STOCK TITAN

Dolphin Entertainment swings to $200K Q3 profit

Management expects four ventures in 2027, with at least one expected in market during Q1 2027, and lease savings exceeding $1 million annually.

Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
(High)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
8-K

Rhea-AI Filing Summary

Dolphin Entertainment, Inc. reported third-quarter 2026 revenue of $16.0 million, up 8.3% year over year. Net income was $0.2 million, compared with a net loss of $365,494 a year earlier; adjusted EBITDA, a non-GAAP measure, was $1.6 million, up 42.9%. For the first nine months, revenue was $43.3 million, up 5.4%, and adjusted EBITDA was $1.4 million, up 24%.

Management expects four ventures in 2027, with at least one expected to be in market in Q1 2027. Dolphin said production of its first feature, “Crush Party,” is slated to begin in the first half of 2027. Management expects its largest New York and Los Angeles leases to expire in the second half of 2027 and expects those expirations to save more than $1 million a year. Dolphin said its primary bank term loan matures in September 2028, which will free approximately $2.2 million a year in principal and interest payments. The company reported approximately $127 million in NOL carryforwards and expects most of these savings to flow directly to free cash flow.

3 points · 0 major

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Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 0 points

How the balance works

Positive

  • Moderate pointQ3 revenue reached $16.0 million, up 8.3% year over year.
  • Moderate pointQ3 adjusted EBITDA reached $1.6 million, up 42.9% year over year.
  • Moderate pointQ3 net income was $0.2 million, versus a $365,494 net loss.

Negative

  • None.

Filing Explained

Positive adjusted EBITDA for the first nine months did not amount to GAAP profit: Dolphin reported a $4,067,298 net loss.

The 8-K furnishes Dolphin Entertainment's completed results for the quarter ended September 30, 2026. Common shares issued and outstanding were 13,033,831 at September 30, versus 12,221,432 at December 31, 2025; unchanged holdings therefore represent a smaller percentage of the company.

The release says CEO Bill O’Dowd has continued to buy Dolphin stock weekly under a Rule 10b5-1 plan and now owns more than 5% of common shares. A Rule 10b5-1 plan is a written plan adopted in advance to execute trades on a schedule or formula.

At September 30, 2026, cash and equivalents were $8,140,757, compared with total current liabilities of $28,881,508.

For the nine months ended September 30, 2026, Dolphin reported a GAAP net loss of $4,067,298 alongside adjusted EBITDA of $1,374,083. The company states that adjusted EBITDA does not replace U.S. GAAP results and is not a measure of liquidity.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Q3 revenue $16.0 million Three months ended September 30, 2026; up 8.3% year over year
Q3 net income $0.2 million Three months ended September 30, 2026; compared with a net loss of $365,494 a year earlier
Q3 adjusted EBITDA $1.6 million Non-GAAP; three months ended September 30, 2026; up 42.9% year over year
Nine-month revenue $43.3 million Nine months ended September 30, 2026; up 5.4% year over year
Nine-month adjusted EBITDA $1.4 million Non-GAAP; nine months ended September 30, 2026; up 24% year over year
Adjusted basic EPS based on Adjusted EBITDA $0.12 Three months ended September 30, 2026; non-GAAP
Expected ventures Four ventures Expected during 2027
Expected annual lease savings More than $1 million Expected from the largest New York and Los Angeles leases, which expire in the second half of 2027
Adjusted EBITDA financial
"Adjusted EBITDA (non-GAAP)"
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.
NOL carryforwards financial
"approximately $127 million in NOL carryforwards"
Net operating loss (NOL) carryforwards are tax losses from prior years that a company is allowed to apply against future taxable profits, like a store credit that reduces the amount it owes later. They matter to investors because they can lower future tax bills, boost expected cash flow and reported earnings, and therefore affect a company’s valuation and how quickly it can turn losses into sustainable profits.
two-class method financial
"uses the two-class method when calculating adjusted EPS"
10b5-1 plan regulatory
"under my 10b5-1 plan"
A 10b5-1 plan is a pre-arranged strategy that allows company insiders to buy or sell their shares at predetermined times and prices, even while they are aware of confidential information. It acts like a scheduled appointment for trading, helping ensure transactions happen transparently and legally, which can reassure investors that trades are not based on insider knowledge.
Revenue $16.0 million +8.3% year over year
Net income $0.2 million Compared with a net loss of $365,494 a year earlier
Adjusted EBITDA $1.6 million +42.9% year over year
Guidance

Management expects four ventures in 2027, with at least one expected to be in market in Q1 2027.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What was DLPN's adjusted EPS for Q3 2026?

For the three months ended September 30, 2026, Dolphin reported adjusted basic EPS based on Adjusted EBITDA of $0.12 and adjusted fully diluted EPS of $0.08. These are non-GAAP measures.

How many ventures does DLPN expect in 2027?

Management expects four ventures in 2027, with at least one expected to be in market in Q1 2027. Dolphin said it had identified its next two ventures and was on track for three more during the year.

When is production of Dolphin's Crush Party feature expected to begin?

Kristen Brancaccio will direct Dolphin's first feature, “Crush Party.” Casting is underway, and production is slated to begin in the first half of 2027.

What did DLPN CEO Bill O'Dowd say about his stock purchases?

CEO Bill O’Dowd said he continued to buy Dolphin stock every week under his 10b5-1 plan and owned over 5% of the common shares outstanding.

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

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false 0001282224 0001282224 2026-11-10 2026-11-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 
 

 

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): November 10, 2026

DOLPHIN ENTERTAINMENT, INC.
(Exact name of registrant as specified in its charter)

Florida 001-38331 86-0787790
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

 

150 Alhambra Circle, Suite 1200, Coral Gables, Florida 33134
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code (305) 774 -0407

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

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))

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

 

Title of each class   Trading symbol(s)   Name of each exchange on which registered
Common Stock, $0.015 par value per share   DLPN   The Nasdaq Capital Market

  

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 November 10, 2026, Dolphin Entertainment, Inc., a Florida corporation (the “Company”), issued a press release announcing its financial results for the three and nine months ended September 30, 2026. A copy of the Company’s earnings press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

The information contained in this Current Report on Form 8-K, including Exhibit 99.1, 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 incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
Number

Description

99.1 Press Release dated November 10, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

SIGNATURES

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.

             
        DOLPHIN ENTERTAINMENT, INC.
       
Date: November 10, 2026       By:  

/s/ Mirta A. Negrini

            Mirta A. Negrini
            Chief Financial Officer

 

 

 

 

Exhibit 99.1

 Dolphin Entertainment Reports Record Revenue in Third Quarter 2026

 

Q3’26 Revenue Rises 8.3% YoY to a record $16.0 Million; Net Income of $0.2 Million or $0.02 per share; Adjusted EBITDA Up 42.9% YoY to $1.6 Million or $0.12 per share

 

Anticipates Four Ventures in 2027, with First Expected in Q1 2027

 

MIAMI, FL / ACCESS Newswire / November 10, 2026 / Dolphin (NASDAQ:DLPN), a leading entertainment marketing and premium content production company, today announced its financial results for the third quarter ended September 30, 2026.

 

Bill O’Dowd, CEO of Dolphin, commented:

 

“Dolphin had an outstanding third quarter. Revenue for the quarter grew 8.3% year-over-year to $16.0 million, the highest quarterly revenue in Dolphin’s history, even including Q1 2024 when we reported $3.4 million from Blue Angels. This is all organic growth, and actually would have been 9.7% excluding Always Alpha, which we spun-out in November 2025. For the first nine months, revenue grew 5.4% to $43.3 million, or 6.5% excluding Always Alpha.

 

Last quarter, we said to expect a meaningful step up in profitability in the third quarter, and that is what we delivered. We reported net income of $0.2 million, compared to a net loss of $0.4 million a year ago, and adjusted EBITDA increased 42.9% to $1.6 million versus $1.1 million a year ago. For the first nine months, adjusted EBITDA increased 24% to $1.4 million versus $1.1 million a year ago. We believe that our large non-cash amortization expenses often obscure our cash flow results, which is why we prefer to measure ourselves using adjusted EBITDA versus net income. We built Dolphin to grow steadily and to grow profits faster than revenue, and this quarter shows it. Revenue grew more than 8%, well ahead of growth in our core operating costs.

 

We expect continued improved operating results in the quarters ahead, especially as we get stronger each quarter in cross-selling services between our various agencies. We expect to continue to be able to leverage our horizontal scale across the major sectors of entertainment, and our vertical scale in the various disciplines of earned media.

 

The free cash flow drivers we have discussed also remain on schedule. The largest of our New York and Los Angeles leases expire in the second half of 2027, from which we expect to save more than $1 million a year, and our primary bank term loan matures in September 2028, which will free up approximately $2.2 million a year in principal and interest payments. With approximately $127 million in NOL carryforwards, we expect most of these savings to flow directly to free cash flow.

 

We also expect 2027 to be a big year for our ventures. We have identified our next two ventures and expect at least one to be in market in the first quarter of 2027, and we are on track for three more during the year, for a total of four in 2027.

 

At Graviteur Studios, Kristen Brancaccio will direct our first feature, “Crush Party.” Kristen directed Issa Rae’s vertical series Screen Time, the most-watched English-language microdrama on TikTok, with more than 580 million views. Casting is underway, and production is slated to begin in the first half of 2027.

 

Finally, I have continued to buy Dolphin stock every week under my 10b5-1 plan and now own over 5% of the common shares outstanding. Management remains closely aligned with shareholders in building long-term value.”

 

Q3 2026 and Recent Highlights

 

•Total revenue for the three months ended September 30, 2026, was $16.0 million, the highest quarterly revenue in the Company’s history and an increase of 8.3% from $14.8 million last year. Total revenue for the nine months ended September 30, 2026, was $43.3 million, an increase of 5.4% from $41.1 million last year.

 

•Income from operations was $0.8 million for the three months ended September 30, 2026, an increase of 167% from $0.3 million for the three months ended September 30, 2025.

 

•Operating expenses for Q3 2026 were $15.2 million, including non-cash depreciation and amortization of $0.5 million and approximately $0.4 million of litigation-related legal costs. This compares to operating expenses of $14.5 million in Q3 2025.

 

•Net income for Q3 2026 was $0.2 million, compared to a net loss of $0.4 million for Q3 2025.

 

•Basic and diluted earnings per share for Q3 2026 was $0.02 based on 13,029,555 and 13,093,494 weighted average shares outstanding, respectively, compared to basic and diluted loss per share in Q3 2025 of $(0.03) based on 11,770,195 weighted average shares outstanding.

 

 
 

 

•Adjusted EBITDA for Q3 2026 was approximately $1.6 million, an increase of 42.9% from approximately $1.1 million in Q3 2025. Adjusted EBITDA basic earnings per share for Q3 2026 was $0.12 based on 13,029,555 weighted average shares outstanding, and fully diluted earnings per share was $0.08 based on 20,090,590 weighted average shares outstanding, compared to Adjusted EBITDA for Q3 2025 of $1.1 million, or $0.09 basic earnings per share and $0.06 fully diluted earnings per share based on 11,770,195 and 17,842,349, respectively, weighted average shares outstanding.

 

•Adjusted EBITDA for the nine months ended September 30, 2026, was approximately $1.4 million, an increase of 24.2% from approximately $1.1 million for the same period last year.

 

•Cash and cash equivalents were $8.1 million as of September 30, 2026, compared to $7.7 million as of June 30, 2026, and $8.8 million as of December 31, 2025.

 

Dolphin

 

•Identified its next two ventures, with at least one expected to be in market in the first quarter of 2027, with two more expected during the year for a total of four in 2027

 

•Named to The PR Net 100 2026, the annual list of leading global agencies recognized for talent, innovation and influence in marketing and communications

 

•Graviteur Studios, the creator-driven film and television studio from Dolphin and KYNETIC Media Ventures, set Kristen Brancaccio, director of Issa Rae’s vertical series Screen Time, to direct its first feature, “Crush Party”, slated to begin production in the first half of 2027

 

•Subsidiaries Special Projects, 42West and The Digital Dept. delivered a wide-ranging presence at New York Fashion Week

 

•Presented at the 20th Annual LD Micro Main Event

 

42West

 

•Delivered a slate of 16 titles at the 51st Toronto International Film Festival, including People’s Choice Documentary Award winner Darlene Love: I Know Where I’ve Been

 

•Handled Christian Siriano’s SS27 fashion show at New York Fashion Week

 

Shore Fire Media

 

•Client Qobuz, the high-quality music streaming and download platform, was named one of TIME’s Best Inventions of 2026 in the Entertainment & Gaming category

 

•Client Angélique Kidjo became the first African musician honored with a star on the Hollywood Walk of Fame

 

•Supported estate clients through milestone years, including the John Coltrane and Miles Davis centennials and Fela Kuti’s upcoming Rock & Roll Hall of Fame induction

 

The Door

 

•Named U.S. public relations agency for Kewpie, Japan’s iconic mayonnaise and condiment brand

 

•The Door’s DISRPT division returned as CultureCon’s agency of record for the fifth consecutive year

 

Elle Communications

 

•Named communications and thought leadership agency for The Longest Table, a movement that has supported more than 200 community tables in more than 40 cities

 

The Digital Dept.

 

•Grew its talent roster to more than 380 creators, up from roughly 250 a year ago, expanded its team by 45% and started new teams in Dallas and Boston

 

•Hosted an exclusive Ranch House for its creators at LTK Con 2026

 

Special Projects

 

•Produced events during Academy Museum Gala week with W Magazine, FENDI, Boucheron and Cartier

 

•Partnered with Moncler, CHANEL and Rag & Bone on events during New York Fashion Week

 

Conference Call Information

 

To participate in this event, dial in approximately 5 to 10 minutes before the beginning of the call.

 

Date: November 10, 2026

Time: 4:30pm ET

Toll Free: 877-545-0320 International: 973-528-0002 Participant Access Code: 268677

Webcast: https://www.webcaster5.com/Webcast/Page/2225/54781

 

 
 

 

Replay

 

Toll Free: 877-481-4010 International: 919-882-2331 Replay Passcode: 54781

Webcast Replay: https://www.webcaster5.com/Webcast/Page/2225/54781

 

Forward-Looking Statements

 

This press release contains 'forward-looking statements' within the meaning of the Private Securities Litigation Reform Act. These forward-looking statements may address, among other things, Dolphin Entertainment Inc.'s expected financial and operational results and the related assumptions underlying its expected results. These forward-looking statements are distinguished by the use of words such as "will," "would," "anticipate," "expect," "believe," "designed," "plan," or "intend," the negative of these terms, and similar references to future periods. These views involve risks and uncertainties that are difficult to predict and, accordingly, Dolphin Entertainment's actual results may differ materially from the results discussed in its forward-looking statements. Dolphin Entertainment's forward-looking statements contained herein speak only as of the date of this press release. Factors or events Dolphin Entertainment cannot predict, including those described in the risk factors contained in its filings with the Securities and Exchange Commission, may cause its actual results to differ from those expressed in forward-looking statements. Although Dolphin Entertainment believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be achieved, and Dolphin Entertainment undertakes no obligation to update publicly any forward-looking statements as a result of new information, future events, or otherwise, except as required by applicable law.

 

CONTACT:

 

James Carbonara

HAYDEN IR

(646)-755-7412

james@haydenir.com

 

ABOUT DOLPHIN:

 

Dolphin (NASDAQ:DLPN) is where cultural creation meets marketing execution. Founded in 1996 by Bill O'Dowd, Dolphin operates as both a venture studio - developing and investing in breakthrough content, products and experiences - and a marketing consortium, featuring leading agencies across every communications discipline.

 

At its core, the venture studio creates, produces, finances, markets and promotes new businesses and cultural ideas - ranging from acclaimed film, television and digital content to consumer goods, live events and partnerships that define entertainment and lifestyle. Surrounding this entrepreneurial engine, Dolphin's marketing prowess brings together best-in-class firms including 42West, The Door, Shore Fire Media, Elle Communications, Special Projects and The Digital Dept. Together, this collective delivers unmatched cross-marketing expertise and relationships across every vertical of pop culture - from film, television, music, influencers, sports, hospitality and fashion to consumer brands and purpose-driven initiatives. Dolphin marketing has been the recipient of many accolades, including No. 1 Agency of the Year on the Observer PR Power List in 2025, The PR Net 100 and the PRNEWS Agency Elite Top 120. Follow us on Instagram here.

 

 

 
 

 

DOLPHIN ENTERTAINMENT, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

         
  

September 30,

2026

  

December 31,

2025

 
ASSETS          
Current          
Cash and cash equivalents  $8,140,757   $8,756,585 
Restricted cash   925,004    925,004 
Accounts receivable:          
Trade, net of allowance of $369,863 and $1,327,808, respectively   8,754,978    7,848,970 
Other receivables   6,007,017    5,243,931 
Other current assets   994,414    1,179,498 
Total current assets   24,822,170    23,953,988 
           
Capitalized production costs, net   532,908    520,338 
Employee receivable   1,228,085    1,196,085 
Right-of-use assets   2,084,146    3,012,941 
Goodwill   21,507,944    21,507,944 
Intangible assets, net   6,329,979    7,898,607 
Property, equipment and leasehold improvements, net   316,813    50,961 
Other long-term assets   189,151    189,296 
Total Assets  $57,011,196   $58,330,160 
           
LIABILITIES          
Current          
Accounts payable  $4,170,718   $3,096,715 
Term loans, current portion   1,925,510    1,813,760 
Revolving line of credit   400,000    400,000 
Notes payable, current portion   3,000,000    3,500,000 
Convertible notes payable, current portion   —    1,250,000 
Accrued interest – related party   2,407,175    2,043,087 
Accrued compensation – related party   2,625,000    2,625,000 
Lease liabilities, current portion   1,278,772    1,912,482 
Deferred revenue   302,466    794,177 
Other current liabilities   12,771,867    11,096,820 
Total current liabilities   28,881,508    28,532,041 
           
Noncurrent          
Term loans, noncurrent portion   2,819,421    2,976,930 
Notes payable, noncurrent portion   5,270,000    4,580,000 
Convertible notes payable   7,950,000    6,460,000 
Convertible notes payable – related party   2,710,584    2,904,357 
Convertible note payable at fair value   240,000    270,000 
Loans from related party   983,112    983,112 
Lease liabilities   1,201,380    1,469,386 
Deferred tax liability   492,897    463,909 
Total Liabilities   50,548,902    48,639,735 
Commitments and contingencies (Note 12)          
           
STOCKHOLDERS’ EQUITY          
Preferred Stock, Series C, $0.001 par value, 50,000 shares authorized, 50,000 shares issued and outstanding at September 30, 2026 and December 31, 2025   1,000    1,000 
Common stock, $0.015 par value, 200,000,000 shares authorized, 13,033,831 and 12,221,432 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively   195,508    183,321 
Additional paid-in capital   159,636,281    158,809,301 
Accumulated deficit   (153,370,495)   (149,303,197)
Total Stockholders’ Equity   6,462,294    9,690,425 
Total Liabilities and Stockholders’ Equity  $57,011,196   $58,330,160 

  

 

 
 

 

DOLPHIN ENTERTAINMENT, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

                 
  

Three Months Ended

September 30,

  

Nine Months Ended

September 30,

 
   2026   2025   2026   2025 
                 
Revenues  $16,020,848   $14,796,309   $43,267,935   $41,053,549 
                     
Expenses:                    
Direct costs   861,875    643,931    2,674,851    1,730,516 
Payroll and benefits   10,918,192    10,397,559    32,996,097    31,004,544 
Selling, general and administrative   1,837,458    2,041,440    5,682,969    5,735,759 
Depreciation and amortization   537,709    589,388    1,608,951    1,772,492 
Acquisition cost   —    —    —    416,171 
Legal and professional   1,042,066    815,695    2,649,012    1,916,351 
Total expenses   15,197,300    14,488,013    45,611,880    42,575,833 
                     
Income (loss) from operations   823,548    308,296    (2,343,945)   (1,522,284)
                     
Other (expenses) income, net:                    
Change in fair value of convertible note   10,000    (50,000)   30,000    20,000 
Loss on extinguishment of debt   —    —    —    (835,324)
Interest income   2,714    4,164    16,333    21,443 
Interest expense   (612,301)   (627,954)   (1,740,698)   (1,749,264)
Total other (expenses) income, net   (599,587)   (673,790)   (1,694,365)   (2,543,145)
                     
Income (loss) before income taxes   223,961    (365,494)   (4,038,310)   (4,065,429)
                     
Income tax benefit (expense)   6,316    —    (28,988)   (43,045)
                     
Net income (loss)  $230,277   $(365,494)  $(4,067,298)  $(4,108,474)
                     
Earnings (loss) per share:                    
Basic  $0.02   $(0.03)  $(0.32)  $(0.36)
Diluted  $0.02   $(0.03)  $(0.32)  $(0.36)
                     
Weighted average number of shares outstanding:                    
Basic   13,029,555    11,770,195    12,737,967    11,370,007 
Diluted   13,093,494    11,770,195    12,737,967    11,370,007 

 

 

 

 
 

 Use of Non-GAAP Financial Measures

 

In order to provide greater transparency regarding our operating performance, the financial results in this press release refer to non-GAAP financial measures that involve adjustments to GAAP results. Non-GAAP financial measures exclude certain income and/or expense items that management deems are not directly attributable to the Company’s core operating results and/or certain items that are inconsistent in amounts and frequency, making it difficult to perform a meaningful evaluation of our current or past operating performance.

 

Adjusted EPS is calculated by dividing adjusted EBITDA by the weighted average number of basic and diluted shares outstanding for periods in which the Company reports adjusted EBITDA, consistent with the Company’s convention for GAAP earnings per share. The Company uses the two-class method when calculating adjusted EPS in periods where the adjusted EBITDA results in income as the participating securities have the right to participate in undistributed earnings. To calculate the adjusted EPS, the adjusted EBITDA is reduced by the amount of the adjusted EBITDA that is available to the participating security holders.

 

Management believes that the presentation of operating results using this non-GAAP financial measure provides useful supplemental information for investors by providing them with the non-GAAP financial measure used by management for financial and operational decision making, planning and forecasting and in managing the business. This non-GAAP financial measure does not replace the presentation of financial information in accordance with U.S. GAAP. These non-GAAP financial results should not be considered a measure of liquidity and are unlikely to be comparable to non-GAAP financial measures provided by other companies.

 

Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted EBITDA

 

   Three Months Ended Sept. 30,   Nine Months Ended Sept. 30, 
   2026   2025   2026   2025 
Net income (loss) (GAAP)  $230,277   $(365,494)  $(4,067,298)  $(4,108,474)
Adjustments to GAAP measure:                    
Interest expense, net   609,587    623,790    1,724,365    1,727,821 
Income tax (benefit) expense   (6,316)   —    28,988    43,045 
Depreciation and amortization   537,709    589,388    1,608,951    1,772,492 
Acquisition costs   —    —    52,728    416,171 
Change in fair value of convertible note   (10,000)   50,000    (30,000)   (20,000)
Loss on extinguishment of debt   —    —    —    835,324 
Allowance for credit losses   (115,509)   115,422    56,292    264,583 
One-time advance on distribution of Youngblood   —    —    700,000    — 
Non-recurring retention bonuses   —    —    360,000    — 
Litigation costs   352,672    105,196    940,057    175,474 
Adjusted EBITDA (non-GAAP)  $1,598,420   $1,118,302   $1,374,083   $1,106,436 

 

Three Months Ended Sept. 30,                
Adjusted Basic EPS based on Adjusted EBITDA (non-GAAP)  $0.12   $0.09   $0.11   $0.10 
Adjusted Fully Diluted EPS  $0.08   $0.06   $0.07   $0.06 
                     
Weighted average number of shares outstanding:                    
Basic   13,029,555    11,770,195    12,737,967    11,370,007 
Fully Diluted   20,090,590    17,842,349    19,462,451    16,879,023 

 

 

 
 

Reconciliation of GAAP EPS to Non-GAAP EPS

 

   Three Months Ended September 30,  

Nine Months Ended

September 30,

 
   2026   2025   2026   2025 
Earnings (loss) per share (GAAP)  $0.02   $(0.03)  $(0.32)  $(0.36)
Adjustments to GAAP measure:                    
  Interest expense   0.05    0.05    0.14    0.15 
  Depreciation and amortization   0.04    0.05    0.13    0.16 
  Acquisition costs   —    —    —    0.04 
  Other one-time (income) expenses   (0.01)   0.00    0.01    — 
  Loss on extinguishment of debt   —    0.00    —    0.07 
  Allowance for credit losses   (0.01)   0.01    —    0.02 
  One-time advance on distribution of Youngblood   —    —    0.05    — 
Non-recurring retention bonuses   —    —    0.03    — 
  Litigation costs   0.03    0.01    0.07    0.02 
Adjusted Basic EPS based on Adjusted EBITDA (non-GAAP)  $0.12   $0.09   $0.11   $0.10 
Adjusted Fully Diluted EPS  $0.08   $0.06   $0.07   $0.06 
                     
Weighted average number of shares outstanding:                    
Basic   13,029,555    11,770,195    12,737,967    11,370,007 
Fully Diluted   20,090,590    17,842,349    19,462,451    16,879,023 

 

 

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