Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F:
On November 10, 2026, eToro Group Ltd. (the “Company”)
issued a press release titled “etoro Reports Third Quarter 2026 Results.” A copy of the press release is furnished as Exhibit
99.1 herewith.
The unaudited condensed consolidated balance sheets,
unaudited condensed consolidated statements of profit or loss and other comprehensive income (loss), unaudited condensed consolidated
statements of cash flows and unaudited reconciliation of non-GAAP metrics contained in the press release attached as Exhibit 99.1 to this
report on Form 6-K are hereby incorporated by reference into the Company’s registration statement on Form
S-8 (Registration No. 333-287430) (including any prospectuses forming a part of such registration statement), to be a part thereof
from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
Except for the foregoing information, the other information contained in 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 shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange
Act.
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, thereunto duly authorized.
Exhibit
99.1
ETORO
REPORTS THIRD QUARTER 2026 RESULTS
Funded
accounts grew by 18% year-over-year to 4.39 million
Announced $250 million share repurchase program
New
York – November 10th, 2026 – etoro Group Ltd. (“etoro”, or the “Company”) (NASDAQ:
ETOR), the trading and investing platform, today announced financial results for the third quarter ended September 30, 2026.
“This
quarter we launched the new eToro app, built from the ground up with AI at its core, enabling us to ship products faster to our global
community,” said Yoni Assia, Co-Founder and CEO of eToro.
“As
markets move on chain and trading becomes 24/7, we continue to expand round-the-clock trading across more assets. Now we are taking it
into the agentic era, combining the collective intelligence of our community with AI and advanced tools. The goal is simple: give every
investor more ways to navigate markets, discover opportunities and generate higher returns.”
“We
delivered continued growth in our user base, with funded accounts up 18% year-over-year to 4.39 million and assets under administration
of $20.8 billion. Capital markets net contribution increased 21% year over year, while crypto activity sequentially recovered. Our strong
balance sheet and cash generation allow us to continue investing selectively in the platform, pursue strategic opportunities and return
capital to shareholders through the $250 million share repurchase program,” said Meron Shani, etoro’s CFO.
Third
Quarter 2026 Financial and Product Highlights1
| ● | Net
contribution decreased by 13% year-over-year to $186 million, compared to $215 million
in the third quarter of 2025, driven primarily by decreased crypto trading activity. |
| ● | Net
income (GAAP) decreased by 74% year-over-year to $15 million, compared to $57 million
in the third quarter of 2025. |
| ● | Adjusted
Net Income (non-GAAP) decreased by 60% year-over-year to $24 million, compared to $60
million in the third quarter of 2025. |
| ● | Adjusted
EBITDA (non-GAAP) decreased by 56% year-over-year to $34 million, compared to $78 million
in the third quarter of 2025. |
| ● | Diluted
EPS (GAAP) was $0.14, compared to $0.53 in the third quarter of 2025. |
| ● | Adjusted
Diluted EPS (non-GAAP) was $0.26, compared to $0.60 in the third quarter of 2025. |
| ● | Funded
Accounts increased 18% year-over-year to 4.39 million, compared to 3.73 million in the
third quarter of 2025. This was driven primarily by strength in user acquisition and retention
efforts. |
| ● | Assets
under Administration were flat year-over-year at $20.8 billion. |
| ● | Cash,
Cash Equivalents and Short Term Investments were $1.2 billion as of September 30, 2026. |
October
KPI metrics2
etoro also
reported the below selected monthly business metrics for October 2026:
| ● | Assets
under Administration (AUA) were $19.2 billion, down 6% year-over-year. |
| ● | Funded
Accounts were 4.42 million, up 18% year-over-year. |
| 1 | See
“Non-GAAP Financial Metrics and Key Performance Indicators” below for additional
information and a reconciliation to GAAP for all Non-GAAP financial metrics. Adjusted EBITDA
margin is based on net contribution. |
| 2 | Numbers
may not sum up due to rounding; percentage changes based on unrounded data. |
| ● | Capital
Markets/ECC Activity |
| o | Total
number of trades for October was 48.2 million, down 22% year-over-year; |
| o | Invested
amount per trade for October was $184, down 49% year-over-year; |
| o | Total
number of trades for October was 2.0 million, down 62% year-over-year; |
| o | Invested
amount per trade for October was $228, down 29% year-over-year; |
| ● | Interest
Earning Assets for October was $7.0 billion, down 20% year-over-year. |
| ● | Total
Money Transfers for October was $1.1 billion, down 21% year-over-year. |
Business
Highlights
The
quarter saw continued progress across each of etoro’s four strategic pillars.
Trading:
etoro continued to expand its trading proposition with Edge, its desktop experience for more active traders, bringing professional-grade
charting, analytics and order tools into a customizable workspace. etoro also expanded 24/7 trading across additional assets, while buying-power
adoption tripled quarter-over-quarter, giving eligible users greater flexibility to deploy their capital using margin.
Investing:
Users engaged in API and agentic trading increased 250% quarter-over-quarter. New connectors to Claude, ChatGPT and Grok allow users
to connect their own AI agents to etoro, while the App Store now offers more than 250 active apps. Tori is evolving into a more proactive
investing layer, helping users understand and manage their portfolios and, over time, take action within the objectives and controls
they set.
Wealth
Management: Alpha Portfolios, which leverage etoro’s proprietary retail investor data via AI-driven strategies, continued to grow,
while Copy Trading reached $2.4 billion AUM. Agent Portfolios, which enable users to connect AI agents to a sub-account within their
portfolio, also continued to gain momentum. etoro launched 26 Smart Portfolios in the U.S.
Neo-banking:
etoro continued to expand the ways users can move, manage and invest their money across traditional and digital finance. The number of
debit cards issued across Europe continued to increase, while etoro continued to develop local payment and wallet capabilities.
Acquisitions:
etoro agreed to acquire LB Finanzas, a leading digital investment and payments platform in Argentina. This acquisition strengthens the
Company’s geographical reach to Latin America, an area which is currently experiencing rapid growth in retail participation.
Share
Repurchase Program
etoro
today announced that its Board of Directors has authorized a share repurchase program of up to $250 million. Such repurchases may be
made through a variety of methods, including through open market transactions (including through Rule 10b5-1 plans), privately negotiated
transactions, block trades and by way of an accelerated share repurchase program. This authorization reflects the Company’s confidence
in its long-term strategy and growth prospects, financial strength, and commitment to deliver shareholder value. etoro believes that
its current share price does not fully reflect the Company’s fundamental value, and that repurchasing shares represents a prudent
allocation of capital. The program is also intended to provide additional flexibility to support potential future strategic initiatives,
including mergers and acquisitions, where etoro shares could serve as an effective transaction currency. The actual timing, number, manner
and value of any shares repurchased will depend on several factors, including the market price of our shares, general market and economic
conditions, our liquidity requirements, applicable legal requirements and other business considerations.
Conference
Call and Livestream Information
etoro
will host a video call to discuss its results at 5:30 a.m PT / 8:30 a.m ET today, November 10, 2026. The video call can be accessed at
investors.etoro.com, along with this earnings press release and accompanying slide presentation. The event will also be live streamed
to etoro’s YouTube and X.com official channels.
Contact
Media
Relations - pr@etoro.com
Investor
Relations - investors@etoro.com
About
etoro
etoro
is the platform where you can trade, invest, save and spend. Founded in 2007 with the vision of a world where everyone can trade and
invest in a simple and transparent way, we’ve built a regulated, Nasdaq-listed platform used by millions of people in 75 countries.
We believe there is power in shared knowledge. By combining the collective intelligence of our community with AI-powered tools, we’ve
created a collaborative investment community designed to help you grow your knowledge and wealth. On etoro, you can hold a range of traditional
and innovative assets and choose how you invest: trade directly, invest in a portfolio, copy other investors, or invest with an AI agent.
Visit our media center for our latest news.
------------
ETORO
GROUP LTD.
CONDENSED
CONSOLIDATED BALANCE SHEETS
U.S.
dollars in thousands
| | |
September 30 | | |
December 31 | |
| | |
2026 | | |
2025 | |
| | |
Unaudited | | |
Unaudited | |
| Assets | |
| | |
| |
| Current assets: | |
| | |
| |
| Cash and cash equivalents | |
| 881,327 | | |
| 1,072,641 | |
| Restricted cash | |
| 687 | | |
| 329 | |
| Short-term investment | |
| 342,134 | | |
| 202,688 | |
| Counterparties | |
| 284,188 | | |
| 249,055 | |
| Cryptoassets | |
| 76,857 | | |
| 62,606 | |
| Receivable from omnibus accounts | |
| 9,936 | | |
| 26,820 | |
| Other receivables and prepaid expenses | |
| 67,566 | | |
| 61,299 | |
| | |
| 1,662,695 | | |
| 1,675,438 | |
| Non-current assets: | |
| | | |
| | |
| Restricted cash | |
| 16,000 | | |
| 11,688 | |
| Right of use assets | |
| 25,062 | | |
| 41,873 | |
| Property and equipment, net | |
| 8,741 | | |
| 7,361 | |
| Goodwill and other intangible assets, net | |
| 64,316 | | |
| 43,211 | |
| Other long-term assets | |
| 22,220 | | |
| – | |
| Deferred taxes | |
| 7,130 | | |
| 11,776 | |
| | |
| 143,469 | | |
| 115,909 | |
| | |
| | | |
| | |
| Total Assets | |
| 1,806,164 | | |
| 1,791,347 | |
| | |
| | | |
| | |
| Liabilities and equities | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Accounts payable | |
| 5,143 | | |
| 4,435 | |
| Current maturities of long-term lease liabilities | |
| 6,323 | | |
| 5,978 | |
| Short Term Liabilities | |
| 7,586 | | |
| 8,994 | |
| Payable to users | |
| 124,786 | | |
| 107,830 | |
| Accrued expenses and other payables | |
| 243,994 | | |
| 215,414 | |
| | |
| 387,832 | | |
| 342,651 | |
| Non-current liabilities: | |
| | | |
| | |
| Employee benefit liabilities, net | |
| 985 | | |
| 962 | |
| Other long-term liabilities | |
| 3,000 | | |
| – | |
| Long-term lease liabilities | |
| 26,653 | | |
| 48,485 | |
| Deferred taxes liabilities | |
| 4,163 | | |
| 4,659 | |
| | |
| 34,801 | | |
| 54,106 | |
| Equity attributable to equity holders of the company: | |
| | | |
| | |
| Common share premium | |
| 1,306,405 | | |
| 1,273,894 | |
| Treasury shares | |
| (252,163 | ) | |
| (62,085 | ) |
| Advanced Investment Agreement | |
| 9,091 | | |
| 9,091 | |
| Other capital reserve | |
| 1,034 | | |
| 5,441 | |
| Retained Earnings (Accumulated deficit) | |
| 319,164 | | |
| 168,249 | |
| | |
| 1,383,531 | | |
| 1,394,590 | |
| Total liabilities and equity | |
| 1,806,164 | | |
| 1,791,347 | |
ETORO GROUP LTD.
CONDENSED CONSOLIDATED STATEMENTS
OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME (LOSS)
U.S. dollars in thousands (except share and per share data)
| | |
Three months ended September 30 | | |
Nine months ended September 30 | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
| Revenue and income: | |
| | |
| | |
| | |
| |
| Net trading income from equities, commodities and currencies | |
| 88,491 | | |
| 72,865 | | |
| 395,721 | | |
| 283,744 | |
| Revenue from cryptoassets | |
| 1,348,390 | | |
| 3,966,518 | | |
| 4,847,894 | | |
| 9,382,110 | |
| Net trading income (loss) from cryptoassets derivatives | |
| (30,894 | ) | |
| (18,395 | ) | |
| 22,204 | | |
| 50,249 | |
| Net interest income from users | |
| 49,953 | | |
| 58,850 | | |
| 145,734 | | |
| 155,342 | |
| Currency conversion and other income | |
| 20,871 | | |
| 24,287 | | |
| 79,910 | | |
| 70,701 | |
| Other interest income | |
| 9,398 | | |
| 9,410 | | |
| 27,000 | | |
| 21,005 | |
| Total revenue and income | |
| 1,486,209 | | |
| 4,113,535 | | |
| 5,518,463 | | |
| 9,963,151 | |
| | |
| | | |
| | | |
| | | |
| | |
| Costs: | |
| | | |
| | | |
| | | |
| | |
| Cost of revenue from cryptoassets | |
| 1,289,190 | | |
| 3,889,146 | | |
| 4,813,918 | | |
| 9,295,088 | |
| Margin interest expense | |
| 10,720 | | |
| 9,785 | | |
| 30,693 | | |
| 26,461 | |
| Research and development | |
| 42,110 | | |
| 37,906 | | |
| 117,030 | | |
| 113,380 | |
| Selling and marketing | |
| 68,142 | | |
| 47,901 | | |
| 198,861 | | |
| 161,701 | |
| General, administrative and operating costs | |
| 51,092 | | |
| 57,434 | | |
| 169,487 | | |
| 183,206 | |
| Finance and other expenses, net | |
| 6,039 | | |
| 2,559 | | |
| 6,866 | | |
| 8,351 | |
| Total costs | |
| 1,467,293 | | |
| 4,044,731 | | |
| 5,336,855 | | |
| 9,788,187 | |
| | |
| | | |
| | | |
| | | |
| | |
| Income before taxes on income | |
| 18,916 | | |
| 68,804 | | |
| 181,608 | | |
| 174,964 | |
| Taxes on income | |
| 3,886 | | |
| 11,987 | | |
| 30,694 | | |
| 28,010 | |
| Net income | |
| 15,030 | | |
| 56,817 | | |
| 150,914 | | |
| 146,954 | |
| | |
| | | |
| | | |
| | | |
| | |
| Other comprehensive income (loss) net: | |
| | | |
| | | |
| | | |
| | |
| Items that may be reclassified subsequently to profit or loss: | |
| | | |
| | | |
| | | |
| | |
| Cash flow hedges, net of tax | |
| (2,799 | ) | |
| (1,212 | ) | |
| (4,407 | ) | |
| 3,752 | |
| Other comprehensive income (loss) for the period, net of tax | |
| (2,799 | ) | |
| (1,212 | ) | |
| (4,407 | ) | |
| 3,752 | |
| | |
| | | |
| | | |
| | | |
| | |
| Total comprehensive income | |
| 12,231 | | |
| 55,605 | | |
| 146,507 | | |
| 150,706 | |
| | |
| | | |
| | | |
| | | |
| | |
| Basic
net income per share | |
| 0.18 | | |
| 0.66 | | |
| 1.83 | | |
| 1.78 | |
| Diluted net income per share | |
| 0.14 | | |
| 0.53 | | |
| 1.59 | | |
| 1.55 | |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted-average shares of common shares used to compute net income per share attributable to common shareholders: | |
| | | |
| | | |
| | | |
| | |
| Basic | |
| 81,373,292 | | |
| 86,648,439 | | |
| 82,399,716 | | |
| 82,760,081 | |
| Diluted | |
| 91,938,225 | | |
| 100,396,074 | | |
| 93,140,273 | | |
| 94,580,493 | |
ETORO GROUP LTD.
CONDENSED CONSOLIDATED STATEMENTS
OF CASH FLOWS
U.S. dollars in thousands
| | |
Three months ended | | |
Nine months ended | |
| | |
September 30 | | |
September 30 | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
| Cash flows from operating activities: | |
| | |
| | |
| | |
| |
| Net income | |
| 15,030 | | |
| 56,817 | | |
| 150,914 | | |
| 146,954 | |
| Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |
| | | |
| | | |
| | | |
| | |
| Adjustments to profit or loss items: | |
| | | |
| | | |
| | | |
| | |
| Depreciation, amortization and impairment | |
| 3,297 | | |
| 3,153 | | |
| 9,820 | | |
| 9,152 | |
| Other long-term assets | |
| (2,706 | ) | |
| – | | |
| (8,745 | ) | |
| – | |
| Share-based payment | |
| 6,452 | | |
| 4,300 | | |
| 16,854 | | |
| 12,132 | |
| Evaluation of liabilities | |
| (2,115 | ) | |
| (5,351 | ) | |
| (1,408 | ) | |
| 3,963 | |
| Revaluation of fair value of cryptoassets and counterparties | |
| (93,257 | ) | |
| (70,661 | ) | |
| (24,424 | ) | |
| (84,795 | ) |
| Non-cash revenue from staking and blockchain rewards | |
| (5,910 | ) | |
| (10,336 | ) | |
| (17,422 | ) | |
| (27,090 | ) |
| Non-cash costs from staking and blockchain rewards | |
| 3,882 | | |
| 7,033 | | |
| 11,580 | | |
| 18,552 | |
| Finance and other expenses, net | |
| 6,039 | | |
| 2,559 | | |
| 6,866 | | |
| 8,351 | |
| Taxes on income, net | |
| 3,886 | | |
| 11,987 | | |
| 30,694 | | |
| 28,010 | |
| | |
| (80,432 | ) | |
| (57,316 | ) | |
| 23,815 | | |
| (31,725 | ) |
| Changes in asset and liability items: | |
| | | |
| | | |
| | | |
| | |
| Decrease (increase) of counterparties | |
| 143,046 | | |
| 48,376 | | |
| (11,884 | ) | |
| 8,543 | |
| Decrease (increase) of cryptoassets | |
| (18,767 | ) | |
| 11,270 | | |
| (10,399 | ) | |
| 28,595 | |
| Increase of other receivables and prepaid expenses | |
| (3,494 | ) | |
| (6,342 | ) | |
| (12,246 | ) | |
| (13,953 | ) |
| Decrease (increase) of restricted cash | |
| (115 | ) | |
| (99 | ) | |
| (4,639 | ) | |
| 36 | |
| Increase (decrease) of accounts payable | |
| 2,084 | | |
| 1,196 | | |
| (862 | ) | |
| 564 | |
| Increase (decrease) of user and omnibus accounts, net | |
| (25,737 | ) | |
| 1,983 | | |
| 32,997 | | |
| 75,588 | |
| Increase (decrease) of accrued expenses and other payables | |
| (1,370 | ) | |
| (3,422 | ) | |
| 16,063 | | |
| (1,406 | ) |
| Increase (decrease) of employee benefit liabilities, net | |
| 7 | | |
| (498 | ) | |
| 2 | | |
| (461 | ) |
| | |
| 95,654 | | |
| 52,464 | | |
| 9,032 | | |
| 97,506 | |
| Interest paid, net during the period | |
| (641 | ) | |
| (4,385 | ) | |
| (2,819 | ) | |
| (6,761 | ) |
| Taxes paid, net during the period | |
| (8,111 | ) | |
| (5,667 | ) | |
| (16,261 | ) | |
| (13,383 | ) |
| Net cash provided by operating activities | |
| 21,500 | | |
| 41,913 | | |
| 164,681 | | |
| 192,591 | |
| Cash flows from investing activities: | |
| | | |
| | | |
| | | |
| | |
| Increase of short-term deposits | |
| (273,926 | ) | |
| (24,000 | ) | |
| (650,092 | ) | |
| (245,000 | ) |
| Decrease of short-term deposits | |
| 197,953 | | |
| 93,000 | | |
| 511,674 | | |
| 179,000 | |
| Increase of long-term investments | |
| (9,000 | ) | |
| – | | |
| (13,500 | ) | |
| (500 | ) |
| Purchase of property and equipment | |
| (257 | ) | |
| (1,785 | ) | |
| (3,872 | ) | |
| (3,066 | ) |
| Purchase of intangible assets | |
| (100 | ) | |
| (230 | ) | |
| (505 | ) | |
| (623 | ) |
| Business combination | |
| – | | |
| – | | |
| (15,551 | ) | |
| – | |
| Net cash provided by (used in) investing activities | |
| (85,330 | ) | |
| 66,985 | | |
| (171,846 | ) | |
| (70,189 | ) |
| Cash flows from financing activities: | |
| | | |
| | | |
| | | |
| | |
| Exercise of options | |
| 1,585 | | |
| 297 | | |
| 11,124 | | |
| 3,730 | |
| Repayment of lease liability | |
| (1,581 | ) | |
| (1,122 | ) | |
| (4,487 | ) | |
| (3,340 | ) |
| Issuance of class A common share upon initial public offering, net of underwriting discounts, commissions and other issuance costs | |
| – | | |
| (875 | ) | |
| – | | |
| 377,943 | |
| Purchase of treasury shares | |
| – | | |
| – | | |
| (189,108 | ) | |
| – | |
| Net cash provided by (used in) financing activities | |
| 4 | | |
| (1,700 | ) | |
| (182,471 | ) | |
| 378,333 | |
| Exchange differences on balances of cash and cash equivalents | |
| (763 | ) | |
| (1,591 | ) | |
| (1,678 | ) | |
| 17,337 | |
| Increase (decrease) in cash and cash equivalents | |
| (64,590 | ) | |
| 105,607 | | |
| (191,314 | ) | |
| 518,072 | |
| Cash and cash equivalents at beginning of period | |
| 945,916 | | |
| 987,860 | | |
| 1,072,641 | | |
| 575,395 | |
| Cash and cash equivalents at end of period | |
| 881,327 | | |
| 1,093,467 | | |
| 881,327 | | |
| 1,093,467 | |
Non-GAAP
Financial Metrics and Key Performance Indicators
This
press release and the accompanying tables contain financial measures that are not calculated in accordance with International Financial
Reporting Standards (“GAAP”) metrics, including Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS. The inclusion
of the non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information
prepared and presented in accordance with GAAP. etoro believes these non-GAAP financial measures provide important supplemental information
to management regarding financial and business trends used in assessing its results of operations. etoro believes excluding specified
items provides a more meaningful comparison to the corresponding reporting periods and internal budgets and forecasts, assists investors
in performing analysis that is consistent with financial models developed by investors and research analysts, provides management with
a more relevant measure of operating performance and is more useful in assessing management performance.
etoro
urges its investors to review the reconciliations of the non-GAAP financial measures included in this press release to the most directly
comparable GAAP financial measure set forth herein, and not to rely on any single financial measure to evaluate its business.
This
press release includes key performance indicators that etoro’s management uses to help evaluate the business, measure its performance,
identify trends, prepare financial projections and make business decisions. etoro’s key performance indicators include Funded Accounts,
Assets Under Administration and Net Contribution. Definitions of performance indicators can be found in this press release.
ETORO
GROUP LTD.
RECONCILIATION
OF NET INCOME TO ADJUSTED EBITDA
U.S.
dollars in thousands
| | |
Three months ended | | |
Nine months ended | |
| | |
September 30 | | |
September 30 | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
| | |
| | |
| | |
| | |
| |
| Net income | |
| 15,030 | | |
| 56,817 | | |
| 150,914 | | |
| 146,954 | |
| Finance expense, net | |
| 1,734 | | |
| 2,559 | | |
| 4,952 | | |
| 8,351 | |
| Taxes on income | |
| 3,886 | | |
| 11,987 | | |
| 30,694 | | |
| 28,010 | |
| Share-base payment expense | |
| 6,467 | | |
| 4,300 | | |
| 16,901 | | |
| 12,132 | |
| Depreciation, amortization, and impairment | |
| 3,293 | | |
| 3,153 | | |
| 9,820 | | |
| 9,151 | |
| Employee non-cash expense | |
| 1,601 | | |
| 22 | | |
| 7,048 | | |
| 7,063 | |
| Transaction related cost | |
| – | | |
| 421 | | |
| – | | |
| 10,891 | |
| Other expenses (income), net | |
| 2,189 | | |
| (1,351 | ) | |
| 505 | | |
| 7,497 | |
| | |
| | | |
| | | |
| | | |
| | |
| Adjusted EBITDA | |
| 34,200 | | |
| 77,908 | | |
| 220,834 | | |
| 230,049 | |
ETORO GROUP LTD.
RECONCILIATION OF NET INCOME TO ADJUSTED NET INCOME
U.S. dollars in thousands
| | |
Three months ended | | |
Nine months ended | |
| | |
September 30 | | |
September 30 | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
Unaudited | | |
Unaudited | | |
Unaudited | | |
Unaudited | |
| Net income | |
| 15,030 | | |
| 56,817 | | |
| 150,914 | | |
| 146,954 | |
| Share based compensation and ESPP | |
| 6,467 | | |
| 4,300 | | |
| 16,901 | | |
| 12,132 | |
| Amortization of intangible assets | |
| 949 | | |
| 862 | | |
| 2,714 | | |
| 2,547 | |
| Employee non-cash expense (5 years) | |
| 1,601 | | |
| 22 | | |
| 7,048 | | |
| 7,063 | |
| Transaction related cost | |
| – | | |
| 421 | | |
| – | | |
| 10,891 | |
| Other expenses (income), net | |
| 2,189 | | |
| (1,351 | ) | |
| (465 | ) | |
| 7,497 | |
| Adjusted net income before tax | |
| 26,236 | | |
| 61,071 | | |
| 177,112 | | |
| 187,084 | |
| Tax impact | |
| (2,302 | ) | |
| (741 | ) | |
| (4,428 | ) | |
| (6,424 | ) |
| Adjusted net income | |
| 23,934 | | |
| 60,330 | | |
| 172,684 | | |
| 180,660 | |
| | |
| | | |
| | | |
| | | |
| | |
| Basic Shares Outstanding | |
| 81,373,292 | | |
| 86,648,439 | | |
| 82,399,716 | | |
| 82,760,081 | |
| | |
| | | |
| | | |
| | | |
| | |
| Diluted Shares Outstanding | |
| 91,938,225 | | |
| 100,396,074 | | |
| 93,140,273 | | |
| 94,580,493 | |
| | |
| | | |
| | | |
| | | |
| | |
| Basic Non-GAAP EPS | |
| 0.29 | | |
| 0.70 | | |
| 2.10 | | |
| 2.18 | |
| | |
| | | |
| | | |
| | | |
| | |
| Diluted Non-GAAP EPS | |
| 0.26 | | |
| 0.60 | | |
| 1.85 | | |
| 1.91 | |
| | |
| | | |
| | | |
| | | |
| | |
| Basic GAAP EPS | |
| 0.18 | | |
| 0.66 | | |
| 1.83 | | |
| 1.78 | |
| | |
| | | |
| | | |
| | | |
| | |
| Diluted GAAP EPS | |
| 0.14 | | |
| 0.53 | | |
| 1.59 | | |
| 1.55 | |
Definitions of Certain Metrics
Adjusted
EBITDA: Adjusted EBITDA is a non-GAAP financial metric that we define as net income adjusted to exclude finance and other expenses,
net, taxes on income, share-based payment expense, depreciation, amortization, and impairment, employee non-cash expense, transaction
costs and other expenses (income), net.
Adjusted
EBITDA Margin: Adjusted EBITDA Margin is a non-GAAP financial metric that we define as Adjusted EBITDA dividing by Net Contribution
Adjusted
Diluted Earnings Per Share (Adjusted diluted EPS): Adjusted diluted EPS is a non-GAAP financial metric and is calculated by dividing
the Adjusted Net Income attributable to common shareholders by the diluted shares outstanding during the period. Adjusted diluted EPS
excludes the impact of the same non-recurring or non-operational items to provide investors with a normalized measure of profitability
on a per-share basis.
Adjusted
Net Income: Adjusted Net Income is calculated by adjusting net income to exclude share-based compensation and ESPP expense, amortization
of intangible assets, employee non-cash expense, transaction related costs, and other expenses (income), in each case net of the related
tax impact.
Assets under administration (AUA): AUA reflects the aggregate fair value of assets held by users within the platform,
including those held by third-party partners for execution or custody services, categorized as follows:
| ● | Crypto:
Includes all cryptocurrencies and users’ crypto assets held in etoro digital wallets. |
| ● | Equities:
Includes stocks, ETFs, and assets managed under the Spaceship program. |
| ● | Cash:
Includes customers’ uninvested cash (e.g., cash balances, eMoney balances, in-process
cashouts), as well as cash used for margin or posted as collateral for leveraged positions. |
Funded
Accounts: Funded Accounts are users who have completed KYC, AML and other onboarding processes, activated their account, deposited
funds, executed at least one trade at any time and have a positive account balance (invested or uninvested). Funded Accounts represent
the deepest level of our user acquisition funnel and are the users from whom we generate total commission.
Interest
Earning Assets: Interest Earning Assets are the average monthly balances of users’ cash balances, corporate cash, users’
total leveraged positions and stakeable cryptoassets.
Invested
amount per trade: The total invested amount divided by the total number of trades. For reporting purposes, we present this measure
separately for capital markets (equities, commodities, and currencies) and for cryptoassets, in order to highlight trends across the
two categories, given their unique characteristics.
Net
Contribution: Net Contribution reflects Total revenue and income, less the Cost of revenue from cryptoassets and Margin interest
expense. We use Net Contribution to evaluate the net contributions of our users’ activity on our platform before considering the
overhead costs associated with our operations.
Net
Contribution consists of the following five components, each representing revenue or income divided across our products based on the
distinct patterns upon which we monetize users’ activity on the platform. We evaluate the performance of our business and our success
in both diversification and risk management across these five components:
| ● | Net
Trading Contribution (Equities, Commodities and Currencies) is equal to our Net trading income
from equities, commodities and currencies. |
| ● | Net
Trading Contribution (Cryptoassets) is equal to Revenue from cryptoassets plus Net trading
income (loss) from cryptoasset derivatives less Cost of revenue from cryptoassets, excluding
the net contributions from blockchain rewards and staking activity. |
| ● | Net
Interest Contribution represents Net interest contribution from users plus Other interest
income plus the net contributions of staking activity, less Margin interest expense. |
| ● | eToro
Money comprises the vast majority of our Currency conversion and other income. It represents
the income earned from our money management services, including currency conversions, withdrawals,
interchange on our debit card, transfers of cryptoassets, and fees relating to our cryptoasset
wallet services. |
| ● | Subscriptions
and Other is the remainder of Currency conversion and other income not attributable to eToro
Money plus the net contributions of blockchain rewards. |
Net
Income: Net income represents the company’s total earnings or profit for a given period, calculated as total revenue minus
all expenses, including operating costs, depreciation, interest, taxes, and other income or expenses. It reflects the company’s
overall profitability according to GAAP standards.
Total
Money Transfers: Total money transfers are the cumulative value across the respective period of user deposits, withdrawals, and cross-currency
trade funding via eToro Money IBAN.
Trades:
Trades represent the total number of orders that were placed by users and executed during the applicable period. Trades include self-directed
and copy trades, and each trade reflects either the opening or closing of a position by a user.
Cautionary
Note Regarding Forward-Looking Statements
This
press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the
Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding our financial outlook, market positioning,
development plans, growth strategy, the development, launch and anticipated benefits of new products, features and partnerships, the
anticipated benefits of our products to users, our capital allocation priorities, the implementation and anticipated benefits of the
share repurchase program, and our plans to expand our geographic footprint including through the LB Finanzas acquisition and enter new
markets. These forward-looking statements are made as of the date they were first issued and were based on current expectations, estimates,
forecasts and projections as well as the beliefs and assumptions of management. All statements contained in this release that do not
relate to matters of historical fact should be considered forward-looking statements. Words such as “outlook,” “guidance,”
“expect,” “anticipate,” “should,” “believe,” “hope,” “target,”
“project,” “plan,” “goals,” “estimate,” “potential,” “predict,”
“may,” “will,” “might,” “could,” “intend,” “shall” and variations
of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements, though
not all forward-looking statements contain such words. Forward-looking statements are subject to a number of risks and uncertainties,
many of which involve factors or circumstances that are beyond eToro’s control. eToro’s actual results could differ materially
from those stated or implied in forward-looking statements due to a number of factors, including but not limited to market volatility
and erratic market movements; failure to retain existing users or add new users; extreme competition; changes in the regulatory and legal
framework under which we operate; regulatory inquiries and investigations; the outcome of pending and future litigation and regulatory
proceedings; our estimates of our financial performance; interest rate fluctuations; the evolving cryptoasset market, including the regulations
thereof; conditions related to our operations in Israel, including the ongoing war; risks related to data security and privacy and use
of Open Source Software (“OSS”); risks related to artificial intelligence (“AI”); the ability to maintain the
listing of our securities on Nasdaq; changes in general economic or political conditions; changes to accounting principles and guidelines;
unexpected costs or expenses; and other factors described in “Risk Factors” in our Annual Report on Form 20-F for the fiscal
year ended December 31, 2025, filed with the Securities and Exchange Commission (“SEC”) on March 2, 2026, as such factors
may be updated from time to time in eToro’s filings with the SEC, which are, or will be, accessible on the SEC’s website
at www.sec.gov.
Past
performance is not necessarily indicative of future results. The forward-looking statements included in this press release represent
eToro’s views as of the date of this press release. eToro anticipates that subsequent events and developments will cause its views
to change. Except as required by law, eToro undertakes no intention or obligation to update or revise any forward-looking statements,
whether as a result of new information, future events, or otherwise. These forward-looking statements should not be relied upon as representing
eToro’s views as of any date subsequent to the date of this press release.
Financial
figures refer to the consolidated results of eToro Group Ltd, inclusive of its U.S.-based subsidiaries and affiliates (eToro USA LLC,
eToro NY LLC, eToro USA Securities Inc, eToro USA Advisers Inc). Availability of products and features discussed may vary by jurisdiction.
Source:
eToro Group Ltd.