STOCK TITAN

Arena Group (NYSE: AREN) posts Q2 2026 drop as it rebrands to Paradium.AI

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

The Arena Group Holdings, Inc. (d/b/a Paradium.AI) reported Q2 2026 revenue of $22.2 million, down from $45.0 million in Q2 2025, with gross margin falling to 39.2% from 56.4%. The company posted a small net loss of $0.2 million from continuing operations versus prior-year income.

Adjusted EBITDA was $4.4 million, compared with $18.6 million a year earlier. Total assets were $106.1 million and term debt was $97.6 million, with a stockholders’ deficiency of $7.6 million. Cash and cash equivalents were $11.2 million, including $2.1 million generated from operating activities in Q2.

Strategically, the company is rebranding to Paradium.AI, extending its term debt maturity by three years with Renew Group Private Limited, and has acquired InfoSentience with cash on hand. Management expects the InfoSentience deal to be immediately accretive to earnings and cash flow and to expand B2B, AI-driven content capabilities alongside its Cutter Studios and Encore platforms.

Positive

  • Debt maturity extended by three years, which management states strengthens financial flexibility and reduces near-term refinancing risk while avoiding equity dilution.
  • InfoSentience acquisition was completed using cash on hand and is expected by the company to be immediately accretive to earnings and cash flow and to expand B2B revenue streams.
  • Q2 2026 generated $2.1 million in cash flow from operating activities, contributing to a period-end cash balance of $11.2 million.
  • Strategic pivot toward an AI-driven platform (Encore, InfoSentience, Cutter Studios) and corporate rebrand to Paradium.AI aim to build higher-margin, asset-light, technology-focused revenue.

Negative

  • Q2 2026 revenue declined to $22.2 million from $45.0 million in Q2 2025, a drop of more than 10%.
  • Gross margin compressed to 39.2% from 56.4% year over year, indicating weaker unit economics.
  • Adjusted EBITDA fell sharply to $4.4 million from $18.6 million in Q2 2025, signaling materially lower operating profitability.
  • The company reported a net loss of $0.2 million from continuing operations compared with $12.4 million income in the prior-year quarter.
  • Balance sheet shows a stockholders’ deficiency of $7.6 million at June 30, 2026, deeper than the $4.8 million deficiency at year-end 2025.

Insights

Analyzing...

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Revenue $22.2 million Revenue for the three months ended June 30, 2026; $45.0 million in Q2 2025
Q2 2026 Gross Margin 39.2% Gross margin in Q2 2026; 56.4% in Q2 2025
Q2 2026 Net (Loss) from Continuing Operations $0.2 million loss Loss from continuing operations for the three months ended June 30, 2026
Q2 2026 Adjusted EBITDA $4.4 million Adjusted EBITDA for the three months ended June 30, 2026; $18.6 million in Q2 2025
Cash and Cash Equivalents $11.2 million Balance at June 30, 2026, including $2.1 million from operating cash flow in Q2
Term Debt $97,606 Term debt outstanding as of June 30, 2026; facility maturity extended by three years
Stockholders’ Deficiency $7,550 Total stockholders’ deficiency at June 30, 2026 (in thousands)
Total Assets $106,115 Total assets as of June 30, 2026 (in thousands)
Adjusted EBITDA financial
"We calculate Adjusted EBITDA as net income (loss) as adjusted for income from discontinued operations"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
stockholders’ deficiency financial
"Total stockholders’ deficiency was $(7,550) at June 30, 2026"
deterministic language generation technical
"integrating InfoSentience’s deterministic, high-volume narrative engine"
forward-looking statements regulatory
"This Press Release ... contains certain forward-looking statements within the meaning of Section 27A"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
liquidated damages financial
"Liquidated damages (or interest expense related to accrued liquidated damages) represents amounts we owe"
A pre-agreed sum that one party must pay if it breaks a contract, chosen so both sides avoid arguing over the exact amount of loss later. Think of it like a fixed cancellation fee for a reservation: it makes potential costs predictable. For investors, liquidated damages matter because they create a known financial liability that can affect cash flow, contract risk, balance-sheet exposure and deal valuations.
Revenue $22.2 million Down from $45.0 million in the three months ended June 30, 2025
Gross Margin 39.2% Down from 56.4% in the prior-year quarter
Net (Loss) from Continuing Operations $0.2 million loss Versus $12.4 million income from continuing operations in Q2 2025
Adjusted EBITDA $4.4 million Compared with $18.6 million in the three months ended June 30, 2025

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did The Arena Group (AREN) perform financially in Q2 2026?

The company reported Q2 2026 revenue of $22.2 million, down from $45.0 million in Q2 2025, and a small net loss of $0.2 million from continuing operations versus $12.4 million income a year earlier, with gross margin declining to 39.2%.

What was The Arena Group’s (AREN) Adjusted EBITDA in Q2 2026?

Adjusted EBITDA in Q2 2026 was $4.4 million, compared with $18.6 million in Q2 2025. The related Adjusted EBITDA margin was 19.8% in Q2 2026 versus 41.3% a year earlier, reflecting significantly lower operating profitability on a non-GAAP basis.

What strategic acquisition did The Arena Group (AREN) complete with InfoSentience?

The company acquired 100% of InfoSentience, an automated, data-driven language generation business, using cash on hand. Management states the deal is expected to be immediately accretive to earnings and cash flow and to expand B2B, AI-driven content revenue streams.

What is The Arena Group’s (AREN) new brand identity and AI strategy?

The company is rebranding to Paradium.AI by the end of August, positioning itself as a technology-focused, AI-enabled platform. It highlights Encore, InfoSentience and Cutter Studios as an integrated stack to power data-driven content and support creators and brands.

How did The Arena Group (AREN) change its debt structure in 2026?

After reviewing refinancing options, the company chose to extend its existing term debt facility with Renew Group Private Limited by three years. Management characterizes this as non-dilutive, improving financial flexibility and reducing near-term refinancing uncertainty.

What is The Arena Group’s (AREN) balance sheet position as of June 30, 2026?

Total assets were $106.1 million with term debt of $97.6 million. Cash and cash equivalents were $11.2 million, and the company reported a stockholders’ deficiency of $7.6 million, compared with a $4.8 million deficiency at December 31, 2025.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report: (Date of Earliest Event Reported): August 10, 2026

 

THE ARENA GROUP HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

delaware   001-12471   68-0232575

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

200 VESEY STREET, 24TH FLOOR

NEW YORK, new york

  10281
(Address of principal executive offices)   (Zip code)

 

212-321-5002

(Registrant’s telephone number including area code)

 

 

(Former name or former address if changed since last report)

 

Securities registered pursuant in Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.01 per share   AREN   NYSE American

 

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 (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined 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).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark 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. ☐

 

 


 


 
 

 

Item 2.02

Results of Operations and Financial Condition.

 

On August 10, 2026, The Arena Group Holdings, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended June 30, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein in its entirety.

 

On August 10, 2026, the Company also posted to its investor relations website at https://investors.thearenagroup.net/events-and-presentations/presentations, as well as on its LinkedIn, Instagram and X (formerly known as Twitter) pages, a video presentation by Paul Edmondson, the Company’s Chief Executive Officer, discussing the Company’s rebranding to Paladium.AI. A copy of the transcript of Mr. Edmondson’s comments from the presentation and a copy of the slides from the presentation are furnished as Exhibit 99.2 to this Current Report on Form 8-K, respectively, and are incorporated by reference herein in their entirety. The presentation, the transcript and the slides should be viewed and/or read in conjunction with the press release.

 

The information furnished with this Item 2.02, including Exhibits 99.1 and 99.2 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 7.01Regulation FD Disclosure.

 

On August 10, 2026, the Company issued a press release announcing the closing of an acquisition of 100% of the issued and outstanding equity interests of Fantasy Journalist, Inc. (d/b/a InfoSentience), a copy of which is furnished as Exhibit 99.4 to this Current Report on Form 8-K and incorporated by reference herein in its entirety. A copy of the press release is also available on the Company’s website at www.thearenagroup.net.

 

The information furnished with this Item 7.01, including Exhibit 99.3 hereto, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01.Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1

Press release dated August 10, 2026 announcing financial results for the quarter ended June 30, 2026.

   
99.2 Transcript of comments in video presentation by Paul Edmondson, Chief Executive Officer of the Company.
   
99.3 Press release dated August 10, 2026 regarding the acquisition of Fantasy Journalist, Inc. (d/b/a InfoSentience).
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)


 

 
 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  THE ARENA GROUP HOLDINGS, INC.
 Dated: August 10, 2026    
  By: /s/ Paul Edmondson
  Name: Paul Edmondson
  Title: Chief Executive Officer

 

 

 

Exhibit 99.1

 

 

The Arena Group Reports Q2 2026 Results, Announces Rebrand to Paradium.AI, Refinance of Debt, Completion of Strategic Acquisition of InfoSentience and Launch of Cutter Studios

 

Acquisition of Data-Driven Language Generation Leader and Launch of Proprietary AI-Powered Content Production Engine Mark Strategic Evolution and Updated Corporate Identity

 

NEW YORK – August 10, 2026 – The Arena Group Holdings, Inc. (NYSE American: AREN) (“The Arena Group” or “Arena”), the brand, data and IP company home to many of the nation’s most recognizable brands, including Parade, TheStreet, Men’s Journal, Athlon Sports, ShopHQ and the Adventure Sports Network (including Surfer, Powder, Bike Magazine and more), today announced financial results for the three months ended June 30, 2026 (“Q2 2026”), its rebrand to Paradium.AI, refinance of its current debt, the acquisition of InfoSentience and the launch of Cutter Studios.

 

Financial Highlights for Q2 2026:

 

Q2 2026 revenue was $22.2 million, compared to $45.0 million in Q2 2025.
Gross margin was 39.2% in Q2 2026, compared to 56.4% in Q2 2025.
Loss from continuing operations for Q2 2026 was $0.2 million, compared to income from continuing operations of $12.4 million in Q2 2025.
Net loss in Q2 2026 was $0.2 million, or -0.9% of revenue, compared to net income of $108.6 million, or 241.3% of revenue, which included gain from discontinued operations of $96.2 million, in Q2 2025.
Adjusted EBITDA for Q2 2026 was $4.4 million compared to Adjusted EBITDA of $18.6 million in Q2 2025. Adjusted EBITDA margin was 19.8% in Q2 2026 compared to 41.3%, in Q2 2025.
Cash balance of $11.2 million, including $2.1 million generated in cash flow from operating activities in Q2.

 

Paradium.AI, InfoSentience, and Cutter Studios:

 

Following the successful close of the InfoSentience acquisition, Arena is immediately leveraging this market-leading technology alongside Cutter Studios, the company’s proprietary, AI-driven video and article production and distribution platform. These initiatives are expected to unlock new B2B revenue streams, scale enterprise relationships, and drive growth across previously underserved content verticals. Arena believes that the high-margin, asset-light model enables rapid, scalable expansion without the heavy capital requirements of traditional media infrastructure. This integrated tech stack operates as a powerful force-multiplier for corporate workflows, deploying advanced AI tools engineered to significantly increase scale and augment human talent rather than replace it.

 

By seamlessly blending the authority of legacy media brands with automation, Arena believes it is uniquely positioned to empower modern creators and media entrepreneurs to scale at unprecedented speeds, cementing an evolution far beyond traditional publishing. This strategic transformation will culminate with the official corporate rebranding to Paradium.AI, which is expected to be completed by the end of August.

 

“We believe this quarter marks the official pivot point where our operational groundwork has converted into a durable technology advantage,” said Paul Edmondson, CEO of The Arena Group. “We are actively executing our corporate transition to Paradium.AI, moving decisively away from legacy publishing and emerging as a differentiated technology company built to empower independent creators. Driven by our acquisition of InfoSentience’s automated data engine, the launch of Cutter Studios and our first-party data platform Encore, we believe that we are delivering the scale, tools and reach that creators and brands simply cannot build independently.”

 

 

 

 

 

 

Debt Refinance:

 

Following a comprehensive review of the Company’s refinancing options, including engagement with multiple banks, The Arena Group elected to extend its existing term debt facility with its current lender, Renew Group Private Limited, rather than pursue alternatives that would have created unnecessary dilution. The amended facility extends the maturity by three years, underscoring the lender’s continued confidence in the business.

 

“Extending our debt maturity by three years is an important milestone for the company,” said Geoffrey Wait, Principal Financial Officer.” This transaction strengthens our financial flexibility, eliminates a significant near-term uncertainty, and allows us to remain focused on executing our strategic priorities without unnecessary equity dilution. We appreciate the continued confidence of our lending partner and believe this positions us well as we continue our transformation.”

 

The new facility was structured to align closely with our strategic roadmap, providing the necessary operational flexibility and financial headroom to comfortably meet all obligations and covenants as we execute our ongoing strategic pivot while also reducing near term refinancing risk. Arena believes this will enable it to selectively evaluate additional financing opportunities over time as market conditions improve.

 

“AI has created an inflection point in digital media where you either evolve or get left behind—and we intend to lead,” continued Edmondson. “We believe that we have built the foundational infrastructure to support today’s creator ecosystem, with AI-powered tools designed to enable independent content creators. We believe we are stepping into Q3 with operational momentum. By extending the maturity of our debt by three years on non-dilutive terms, we believe we have cleared our runway to aggressively execute our new vision, position our platform for rapid scale, and deliver long-term value into our traditionally strongest quarters.”

 

About The Arena Group

 

The Arena Group Holdings, Inc. (NYSE American: AREN) is a brand, data and IP company that builds, acquires and scales high-performing digital assets. We combine technology, storytelling and entrepreneurship to create deep content verticals that engage passionate audiences across sports & leisure, lifestyle and finance. Through our portfolio of owned and operated brands including Parade, TheStreet, Men’s Journal, Athlon Sports, ShopHQ, TravelHost and the Adventure Sports Network (ASN) (Surfer, Powder, etc.), we deliver trusted content and meaningful experiences to millions of users each month. Visit us at thearenagroup.net to learn more.

 

 

 

 

 

 

THE ARENA GROUP HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands of dollars, except for share data)

 

   As of 
   June 30, 2026   December 31, 2025 
   (Unaudited)     
Assets          
Current assets:          
Cash and cash equivalents  $11,170   $10,338 
Accounts receivable (net of allowances of $1,073 and $1,255 at June 30, 2026 and December 31, 2025, respectively)   18,489    22,270 
Prepayments and other current assets   2,776    3,022 
Total current assets   32,435    35,630 
Property and equipment, net   41    56 
Operating lease right-of-use assets   1,881    2,031 
Platform development, net   8,428    9,762 
Acquired and other intangible assets, net   20,625    22,412 
Other long-term assets   130    137 
Goodwill   42,575    42,575 
Total assets  $106,115   $112,603 
Liabilities and stockholders’ deficiency          
Current liabilities:          
Accounts payable  $2,315   $1,676 
Accrued expenses and other   4,995    7,631 
Unearned revenue   1,651    3,251 
Subscription and returns reserve liability   587    508 
Operating lease liability, current portion   424    402 
Liquidated damages payable   3,686    3,535 
Total current liabilities   13,658    17,003 
Unearned revenue, net of current portion   28    43 
Operating lease liability, net of current portion   1,853    2,071 
Deferred tax liabilities   520    733 
Term debt   97,606    97,578 
Total liabilities   113,665    117,428 
Commitments and contingencies          
Stockholders’ deficiency:          
Common stock, $0.01 par value, authorized 1,000,000,000 shares; issued and outstanding: 47,610,653 and 47,594,930 shares at June 30, 2026 and December 31, 2025, respectively   482    482 
Additional paid-in capital   349,307    349,198 
Accumulated deficit   (357,339)   (354,505)
Total stockholders’ deficiency   (7,550)   (4,825)
Total liabilities and stockholders’ deficiency  $106,115   $112,603 

 

 

 

 

 

 

THE ARENA GROUP HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(In thousands of dollars, except for share data)

 

   Three Months Ended June 30, 
   2026   2025 
         
Revenue  $22,183   $45,012 
Cost of revenue (includes amortization of platform development and developed technology for the three months ended June 30, 2026 and 2025 of $1,078 and $1,108, respectively.   13,515    19,577 
Gross profit   8,668    25,435 
Operating expenses          
Selling and marketing   1,825    1,942 
General and administrative   3,655    6,200 
Depreciation and amortization   908    881 
Total operating expenses   6,388    9,023 
Income from operations   2,280    16,412 
Other (expense)          
Interest expense, net   (2,450)   (2,945)
Liquidated damages   (76)   (76)
Total other expense   (2,526)   (3,021)
(Loss) income before income taxes   (246)   13,391 
Income tax benefit (provision)   70    (979)
(Loss) income from continuing operations   (176)   12,412 
Income from discontinued operations, net of tax       96,227 
Net (loss) income  $(176)  $108,639 
Basic net income (loss) per common share:          
Continuing operations  $   $0.26 
Discontinued operations       2.03 
Basic net income (loss) per common share  $0.00   $2.29 
Diluted net income (loss) per common share:          
Continuing operations  $   $0.26 
Discontinued operations       2.02 
Diluted net income (loss) per common share  $0.00   $2.28 
Weighted average number of common shares outstanding:          
Basic   47,498,571    47,398,767 
Diluted   47,498,571    47,635,146 

 

 

 

 

 

 

We report our financial results in accordance with generally accepted accounting principles in the United States of America (“GAAP”); however, management believes that certain non-GAAP financial measures provide users of our financial information with useful supplemental information that enables a better comparison of our performance across periods. We believe Adjusted EBITDA provides visibility to the underlying continuing operating performance by excluding the impact of certain items that are noncash in nature or not related to our core business operations. We calculate Adjusted EBITDA as net income (loss) as adjusted for income from discontinued operations, interest expense (net), income taxes, and depreciation and amortization. We further adjust for stock-based compensation and other special items that do not reflect our ongoing core operational performance, including impairment costs, third-party vendor or professional settlement fees, liquidated damages, and government tax incentive credits. Our non-GAAP measure may not be comparable to similarly titled measures used by other companies, have limitations as an analytical tool, and should not be considered in isolation, or as a substitute for analysis of our operating results as reported under GAAP. Additionally, we do not consider our non-GAAP measure as superior to, or a substitute for, the equivalent measure calculated and presented in accordance with GAAP. Some of the limitations are that our non-GAAP measure:

 

  does not reflect interest expense and financing fees, or the cash required to service our debt, which reduces cash available to us;
  does not reflect income tax provision or benefit, which is a noncash income or expense;
  does not reflect depreciation and amortization expense and, although this is a noncash expense, the assets being depreciated may have to be replaced in the future, increasing our cash requirements;
  does not reflect stock-based compensation and, therefore, does not include all of our compensation costs;
  does not reflect the change in valuation of contingent consideration, and, although this is a noncash income or expense, the change in the valuations each reporting period are not impacted by our actual business operations but is instead strongly tied to the change in the market value of our common stock;
  does not reflect liquidated damages and, therefore, does not include future cash requirements if we repay the liquidated damages in cash instead of shares of our common stock (which the investor would need to agree to);
  does not reflect any losses from the impairment of assets, which is a noncash operating expense;
  does not reflect any losses from the sale of assets, which is a noncash operating expense;
  does not reflect the employee retention credits recorded by us for payroll related tax credits under the CARES Act;
  does not reflect payments related to employee severance and employee restructuring changes for our former executives;
  does not reflect the professional and vendor fees incurred by us for services provided by consultants, accountants, lawyers, and other vendors, which services were related to certain types of events that are not reflective of our business operations; and
  may not reflect proper non-direct cost allocations.

 

 

 

 

 

 

The following table presents a reconciliation of Adjusted EBITDA to net income (loss), which is the most directly comparable GAAP measure, for the periods indicated:

 

   Three Months Ended June 30, 
   2026   2025 
Net (loss) income  $(176)  $108,639 
Less: (Income) from discontinued operations       (96,227)
(Loss) income from continuing operations   (176)   12,412 
Add:          
Interest expense, net (1)   2,450    2,945 
Income taxes   (70)   979 
Depreciation and amortization (2)   1,986    1,989 
Stock-based compensation (3)   45    151 
Liquidated damages (4)   76    76 
Other (5)   97     
Adjusted EBITDA  $4,408   $18,552 

 

(1) Interest expense is related to our capital structure and varies over time due to a variety of financing transactions. Interest expense includes $14 and $31 for amortization of debt costs for the three months ended June 30, 2026 and 2025 respectively. These amounts are noncash items. Investors should note that cash interest payments will recur in future periods.
(2) Depreciation and amortization related to our developed technology and our Platform is included within cost of revenues of $1,078 and $1,108 for the three months ended June 30, 2026 and 2025, respectively, and depreciation and amortization is included within operating expenses of $908 and $881 for the three months ended June 30, 2026 and 2025, respectively. We believe (i) the amount of depreciation and amortization expense in any specific period may not directly correlate to the underlying performance of our business operations and (ii) such expenses can vary significantly between periods as a result of new acquisitions and full amortization of previously acquired tangible and intangible assets. Investors should note that the use of tangible and intangible assets contributed to revenue in the periods presented and will contribute to future revenue generation and should also note that such expense will recur in future periods.
(3) Stock-based compensation represents noncash costs arising from the grant of stock-based awards to employees, consultants and directors. We believe that excluding the effect of stock-based compensation from Adjusted EBITDA assists management and investors in making period-to-period comparisons in our operating performance because (i) the amount of such expenses in any specific period may not directly correlate to the underlying performance of our business operations, and (ii) such expenses can vary significantly between periods as a result of the timing of grants of new stock-based awards, including grants in connection with acquisitions. Additionally, we believe that excluding stock-based compensation from Adjusted EBITDA assists management and investors in making meaningful comparisons between our operating performance and the operating performance of other companies that may use different forms of employee compensation or different valuation methodologies for their stock-based compensation. Investors should note that stock-based compensation is a key incentive offered to employees whose efforts contributed to the operating results in the periods presented and are expected to contribute to operating results in future periods. Investors should also note that such expenses will recur in the future.
(4) Liquidated damages (or interest expense related to accrued liquidated damages) represents amounts we owe to certain of our investors in private placements offerings conducted in fiscal years 2018 through 2020, pursuant to which we agreed to certain covenants in the respective securities purchase agreements and registration rights agreements, including the filing of resale registration statements and becoming current in our reporting obligations, which we were not able to timely meet.
(5) Represents acquisition-related fair value adjustments associated with contract assets acquired in the Parade acquisition. Management excludes these transaction-related adjustments as they are not reflective of our ongoing operational performance.

 

 

 

 

 

 

Forward-Looking Statements

 

This Press Release of The Arena Group Holdings, Inc. (the “Company,” “we,” “our,” and “us”) contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements relate to future events or future performance and include, without limitation, statements concerning our business strategy, future revenues and income from continuing operations, anticipated yield growth and monetization improvements, cost reductions, debt refinancing efforts, market growth, capital requirements, product introductions and technological capabilities, expansion plans, our stock price relative to our peers and our share repurchase program (as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 16, 2026 (the “2025 Form 10-K”) and in our other SEC filings and publicly available documents). Other statements contained in this Press Release that are not historical facts are also forward-looking statements. We have tried, wherever possible, to identify forward-looking statements by terminology such as “may,” “will,” “could,” “should,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” and other stylistic variants denoting forward-looking statements.

 

We caution investors that any forward-looking statements presented in this Press Release, including but not limited to our belief that the acquisition will be immediately accretive to earnings and cash flow, the expectation that the acquisition will expand B2B revenue streams, expectations relating to business efficiency, editorial capabilities and market reach, or that we may make orally or in writing from time to time, are based on information currently available, as well as our beliefs and assumptions. The actual outcome related to forward-looking statements will be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control or ability to predict. Although we believe that our assumptions are reasonable, they are not guarantees of future performance, and some will inevitably prove to be incorrect. As a result, our actual future results can be expected to differ from our expectations, and those differences may be material. Accordingly, investors should use caution in relying on forward-looking statements, which are based only on known results and trends at the time they are made, to anticipate future results or trends. We detail other risks in our public filings with the Securities and Exchange Commission (the “SEC”), including in Part I, Item 1A, Risk Factors, in the 2025 Form 10-K. The discussion in this Press Release should be read in conjunction with the consolidated financial statements and notes thereto included in Part II, Item 8 in the 2025 Form 10-K.

 

This Press Release and all subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date of this Press Release except as may be required by law.

 

The Arena Group Contact:

 

Morgan Fitzgerald

morgan.fitzgerald@thearenagroup.net

 

The Arena Group Investor Contact:

 

Rob Fink

FNK IR

646-809-4048

aren@fnkir.com

 

 

 

 

Exhibit 99.2

 

Over the last few years we have come a long way from our days as a traditional media company focused on “Arenas” that vertically integrate audiences. As we continue to evolve, we are excited to reveal a fresh new look, feel and identity.

 

I’d like to introduce Paradium.AI.

 

Yes. We know. Another company just put “.AI” in its name, but bear with me .

 

The media landscape didn’t just change; it fractured. For years, the industry lived on a diet of search engine traffic, and then—almost overnight—LLMs began to consume audiences at scale. It challenged us to examine our relationship with our customers and our creativity, in a deeper, unique way.

 

But here is the thing: because I’ve spent my career surrounded by entrepreneurship and innovation in the Bay Area, we weren’t starting from scratch. We weren’t scrambling for a strategy; we’re accelerating.

 

We didn’t rename the company and then go look for the technology. Our team built the technology first, and the name finally caught up.

 

Encore has been running as the operating layer under our entire portfolio for a while now — quietly, doing the unglamorous work of turning audience into data that drives commerce and ad revenue.

 

We acquired InfoSentience, because generative AI is a fundamental tool that all publishers and creators don’t just want, they need it. This isn’t about replacing our editorial team - it’s about empowering them .This technology acts as a multiplier—helping create more on-brand content that readers love, that powers B2B customers, brands, and creators today, profitably.

 

We launched Cutter Studios, because digital assets and distribution matter. It’s our proprietary engine that takes authentic video voices, transforms them into clips and articles optimized for virality, publishes them, and distributes them through a smart AI syndication engine that optimizes for audience and yield.

 

Our smart CMS remains the core. Everything we build was designed to strengthen a creator, entrepreneur, or publisher running a digital media company all driven by AI.

 

This is all built and running. The name change came last.

 

We’re not a traditional publisher anymore, and we haven’t been one for a while — we’re a technology company that powers entrepreneurs, creators, and brands, with the tools, data, and reach they couldn’t build alone.

 

Our new tagline is, “All In.” Not because it shares the initials with “Artificial Intelligence” — although, yes, we like that — but because it’s true. We’ve spent real money, real time, and real talent on this initiative: Encore, Infosentience, Cutter Studios. That’s not a marketing budget, that’s momentum.

 

To the team: thank you for building the parts of this that were never going to make it into a highlight reel — the pipelines, the integrations, and the creativity.This name is catching up to your work.

 

To our shareholders: we know renames are cheap talk in this market, and you should be skeptical of them. Judge us on what’s already running, not on the new logo. The logo’s just the part you can see.

 

This is Paradium.AI. All In.

 

 

 

Exhibit 99.3

 

 

The Arena Group d/b/a Paradium.AI Acquires InfoSentience to Scale Data-Driven Content Generation

 

The strategic acquisition of InfoSentience is expected to be immediately accretive to earnings and cash flow, providing a scalable foundation for accelerated growth across Paradium.AI’s premium editorial and data-driven revenue streams.

 

NEW YORK, NY – August 10, 2026The Arena Group Holdings, Inc. d/b/a Paradium.AI (NYSE American: AREN) (the “Company” or “Paradium.AI”), the technology, brand, data and IP company home to many of the nation’s most recognizable brands, including Parade, TheStreet, Men’s Journal, Athlon Sports, ShopHQ and the Adventure Network (including Surfer, Powder, Bike Magazine and more), today announced it has acquired InfoSentience, an innovator in automated, data-driven natural language generation.

 

Strategic Rationale and Technology Integration

 

This acquisition is engineered to capitalize on InfoSentience’s established track record with elite partners such as MaxPreps. By integrating their deterministic, high-volume narrative engine, Paradium.AI expects to significantly expand its B2B revenue streams and provide existing editorial teams with the scale to cover data-intensive sectors, such as global finance and professional sports, with reliability and speed.

 

“The acquisition of InfoSentience represents a pivotal shift from traditional publishing to a robust technology infrastructure,” said Ryan Bonini, General Manager, Sports & Leisure at The Arena Group. “By integrating InfoSentience’s deterministic language generation, we believe that we are providing the scale and sophistication required for creators and brands to excel in an AI-driven landscape. This technology enhances our editorial capabilities and empowers media entrepreneurs with data-driven reach that was previously unattainable independently.”

 

The combination drives business efficiency by automating repetitive, data-heavy reporting. This shift allows editorial staff to move beyond manual data processing to focus on high-impact investigative journalism, while the technology simultaneously scales the Company’s reach into previously underserved markets, ensuring a broader and more efficient content ecosystem.

 

“Joining forces with The Arena Group, newly branded as Paradium.AI, marks a thrilling new chapter for our team and the technology we’ve built at InfoSentience,” said Steve Wasick, Founder of InfoSentience. “Our technology is built to surface impactful, data-driven insights across a large range of topics. Paradium.AI is an incredible platform to plug into, and we are eager to push the boundaries of data-driven storytelling and deliver unparalleled value to creators and audiences alike through this partnership.”

 

As part of the acquisition, InfoSentience will continue its operations for its third party partners, expand its offerings and continue to seek new clients. Wasick will remain with the combined company. Acquired with cash on hand, the Company expects the acquisition to be accretive to earnings in 2026. Livmo served as the exclusive sell-side advisor for this transaction.

 

 
 

 

 

Forward-Looking Statements

 

This Press Release of The Arena Group Holdings, Inc. (the “Company,” “we,” “our,” and “us”) contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements relate to future events or future performance and include, without limitation, statements concerning our business strategy, future revenues and income from continuing operations, anticipated yield growth and monetization improvements, cost reductions, debt refinancing efforts, market growth, capital requirements, product introductions and technological capabilities, expansion plans, our stock price relative to our peers and our share repurchase program (as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 16, 2026 (the “2025 Form 10-K”) and in our other SEC filings and publicly available documents). Other statements contained in this Press Release that are not historical facts are also forward-looking statements. We have tried, wherever possible, to identify forward-looking statements by terminology such as “may,” “will,” “could,” “should,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” and other stylistic variants denoting forward-looking statements.

 

We caution investors that any forward-looking statements presented in this Press Release, including but not limited to our belief that the acquisition will be immediately accretive to earnings and cash flow, the expectation that the acquisition will expand B2B revenue streams, expectations relating to business efficiency, editorial capabilities and market reach, or that we may make orally or in writing from time to time, are based on information currently available, as well as our beliefs and assumptions. The actual outcome related to forward-looking statements will be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control or ability to predict. Although we believe that our assumptions are reasonable, they are not guarantees of future performance, and some will inevitably prove to be incorrect. As a result, our actual future results can be expected to differ from our expectations, and those differences may be material. Accordingly, investors should use caution in relying on forward-looking statements, which are based only on known results and trends at the time they are made, to anticipate future results or trends. We detail other risks in our public filings with the Securities and Exchange Commission (the “SEC”), including in Part I, Item 1A, Risk Factors, in the 2025 Form 10-K. The discussion in this Press Release should be read in conjunction with the consolidated financial statements and notes thereto included in Part II, Item 8 in the 2025 Form 10-K.

 

This Press Release and all subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date of this Press Release except as may be required by law.

 

About The Arena Group/Paradium.AI

 

The Arena Group Holdings, Inc. d/b/a Paradium.AI (NYSE American: AREN) is a brand, data and IP company that builds, acquires and scales high-performing digital assets. We combine technology, storytelling and entrepreneurship to create deep content verticals that engage passionate audiences across sports & leisure, lifestyle and finance. Through our portfolio of owned and operated brands including Parade, TheStreet, Men’s Journal, Athlon Sports, ShopHQ, TravelHost and the Adventure Sports Network (ASN) (Surfer, Powder, etc), we deliver trusted content and meaningful experiences to millions of users each month. Visit us at thearenagroup.net to learn more.

 

Media Contact

 

Morgan Fitzgerald

morgan.fitzgerald@thearenagroup.net

 

Investor Relations Contact

 

Rob Fink, FNK IR
aren@fnkir.com
646.809.4048

 

 

Filing Exhibits & Attachments

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