $52, respectively) | |
| 1,260 | | |
| 1,686 | |
| Deferred tax liability | |
| 92 | | |
| 86 | |
| Interest rate swap liability | |
| 1 | | |
| 20 | |
| Lease liabilities – long-term | |
| 137 | | |
| 317 | |
| Total liabilities | |
| 10,788 | | |
| 11,647 | |
| Commitments and contingencies | |
| | | |
| | |
| Stockholders’ equity: | |
| | | |
| | |
| Preferred stock, $0.001 par value, 1,000,000 shares authorized, no shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively. | |
| – | | |
| – | |
| Common stock $0.001 par value, 20,000,000 shares authorized, 3,854,504 and 3,850,435 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively | |
| 4 | | |
| 4 | |
| Additional paid-in capital | |
| 25,085 | | |
| 25,005 | |
| Other accumulated comprehensive loss | |
| (174 | ) | |
| (96 | ) |
| Retained earnings | |
| 4,339 | | |
| 5,432 | |
| Total stockholders’ equity | |
| 29,254 | | |
| 30,345 | |
| Total liabilities and stockholders’ equity | |
$ | 40,042 | | |
$ | 41,992 | |
ACCESS NEWSWIRE INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF
OPERATIONS
(UNAUDITED)
(in thousands, except per share
amounts)
| | |
For the Three Months Ended | | |
For the Six Months Ended | |
| | |
June 30, | | |
June 30, | | |
June 30, | | |
June 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Revenues | |
$ | 5,618 | | |
$ | 5,621 | | |
$ | 10,945 | | |
$ | 11,097 | |
| Cost of revenues | |
| 1,506 | | |
| 1,336 | | |
| 2,882 | | |
| 2,539 | |
| Gross profit | |
| 4,112 | | |
| 4,285 | | |
| 8,063 | | |
| 8,558 | |
| Operating costs and expenses: | |
| | | |
| | | |
| | | |
| | |
| General and administrative | |
| 1,350 | | |
| 1,752 | | |
| 3,131 | | |
| 3,705 | |
| Sales and marketing expenses | |
| 1,889 | | |
| 1,462 | | |
| 3,570 | | |
| 3,056 | |
| Product development | |
| 533 | | |
| 655 | | |
| 1,093 | | |
| 1,388 | |
| Depreciation and amortization | |
| 647 | | |
| 665 | | |
| 1,294 | | |
| 1,335 | |
| Total operating costs and expenses | |
| 4,419 | | |
| 4,534 | | |
| 9,088 | | |
| 9,484 | |
| Operating loss | |
| (307 | ) | |
| (249 | ) | |
| (1,025 | ) | |
| (926 | ) |
| Interest income (expense), net | |
| (39 | ) | |
| 11 | | |
| (77 | ) | |
| (193 | ) |
| Other income (expense), net | |
| 45 | | |
| (10 | ) | |
| 69 | | |
| (79 | ) |
| Income (loss) before taxes | |
| (301 | ) | |
| (248 | ) | |
| (1,033 | ) | |
| (1,198 | ) |
| Income tax expense (benefit) | |
| 53 | | |
| (9 | ) | |
| (68 | ) | |
| (194 | ) |
| Net loss from continuing operations | |
| (354 | ) | |
| (239 | ) | |
| (965 | ) | |
| (1,004 | ) |
| Net income (loss) from discontinued operations, net of tax | |
| (128 | ) | |
| (236 | ) | |
| (128 | ) | |
| 5,916 | |
| Net income (loss) | |
$ | (482 | ) | |
$ | (475 | ) | |
$ | (1,093 | ) | |
$ | 4,912 | |
| Loss from continuing operations per share – basic | |
$ | (0.09 | ) | |
$ | (0.06 | ) | |
$ | (0.25 | ) | |
$ | (0.26 | ) |
| Loss from continuing operations per share – fully diluted | |
$ | (0.09 | ) | |
$ | (0.06 | ) | |
$ | (0.25 | ) | |
$ | (0.26 | ) |
| Income from discontinued operations per share – basic | |
$ | (0.03 | ) | |
$ | (0.06 | ) | |
$ | (0.03 | ) | |
$ | 1.54 | |
| Income from discontinued operations per share – fully diluted | |
$ | (0.03 | ) | |
$ | (0.06 | ) | |
$ | (0.03 | ) | |
$ | 1.54 | |
| Income (loss) per share – basic | |
$ | (0.12 | ) | |
$ | (0.12 | ) | |
$ | (0.28 | ) | |
$ | 1.28 | |
| Income (loss) per share – fully diluted | |
$ | (0.12 | ) | |
$ | (0.12 | ) | |
$ | (0.28 | ) | |
$ | 1.28 | |
| Weighted average number of common shares outstanding – basic | |
| 3,862 | | |
| 3,856 | | |
| 3,857 | | |
| 3,849 | |
| Weighted average number of common shares outstanding – fully diluted | |
| 3,862 | | |
| 3,857 | | |
| 3,857 | | |
| 3,850 | |
ACCESS NEWSWIRE INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF
CASH FLOWS
(UNAUDITED)
(in thousands)
| | |
For the Six Months Ended | |
| | |
June 30, | | |
June 30, | |
| | |
2026 | | |
2025 | |
| Cash flows from operating activities: | |
| | | |
| | |
| Net income (loss) | |
$ | (1,093 | ) | |
$ | 4,912 | |
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |
| | | |
| | |
| Gain on disposal of business | |
| 192 | | |
| (8,974 | ) |
| Depreciation and amortization | |
| 1,432 | | |
| 1,509 | |
| Provision for credit losses | |
| 268 | | |
| 976 | |
| Change in fair value of interest rate swap | |
| (19 | ) | |
| 78 | |
| Deferred income taxes | |
| (167 | ) | |
| (415 | ) |
| Stock-based compensation expense | |
| 410 | | |
| 469 | |
| Non-cash interest expense | |
| 9 | | |
| 9 | |
| Changes in operating assets and liabilities: | |
| | | |
| | |
| Decrease (increase) in accounts receivable | |
| 155 | | |
| (680 | ) |
| Decrease (increase) in other assets | |
| 264 | | |
| 226 | |
| Increase (decrease) in accounts payable | |
| 67 | | |
| 131 | |
| Increase (decrease) in income tax payable | |
| (98 | ) | |
| 2,626 | |
| Increase (decrease) in accrued expenses and other liabilities | |
| (221 | ) | |
| 341 | |
| Increase (decrease) in deferred revenue | |
| (155 | ) | |
| (326 | ) |
| Net cash provided by operating activities | |
| 1,044 | | |
| 882 | |
| | |
| | | |
| | |
| Cash flows from investing activities: | |
| | | |
| | |
| Proceeds from Sale of Compliance Business | |
| – | | |
| 12,000 | |
| Capitalized software | |
| (209 | ) | |
| (23 | ) |
| Purchase of fixed assets | |
| (22 | ) | |
| (12 | ) |
| Net cash provided by (used in) investing activities | |
| (231 | ) | |
| 11,965 | |
| | |
| | | |
| | |
| Cash flows from financing activities: | |
| | | |
| | |
| Payment of principal of Note Payable | |
| (435 | ) | |
| (12,957 | ) |
| Payment for stock repurchase and retirement | |
| (331 | ) | |
| – | |
| Net cash used in financing activities | |
| (766 | ) | |
| (12,957 | ) |
| | |
| | | |
| | |
| Net change in cash and cash equivalents | |
| 47 | | |
| (110 | ) |
| Cash and cash equivalents – beginning | |
| 3,025 | | |
| 4,103 | |
| Currency translation adjustment | |
| (110 | ) | |
| 118 | |
| Cash and cash equivalents – ending | |
$ | 2,962 | | |
$ | 4,111 | |
| | |
| | | |
| | |
| Supplemental disclosures: | |
| | | |
| | |
| Cash paid for income taxes | |
$ | 155 | | |
$ | 387 | |
| Cash paid for interest | |
$ | 76 | | |
$ | 317 | |
