0002026478false00020264782026-11-062026-11-06
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
November 06, 2026
Date of Report (Date of earliest event reported)
NEWSMAX INC.
(Exact name of registrant as specified in its charter)
| | | | | | | | | | | | | | |
| Florida | | 024-12567 | | 99-2600308 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
750 Park of Commerce Drive, Suite 100
Boca Raton, Florida 33487
(Address of principal executive offices and zip code)
(561) 686-1165
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
| | | | | |
| ☐ | 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 |
| Class B Common Stock, $0.001 par value per share | | NMAX | | New York Stock Exchange |
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 November 12, 2026, Newsmax Inc. (the "Company") issued a press release announcing its results of operations for the three months and nine months ended September 30, 2026. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.
The information in Item 2.02 of this Form 8-K and in the press release attached as Exhibit 99.1 is being furnished and 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. The information in each of Item 2.02 of this Form 8-K and Exhibit 99.1 shall not be incorporated by reference in any filing made by the Company or other document under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in any such filing or document, except as shall be expressly set forth by specific reference in any such filing or document.
Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On November 6, 2026, Nancy G. Brinker gave notice of her resignation as a member of the Board of Directors (the “Board”) of Newsmax Inc. (the “Company”), effective as of November 9, 2026 (the “Effective Date”). Ms. Brinker’s decision to terminate her services was not a result of any disagreement with the Company or its management.
On the Effective Date, the Board appointed Carla Sands as a member of the Board to fill the vacancy created by the departure of Ms. Brinker, effective immediately. The Board has determined that Ms. Sands is “independent” pursuant to the rules of The New York Stock Exchange and other governing laws and applicable regulations. Ms. Sands will receive compensation for her service as a non-employee member of the Board as set forth in the Company’s Director Compensation Policy.
There are no arrangements or understandings between Ms. Sands and any other person pursuant to which she was selected as a director, and there are no transactions in which the Company is a party and in which Ms. Sands has a material interest subject to disclosure under Item 404(a) of Regulation S-K. In connection with her appointment, Ms. Sands executed the Company’s standard form of indemnification agreement for directors, a copy of which was filed as Exhibit 6.7 to the Company’s Offering Statement on Form 1-A filed with the SEC on February 7, 2025.
Item 7.01 - Regulation FD Disclosure
The Company has prepared presentation materials (the “Presentation Materials”) that management intends to use from time to time on and after November 12, 2026. The Presentation Materials are filed as Exhibit 99.2 to this Current Report on Form 8-K.
The information contained in the Presentation Materials is summary information that should be considered within the context of the Company’s filings with the Securities and Exchange Commission and other public announcements that the Company may make by press release or otherwise from time to time. The Presentation Materials speak as of the date of this Current Report on Form 8-K. While the Company may elect to update the Presentation Materials in the future or reflect events and circumstances occurring or existing after the date of this Current Report on Form 8-K, the Company specifically disclaims any obligation to do so.
The information in this Item 7.01 and Exhibit 99.2 of this Current Report on Form 8-K is furnished and shall not be deemed to be “filed” for the purposes of the Exchange Act, or otherwise subject to the liabilities of that section. The information in this Item 7.01 and Exhibit 99.2 of this Current Report on Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this Current Report on Form 8-K, regardless of any general incorporation language in any such filing.
Item 9.01 - Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
| | | | | | | | |
| Exhibit No. | | Description |
99.1 | | Press Release |
| 99.2 | | Investor Relations Presentation |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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.
Dated: November 12, 2026
| | | | | | | | |
| Newsmax Inc. | |
| | |
| By: | /s/ Darryle Burnham | |
| Name: | Darryle Burnham | |
| Title: | Chief Financial Officer | |
Newsmax Announces Third Quarter 2026
Financial Results
Company Reports Record Quarterly Revenues of $69.0 million, a 52.5% Year-Over-Year Increase
Company Reports Net Income of $15.2 million and Adjusted EBITDA of $19.0 million
Company Updates Full-Year 2026 Outlook
BOCA RATON, FL – November 12, 2026 – Newsmax Inc. (NYSE: NMAX) (“Newsmax” or the “Company”) today announced its financial results for the third quarter ended September 30, 2026.
Third Quarter 2026 Business and Operational Highlights
•Delivered third quarter audience reach of 22.5 million total viewers, including 9.1 million Adults 35-64, reinforcing Newsmax’s position as the fourth highest-rated cable news channel and #2 in cable news audience engagement among Adults 35-64.
•Grew total social media followers 13% year-over-year to 26.8 million as of September 30, 2026, further strengthening the Company’s multi-platform audience ecosystem.
•Broadened the availability of Newsmax with the launch on AFN Now, the streaming service of the American Forces Network, and additional carriage agreements with independent cable operators, while the Newsmax+ library grew to more than 700 licensed and original documentaries and specials.
•Advanced previously signed international brand license agreements toward launch, with Newsmax Ukraine going live on November 1, 2026 and Newsmax en Español expanding its streaming distribution in the United States, while 2026 international licensing revenues remain on track to increase 344% year-over-year to approximately $16 million, strengthening the Newsmax brand, which is available in more than 100 countries worldwide.
Management Commentary
“The third quarter was the strongest in our history as a public company. Setting aside the one-time revenue item, we delivered our fastest revenue growth since our listing and a second consecutive profitable quarter,” said Christopher Ruddy, Chief Executive Officer of Newsmax. “Engagement rose through the midterm campaign and that is an early indicator of what is ahead. We have positioned Newsmax on all platforms for all people, from cable and free streaming to Newsmax+, social and now AI, heading into what we expect to be the largest presidential cycle on record.”
Ruddy continued, “We are using this period to invest in programming, talent and content, while our affiliate agreements come up for renewal and our licensing partners carry the Newsmax brand into new markets in a capital-efficient way. The center-right audience remains under-served, with very few true alternatives, and we remain focused on delivering independent journalism and sustainable, long-term growth for our shareholders.”
“Our third quarter results reflect the operating leverage we are building across the business, with affiliate and licensing growth continuing to shift our revenue mix toward our highest-margin streams. Excluding the one-time revenue item, revenue grew 21.6% and Adjusted EBITDA was positive for a second consecutive quarter,” commented Darryle Burnham, Chief Financial Officer of Newsmax. “With a strong balance sheet, no debt and a disciplined approach to capital allocation, we will continue to invest in content, distribution and OTT initiatives that supports long-term growth and sustainable, long-term shareholder value.”
Financial Results:
Revenue by Segment by Component Table (unaudited):
| | | | | | | | | | | | | | | | | | | | | | | |
| ($ in millions) | Three Months Ended September 30, |
| 2026 | | 2025 | | $ Change | | % Change |
| Broadcasting | | | | | | | |
| Advertising | $ | 24.3 | | | $ | 23.6 | | | $ | 0.7 | | | 3.1 | % |
| Affiliate fee | 14.3 | | | 8.1 | | | 6.2 | | | 77.4 | % |
| Service revenue termination fee | 14.0 | | | - | | | 14.0 | | | 100.0 | % |
| Subscription | 3.4 | | | 3.8 | | | (0.4) | | | (9.4) | % |
Licensing | 4.7 | | | 1.2 | | | 3.5 | | | 291.0 | % |
Total Broadcasting revenues | $ | 60.7 | | | $ | 36.6 | | | $ | 24.1 | | | 65.9 | % |
| | | | | | | |
| Digital | | | | | | | |
| Advertising | $ | 3.8 | | | $ | 4.0 | | | $ | (0.2) | | | (4.6) | % |
| Subscription | 2.7 | | | 3.1 | | | (0.5) | | | (15.1) | % |
| Product sales | 1.2 | | | 1.5 | | | (0.3) | | | (21.2) | % |
| Licensing | $ | 0.6 | | | $ | — | | | 0.6 | | | 100.0 | % |
| Total Digital revenues | $ | 8.3 | | | $ | 8.7 | | | $ | (0.4) | | | (4.1) | % |
| Total Revenues | $ | 69.0 | | | $ | 45.3 | | | $ | 23.8 | | | 52.5 | % |
Third Quarter 2026 Financial Highlights:
•Newsmax reported total quarterly revenues of $69.0 million for the three-month period ended September 30, 2026, representing a 52.5% year-over-year increase. Total revenues include $14.0 million recognized in connection with a non-recurring service revenue termination payment of an advertising purchase agreement with a customer. Excluding this one-time revenue item, total revenues were a record $55.0 million, a 21.6% year-over-year increase and the highest quarterly revenues in the Company’s history, and advertising revenues were $28.1 million.
•Total broadcasting revenues grew 65.9% year-over-year to $60.7 million for the third quarter of 2026, or 27.6% to $46.7 million excluding the $14.0 million non-recurring revenue item. This was driven by growth in affiliate fee revenue, attributed to new contractual relationships and rate increases that took effect in late 2025 and 2026, and expanded international licensing agreements, with broadcasting advertising revenue up 3.1% year-over-year.
•Newsmax reported quarterly net income of $15.2 million, or $0.12 per share, as compared to a net loss of $(4.1) million, or $(0.03) per share, reported in the same quarter in the prior year. The improvement was primarily driven by higher total revenue, growth in high-margin affiliate fee and licensing revenue and lower legal expenses, partially offset by continued investment in programming and production.
•Quarterly Adjusted EBITDA was $19.0 million, an improvement of $20.0 million from $(0.9) million reported in the same quarter last year, primarily due to the $14.0 million one-time revenue item, growth in high-margin affiliate fee and licensing revenue and lower general and administrative expenses, partially offset by continued investment in programming, production and OTT initiatives. Excluding the one-time revenue item, Adjusted EBITDA was $5.0 million. See reconciliation of net income (loss) to Adjusted EBITDA below.
•The Company ended the quarter with $137.6 million in cash and short-term investments. Cash and cash equivalents were $26.7 million and short-term investments were $110.8 million.
The Company is maintaining its underlying full-year 2026 revenue guidance of $212 million to $216 million, which excludes the $14.0 million one-time revenue item recognized in the third quarter and represents 13% year-over-year growth at the midpoint of the range. Including the one-time revenue item, the Company’s full-year 2026 revenue guidance is $226 million to $230 million.
About Newsmax
Newsmax Inc. is listed on the NYSE (NMAX) and operates, through Newsmax Broadcasting LLC, one of the nation's leading news outlets, the Newsmax channel. The fourth highest-rated network is carried on all major pay TV providers. Newsmax's media properties reach more than 50 million Americans regularly through Newsmax TV, the Newsmax App, its popular website Newsmax.com, and publications such as Newsmax Magazine. Through its social media accounts, Newsmax reaches over 26 million combined followers. Reuters Institute says Newsmax is one of the top U.S. news brands and Forbes has called Newsmax "a news powerhouse."
For more information, please visit Investor Relations | Newsmax Inc.
Investor Contacts
Newsmax Investor Relations
ir@newsmax.com
Forward-Looking Statements
This communication contains forward-looking statements. From time to time, we or our representatives may make forward-looking statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Forward-looking statements can be identified by those that are not historical in nature. The forward-looking statements discussed in this communication and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. Newsmax does not guarantee future results, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. Forward-looking statements should not be relied upon as predictions of future events. We are under no duty to update any of these forward-looking statements after the date of this communication to conform our prior statements to actual results or revised expectations, and we do not intend to do so. Factors that may cause actual results to differ materially from current expectations include various factors, including but not limited to changes in domestic and global general economic and macro-economic conditions and the volatility of the price of Common Stock that may result from, among other things, comments by securities analysts or other third parties, including blogs, articles, message boards and social and other media, large shareholders exiting their position in our Common Stock, any negative public perception of us, sales of shares previously registered for resale, or other uncertainties and the factors set forth in the sections entitled "Risk Factors" in Newsmax's Annual Report on Form 10-K for the twelve months ended December 31, 2025 and other filings Newsmax makes with the Securities and Exchange Commission. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. Undue reliance should not be placed on forward-looking statements in this communication, which speak only as of the date they are made and are qualified in their entirety by reference to the cautionary statements herein.
USE AND DEFINITION OF NON-GAAP FINANCIAL MEASURES
This press release contains a financial measure that has not been prepared in accordance with United States Generally Accepted Accounting Principles ("U.S. GAAP"). This financial measure is Adjusted EBITDA.
Non-GAAP financial measures are used to supplement the financial information presented on a U.S. GAAP basis and should not be considered in isolation or as a substitute for the relevant U.S. GAAP measures and should be read in conjunction with information presented on a U.S. GAAP basis. Because not all companies use identical calculations, our presentation of Non-GAAP measures may not be comparable to other similarly titled measures of other companies.
Adjusted EBITDA1 is defined as revenues less cost of revenues and general and administrative expenses and does not include depreciation, amortization related to the incremental costs to obtain a contract, interest expense, net, impairment charges, unrealized gains (losses) on marketable securities and crypto assets, stock-based compensation, other corporate matters (consisting primarily of certain litigation expenses, and related fees, for specific legal proceedings that the Company has determined are infrequent and unusual in terms of their magnitude), other, net, and income tax expense.
You are encouraged to evaluate each adjustment used in calculating our non-GAAP financial measure and the reasons we consider our non-GAAP financial measure appropriate for supplemental analysis. In evaluating our non-GAAP financial measure, you should be aware that in the future we may incur expenses similar to the adjustments in our presentation. Our non-GAAP financial measure has limitations as an analytical tool, and you should not consider this measure in isolation or as a substitute for analysis of our results as reported under GAAP. Our presentation of our non-GAAP financial measure should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. Our non-GAAP financial measure may not be comparable to other companies. Please see a historical reconciliation of this measure to the most comparable GAAP measure presented in our consolidated financial statements below.
1 The Company compensates for limitations of the adjusted EBITDA measure by prominently disclosing GAAP net income (loss), which the Company believes is the most directly comparable GAAP measure, and providing investors with a reconciliation from GAAP net income (loss) to adjusted EBITDA.
NEWSMAX INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
| | | | | | | | | | | |
| September 30, 2026 | | December 31, 2025 |
| ASSETS | | | |
| Current assets: | | | |
Cash and cash equivalents | $ | 26,729,234 | | | $ | 20,433,021 | |
| Funds held in escrow | 20,000,000 | | | 20,000,000 | |
Investments | 110,823,331 | | | 110,516,544 | |
Accounts receivable, net | 46,367,556 | | | 33,414,435 | |
Inventories, net | 1,933,613 | | | 2,027,168 | |
Prepaid expenses and other current assets | 10,420,529 | | | 9,069,639 | |
Total current assets | 216,274,263 | | | 195,460,807 | |
Property and equipment, net | 6,811,147 | | | 6,264,885 | |
Right of use assets | 10,294,205 | | | 8,823,716 | |
Other assets | 9,266,530 | | | 9,293,670 | |
Funds held in escrow | - | | | 20,000,000 | |
Total assets | $ | 242,646,145 | | | $ | 239,843,078 | |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | | | |
| Current liabilities | | | |
| Accounts payable | $ | 15,044,550 | | | $ | 16,770,777 | |
| Accrued expenses | 17,510,249 | | | 14,894,949 | |
| Deferred revenue | 10,121,677 | | | 12,599,119 | |
| Lease liability | 4,229,349 | | | 4,062,971 | |
Settlement liability | 27,990,196 | | | 26,487,028 | |
| Share repurchase liability | - | | | 6,461,320 | |
| Total current liabilities | 74,896,021 | | | 81,276,164 | |
| Long-term liabilities: | | | |
| Deferred revenue, net of current portion | 2,643,395 | | | 3,148,945 | |
| Lease liability, net of current portion | 6,323,891 | | | 5,292,095 | |
Other long-term liabilities | 3,404,167 | | | 925,000 | |
| Settlement liability, net of current portion | 17,241,332 | | | 43,152,322 | |
| Total liabilities | 104,508,806 | | | 133,794,526 | |
| | | |
| Stockholders’ equity | | | |
Class A common stock, 0.001 par value; 50,000,000 shares authorized; 39,239,297 shares issued and outstanding at par as of September 30, 2026 and December 31, 2025; Class B common stock, 0.001 par value; 940,000,000 shares authorized 89,960,222 and 89,889,822 shares issued and outstanding at September 30, 2026 and December 31, 2025, respectively. | 129,200 | | | 129,129 | |
| Additional paid-in capital | 450,129,939 | | | 433,325,830 | |
| Accumulated other comprehensive (loss) income | (159,745) | | | 464,365 | |
| Accumulated deficit | (311,962,055) | | | (327,870,772) | |
| Total stockholders’ equity | 138,137,339 | | | 106,048,552 | |
| Total liabilities and stockholders’ equity | $ | 242,646,145 | | | $ | 239,843,078 | |
| | | |
NEWSMAX INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | |
| For the three months ended | | For the nine months ended |
| September 30, | | September 30, |
| 2026 | | 2025 | | 2026 | | 2025 |
| Revenues: | | | | | | | |
| Service revenue | $ | 53,813,416 | | | $ | 43,724,758 | | | $ | 157,012,643 | | | $ | 132,344,306 | |
| Product revenue | 1,219,334 | | | 1,547,938 | | | 3,794,084 | | | 4,669,841 | |
| Service revenue termination fee | 14,000,000 | | | — | | | 14,000,000 | | | — | |
| Total revenues | 69,032,750 | | | 45,272,696 | | | 174,806,727 | | | 137,014,147 | |
| | | | | | | |
| Cost of services | 30,026,692 | | | 28,357,890 | | | 90,794,185 | | | 80,765,038 | |
| Cost of products sold | 798,633 | | | 954,070 | | | 2,542,684 | | | 3,184,474 | |
| Gross profit | 38,207,425 | | | 15,960,736 | | | 81,469,858 | | | 53,064,635 | |
| | | | | | | |
| General and administrative expenses: | | | | | | | |
| Personnel costs | 8,300,689 | | | 8,202,407 | | | 26,223,318 | | | 24,830,586 | |
| Advertising costs | 5,705,703 | | | 4,613,034 | | | 14,995,916 | | | 14,972,904 | |
| | | | | | | |
| | | | | | | |
| Depreciation | 516,339 | | | 690,320 | | | 1,608,301 | | | 2,161,785 | |
| Other corporate matters | — | | | 1,192,312 | | | — | | | 79,297,013 | |
| Other | 9,398,128 | | | 8,461,222 | | | 27,519,896 | | | 26,979,135 | |
| Total general and administrative expenses | 23,920,859 | | | 23,159,295 | | | 70,347,431 | | | 148,241,423 | |
| | | | | | | |
| Income (loss) from operations | 14,286,566 | | | (7,198,559) | | | 11,122,427 | | | (95,176,788) | |
| | | | | | | |
| Other income (expense), net: | | | | | | | |
| Interest and dividend income | 1,300,550 | | | 2,203,611 | | | 3,954,691 | | | 5,059,952 | |
| Interest expense | (679) | | | (5,455) | | | (5,292) | | | (18,966) | |
| Realized gain on marketable securities | — | | | — | | | 327,476 | | | — | |
| Unrealized (loss) gain on marketable securities and crypto assets | (133,956) | | | 957,795 | | | 1,116,921 | | | 2,042,639 | |
| Other, net | (115,323) | | | (17,061) | | | (499,980) | | | (8,359,960) | |
| Total other income (expense), net | 1,050,592 | | | 3,138,889 | | | 4,893,816 | | | (1,276,335) | |
| | | | | | | |
| Net income (loss) before income taxes | 15,337,158 | | | (4,059,670) | | | 16,016,243 | | | (96,453,123) | |
| | | | | | | |
| Income tax expense | 107,524 | | | 55,736 | | | 107,524 | | | 70,429 | |
| Net income (loss) | $ | 15,229,634 | | | $ | (4,115,408) | | | $ | 15,908,719 | | | $ | (96,523,552) | |
| | | | | | | |
| Other comprehensive income: | | | | | | | |
| Unrealized (loss) gain on available for sale debt investments, net of income tax | (254,292) | | | (65,595) | | | (624,110) | | | 863,574 | |
| Comprehensive income (loss) | $ | 14,975,342 | | | $ | (4,181,001) | | | $ | 15,284,609 | | | $ | (95,659,978) | |
| | | | | | | |
| Weighted average common stock outstanding | | | | | | | |
| Basic | 128,559,610 | | 128,480,258 | | 128,505,707 | | 100,938,896 |
| Diluted | 129,225,561 | | 128,480,258 | | 128,761,449 | | 100,938,896 |
| | | | | | | |
| Net income (loss) per share attributable to common stockholders | | | | | | | |
| Basic | $ | 0.12 | | | $ | (0.03) | | | $ | 0.12 | | | $ | (1.00) | |
| Diluted | $ | 0.12 | | | $ | (0.03) | | | $ | 0.12 | | | $ | (1.00) | |
NEWSMAX INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30,
(Unaudited)
| | | | | | | | | | | |
| 2026 | | 2025 |
Cash flows from operating activities: | | | |
| Net income (loss) | $ | 15,908,719 | | | $ | (96,523,552) | |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | | | |
Depreciation and amortization | 4,569,814 | | | 4,614,605 | |
| Stock-based compensation | 9,900,076 | | | 8,542,133 | |
| Change in fair value of warrant liability | - | | | 1,824,179 | |
| Change in fair value of derivative liability | - | | | 6,104,230 | |
Provision for (recovery of) credit losses | 654,074 | | | (67,024) | |
| Realized gain on marketable securities | (327,476) | | | - | |
| Unrealized gain on marketable securities and crypto assets | (1,116,921) | | | (2,042,639) | |
Lease expense | 2,855,220 | | | 2,575,226 | |
| Loss on disposal of website development costs | 506,450 | | | - | |
| Non-cash expense related to SEPA Agreement | - | | | 500,000 | |
Changes in operating assets and liabilities: | | | |
Accounts receivable | (13,607,195) | | | (2,290,672) | |
Inventory | 93,555 | | | (5,603) | |
Prepaid expenses and other current assets | (1,335,214) | | | (2,470,684) | |
| Escrow funds released (funded) | 20,000,000 | | | (40,000,000) | |
Other assets | (2,934,373) | | | (1,140,976) | |
Accounts payable | (2,073,479) | | | 452,333 | |
Accrued expenses | 2,615,300 | | | 1,027,384 | |
Lease liabilities | (3,127,535) | | | (2,826,909) | |
Settlement liability | (24,407,822) | | | 16,490,644 | |
Other long-term liabilities | 2,479,167 | | | 937,500 | |
Deferred revenue | (2,982,992) | | | (2,782,192) | |
| Net cash provided by (used in) operating activities | 7,669,369 | | | (107,082,019) | |
| | | |
Cash flows from investing activities: | | | |
Purchase of investments | (11,576,287) | | | (132,569,436) | |
| Proceeds from maturity of investments | 9,735,553 | | | 28,250,000 | |
Sale of investments | 2,338,557 | | | 49,361,533 | |
Purchase of property and equipment | (2,203,448) | | | (1,782,997) | |
| Net cash used in investing activities | (1,705,624) | | | (56,740,900) | |
| | | |
Cash flows from financing activities: | | | |
| Proceeds from issuance of convertible preferred stock, net | - | | | 80,742,222 | |
| Proceeds from issuance of common stock IPO, net | - | | | 66,359,453 | |
| Proceeds from exercise of stock options | 442,784 | | | 7,829,631 | |
| Proceeds from additional stock issuance | - | | | 88,500 | |
| Payment of dividend | - | | | (915,067) | |
Principal payment under finance lease obligation | (110,316) | | | (153,132) | |
| Net cash provided by financing activities | 332,468 | | | 153,951,608 | |
Net change in cash | 6,296,213 | | | (9,871,309) | |
Cash and cash equivalents – beginning | 20,433,021 | | | 24,052,887 | |
Cash and cash equivalents – ending | $ | 26,729,234 | | | $ | 14,181,578 | |
NEWSMAX INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30,
(Unaudited)
| | | | | | | | | | | |
| 2026 | | 2025 |
| Supplemental disclosures of cash flow information: | | | |
| Operating lease assets obtained in exchange for operating lease liabilities | $ | 4,102,295 | | | $ | 28,391 | |
| Interest paid | $ | - | | | $ | 1,829 | |
| | | |
| Non-cash investing and financing transactions: | | | |
| Property and equipment acquired through accounts payable: | $ | 347,252 | | | $ | 721,250 | |
| Vesting of early exercise of stock options | $ | 6,451,264 | | | $ | - | |
| Common stock issuance costs reclassified from prepaid expenses | $ | - | | | $ | (1,798,989) | |
| Issuance of warrants in connection with the issuance of convertible stock | $ | - | | | $ | 1,144,976 | |
| IPO funds receivable in escrow | $ | - | | | $ | 34,500 | |
NEWSMAX INC.
NON-GAAP ADJUSTED EBITDA RECONCILIATION
FOR THE THREE MONTHS ENDED SEPTEMBER 30,
(Unaudited)
| | | | | | | | | | | |
| 2026 | | 2025 |
| Net income (loss) | $ | 15,229,634 | | | $ | (4,115,406) | |
| Add | | | |
| Depreciation | 516,339 | | | 690,320 | |
| Amortization | 1,001,774 | | | 835,159 | |
| Interest, net | (1,299,871) | | | (2,198,156) | |
| Unrealized (loss) gain on marketable securities and crypto assets | 133,956 | | | (957,795) | |
| Stock-based compensation | 3,225,875 | | | 3,547,340 | |
| Other corporate matters2 | - | | | 1,192,312 | |
| Other, net3 | 115,323 | | | 17,061 | |
| Income tax expense | 107,524 | | | 55,736 | |
Adjusted EBITDA4 | $ | 19,030,554 | | | $ | (933,429) | |
2 Comprised of certain litigation expenses, and related fees, for specific legal proceedings that we have determined are infrequent and unusual in terms of their magnitude.
3 Comprised of miscellaneous items such as derivative adjustments, income tax credits, and unrealized gains on securities and crypto assets.
4 For a discussion of Adjusted EBITDA, see “Use and Definition of Non-GAAP Financial Measures”.
NEWSMAX | Investor Presentation | November 2026 Investor Presentation November 2026 NYSE: NMAX 1
NEWSMAX | Investor Presentation | November 2026 I N T R O D U C T I O N Forward-Looking Statements This presentation contains forward-looking statements. From time to time, we or our representatives may make forward-looking statements orally or in writing. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Forward-looking statements can be identified by those that are not historical in nature. The forward-looking statements discussed in this presentation and other statements made from time to time by us or our representatives may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions about us. Newsmax does not guarantee future results, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. Forward-looking statements should not be relied upon as predictions of future events. We are under no duty to update any of these forward-looking statements after the date of this presentation to conform our prior statements to actual results or revised expectations, and we do not intend to do so. Factors that may cause actual results to differ materially from current expectations include changes in domestic and global general economic and macro-economic conditions and the volatility of the price of our Common Stock, and the factors set forth in the sections entitled "Risk Factors" in Newsmax's Annual Report on Form 10-K for the year ended December 31, 2025 and other filings Newsmax makes with the Securities and Exchange Commission. This presentation also contains Adjusted EBITDA, a financial measure that has not been prepared in accordance with U.S. GAAP. Non-GAAP financial measures are used to supplement the financial information presented on a U.S. GAAP basis and should not be considered in isolation or as a substitute for the relevant U.S. GAAP measures. Reconciliations to the most directly comparable GAAP measures are included in the Company's earnings releases, available at investors.newsmax.com. Audience and reach figures are aggregated from Nielsen data, streaming dashboards of OTT providers, internal company estimates and other analytic services, and are variable and subject to change. 2
NEWSMAX | Investor Presentation | November 2026 N E W S M A X T O D A Y Newsmax at a Glance A multi-platform news brand built on the fastest-growing basic cable network of the decade, now profitable and expanding worldwide. #4 In cable news, FY25, all key dayparts (Nielsen) 58M+ Total audience reach FY25; across cable, streaming, digital and social 26.8M, +13% YoY Social media followers at September 30, 2026 $189M, +28% CAGR FY2025 revenue, 81% broadcast and 19% digital; CAGR from 2019 to 2025 $212M to $216M FY2026 underlying revenue guidance, up 13% at the midpoint; $226M to $230M including one-time payment. $137.6M, no debt Cash and short-term investments as of 3Q FY26, with no debt 3
NEWSMAX | Investor Presentation | November 2026 N E W S M A X T O D A Y Investment Highlights 1 Rapidly Expanding News Network with Strong Growth Trajectory 2 Highly Loyal Audience with Significant Reach 3 Diverse Platform Model with Multi-Faceted Revenue Streams 4 Platform and Reach Unlocks Monetization Upside 5 World-Class Leadership with Strategic Access 6 Debt-Free Balance Sheet with Capital Strength to Support Growth On all platforms, for all people Live cable TV Free streaming channel Paid streaming service 4
NEWSMAX | Investor Presentation | November 2026 T H E O P P O R T U N I T Y Newsmax: Building the Future of Journalism Restoring Trust in News P R E - 2 0 1 0 Golden Age of News • Select few universally trusted sources • Mass audiences and stable monetization • Proof that audiences reward authoritative journalism 2 0 1 0 T O 2 0 2 0 Digital and Social Disruption • Fragmented news outlets and rise of misinformation • Click-driven economics • Market void emerges, trust gap grows F U T U R E S T A T E The Return to Trusted Voices • Journalism and informed opinion • Audiences turn away from sensationalism, seeking truth • Newsmax among the most trusted news brands covering issues Americans deeply care about ⁽¹⁾ C O V I D T O 2 0 2 5 Legacy Media Overreach • CNN, Fox lean into entertainment and spectacle • Ratings chase undermines credibility • Audiences overwhelmed by conflict journalism (1) Economist / YouGov annual survey of Trust in Media. 5
NEWSMAX | Investor Presentation | November 2026 T H E O P P O R T U N I T Y Capitalizing on Secular Shifts in Media and Society Sociographic shifts • National and global interest in politics and society on the rise • Demographics increasingly identify by political ideology • Being "conservative" is more nuanced • Growing need to separate facts from misinformation in the age of AI Media shifts • Cable, streaming, web, social and apps are now all viable platforms • Less consolidated news ecosystem with fragmented sources • Viewership and ad dollars increasingly flow to live content • FAST channels lead growth • Streaming driving premium content Strategic edge ✓ Purpose-built for multi-channel, multi-media ✓ Appeals to American values ✓ Not beholden to a media conglomerate ✓ Innovative monetization and audience engagement ✓ Unified, focused leadership and trusted brand 6
NEWSMAX | Investor Presentation | November 2026 T H E O P P O R T U N I T Y News Business Today News consumption is diversifying, trust in mass media remains near record lows, and the right side of the market has far fewer options. News consumption diversifying Proportion that used each as a source of news in the last week in the U.S. 0% 25% 50% 75% 100% TV Print Social media Any online* Source: Reuters Institute Digital News Report 2026. *Incl. sites/apps, social/video, podcasts, AI chatbots. Trust remains near record lows Americans' trust in mass media: 33% in 2026, after a record low of 28% in 2025 0% 20% 40% 60% 80% 72% 33% Source: Gallup, Americans' trust in mass media, 1972 to 2026 (September 2026 survey). Less competitive on the right Top 15 multi-channel news source preferences by political affiliation in the U.S. 13 2 Dem / Lean Dem Rep / Lean Rep Sources: Pew Research. 7
NEWSMAX | Investor Presentation | November 2026 T H E O P P O R T U N I T Y The Opportunity The left-of-center news market is crowded and settled. The center-right market has one incumbent and open whitespace. Battleground settled: fighting for basis points Battleground open: whitespace Strategic edge ✓ Purpose-built for multi-channel, multi- media ✓ Appeals to American values ✓ Not beholden to a media conglomerate ✓ Innovative monetization and audience engagement ✓ Unified, focused leadership and trusted brand 8
NEWSMAX | Investor Presentation | November 2026 T H E P L A T F O R M On All Platforms, for All People One newsroom and one brand feeds all distribution channels, each promoting the others. Live cable channel carried on every major pay TV provider, about 57 million homes Free ad-supported streaming channel on Roku, Samsung, LG, Pluto, Xumo, Plex, Fire TV and more Paid streaming service with a catalog of more than 700 licensed and original documentaries and specials Digital and app Newsmax.com with 6.4 million average monthly users in 2026 to date and the Newsmax app with over 22 million downloads Social 26.8 million followers across X, Facebook, YouTube, Instagram, TikTok, Truth Social and more International Licensed channels and distribution in more than 100 countries, including live AI-dubbed feeds 9
NEWSMAX | Investor Presentation | November 2026 T H E P L A T F O R M A Loyal Audience: Viewers Who Choose Newsmax The fastest-growing cable news network, with viewers who stay longer and millions who watch Newsmax without tuning to the legacy networks +200% Audience growth since 3Q20, total day, daytime and prime; #1 of only 8 basic cable networks growing +79% Growth in average length of tune, 3Q26 vs. 3Q20, from 14 to 25 minutes; #2 in cable news behind Fox News An exclusive cable news destination: total viewers, 3Q26 7.0M watched Newsmax and did not tune to Fox News 10.5M watched Newsmax and did not tune to Fox Business or CNBC 12.2M watched Newsmax and did not tune to NewsNation 3.3M watched Newsmax and did not tune to Fox News, MS NOW or CNN Sources: Nielsen Media Research, NPower, M-F 6a-6a, 6/29/26 to 9/27/26, live SD; Nielsen Length of Tune, Jan to Sept 2026; Nielsen 3Q26 vs. 3Q20, excluding sports and kids networks. 10
NEWSMAX | Investor Presentation | November 2026 G R O W T H Affiliate Fee Renewals Newsmax began collecting affiliate fees in late 2023. Each renewal reprices a first-generation contract against a top- four cable news rating Affiliate fee revenue ($ millions) $26.7 $30.6 $48.4 FY2024 FY2025 LTM 3Q26 Built-in growth catalyst: expiring contracts renew at market rates Massive gap to peers: affiliate rates trail peers Distribution parity: now in ~60M homes, on par with peers Affiliate rate per subscriber ($ per month, 2025) $2.67 $1.31 $0.66 $0.41 $0.39 Fox News CNN CNBC Fox Business MS NOW Newsmax Reprices toward market Homes 60M 58M 59M 58M 60M 57M Rank #1 #3 #5 #6 #2 #4 Homes: Nielsen homes. Rank: ratings rank, all key dayparts. Agreements are multi-year and renew on a rolling basis. Sources: Kagan, average monthly affiliate fee per subscriber, 2025; Nielsen as of December 2025 (homes and rating rank, all key dayparts). 11
NEWSMAX | Investor Presentation | November 2026 G R O W T H Licensing: A Global Brand and an AI Content Partner Local operators license the Newsmax brand and run the channel; AI platforms license the journalism. Both are high margin and capital light and growing Licensing revenue ($ millions) $3.6 $16.0 $25.0 2025 2026E Annualized 100+ Countries where Newsmax is available +344% Expected 2026 licensing growth, all under signed agreements 9 Brand license markets, incl. Ukraine (launched November 2026) International • Brand licenses: Serbia, Poland (launched 2Q26), Ukraine (launched November 2026), Croatia, Bosnia and Herzegovina, Albania, Slovenia, North Macedonia, Montenegro; additional countries in Europe in preparation • Distribution partners: Free TV (France), HOT (Israel), Primetel (Cyprus), DGO (Latin America), Newsmax en Español (Mexico, Spain, U.S. streaming) Capital Light Model: partners run the channel locally; Newsmax supplies content and the editorial framework AI content licensing Licensing Newsmax reporting for AI answers across leading AI platforms 12
NEWSMAX | Investor Presentation | November 2026 G R O W T H Streaming and Digital Reach Newsmax2 on nearly every major FAST platform, a deeper Newsmax+ catalog and a social audience growing 13% a year 700+ Licensed and original documentaries and specials on Newsmax+ as of September 30, 2026 6.4M Average monthly users on Newsmax.com, Jan to Sept 2026 26.8M, +13% Social media followers at September 30, 2026, year over year growth Newsmax and Newsmax2 are carried on What we are building Stronger on-demand programming for Newsmax+, with new originals and documentaries Taking more control of the advertising opportunity on Newsmax2, the free ad-supported channel Deliberate steps on engagement and retention to turn the expanded line-up into subscriber growth Every platform promotes the others 13
NEWSMAX | Investor Presentation | November 2026 T H E C Y C L E A H E A D A Two-Year Window Into the 2028 Cycle Every presidential cycle draws more attention and more money than the last. Our loyal base stayed with us through the last cycle, and each new cycle amplifies it Political ad spending by presidential cycle ($ billions) $2.6 $9.0 $11.2 $11.6 2016 2020 2024 2026 Midterm 2028 Presidential • Political ad spending has more than quadrupled in two presidential cycles, and the 2026 midterms are projected to top 2024. • Spending starts the year before the vote. For 2028, that build begins in 2027. Nov 2026 Midterm elections Local and state races drive engagement across the network and digital platforms. 2027 No incumbent, campaigns start early No incumbent demands greater spend on campaigns across both parties. The first primary debates are expected in the summer, with a crowded field in both parties. N O V 2 0 2 8 Presidential election • Newsmax reached 58 million viewers in 2025 with no national election. • Enters 2028 with wider distribution, more platforms and a deeper streaming catalog. Source: AdImpact, political ad spending by cycle (2016, 2020 and 2024 totals; 2026 midterm projection, June 2026). 2028 bar is illustrative. 14
NEWSMAX | Investor Presentation | November 2026 G R O W T H Growth Initiatives Multiple drivers across audience, distribution, content and streaming Continue to Take Audience Share Fastest-growing basic cable network since 2020, with white space in an underserved center-right market Affiliate Deal Renewals Multi-year agreements renew on a rolling basis, moving early contracts toward market rates International Licensing Licensing on track for about $25 million annualized, with Newsmax available in 100+ countries and growing Newsmax2 FAST Channel Growth On nearly every major FAST platform, with more control of the advertising opportunity AI Content Licensing Multi-year Meta partnership, with room to expand across other AI platforms Grow Newsmax+ Subscribers Continuing to invest in programming, with 700+ documentaries and specials and new originals Engagement Opportunity Into 2028 Political ad spending continues to amplify each cycle, and Newsmax is well positioned heading into the next presidential election Drive Profitable Growth Reducing overhead on legacy print and newsletters to focus on online revenue streams 15
NEWSMAX | Investor Presentation | November 2026 F I N A N C I A L S Third Quarter Fiscal Year 2026 Results Adjusted EBITDA is a non-GAAP measure; reconciliation on slide 18. One-time payment: $14.0 million non-recurring service contract termination fee. 16 Record Underlying Revenue and Second consecutive quarter of positive Adjusted EBITDA $55.0M Revenue, +21.6% YoY $46.7M Broadcast revenue, +27.6% YoY $5.0M Adjusted EBITDA $137.6M Cash and investments; no debt Reported, including the $14.0M one-time payment • Revenue of $69.0M, up 52.5% YoY • Broadcast revenue of $60.7M, up 65.9% YoY • Gross margin of 55.3%, versus 35.3% in 3Q25 • Adjusted EBITDA of $19.0M • Net income of $15.2M, or $0.12 per diluted share Operational highlights • Launched Newsmax Ukraine; brand available in 100+ countries • New distribution with AFN Now and new cable affiliates • Newsmax+ catalog above 700 titles • Remains the fourth highest-rated cable news channel • Social media followers up 13% to 26.8 million Underlying Financials, excluding one-time payment
NEWSMAX | Investor Presentation | November 2026 F I N A N C I A L S 2026 Guidance: Accelerating Revenue Growth Underlying revenue guidance unchanged. Growth is expected to be structural, not cyclical F U L L - Y E A R 2 0 2 6 R E V E N U E G U I D A N C E $212M to $216M +13% at the midpoint $226M to $230M including the $14.0M one-time payment Total revenue FY25A FY26E underlying One-time payment FY26E reported Guidance range $189M $212M to $216M $14.0M $226M to $230M Growth at midpoint +10.7% +13% +20% Driven by structural growth • Excludes the $14.0 million one-time payment recognized in the third quarter; including it, guidance is $226 million to $230 million, up 20% at the midpoint • Affiliate fee expansion from renewals and new distribution, plus licensing partnerships, lead top-line growth • Midterm political advertising is not expected to be a meaningful contributor • Continued investment in premium content, streaming and digital monetization • Higher-margin affiliate fees and licensing are the biggest near-term levers to margin expansion 17
NEWSMAX | Investor Presentation | November 2026 F I N A N C I A L S Non-GAAP Reconciliation: Net Income to Adjusted EBITDA Adjusted EBITDA is defined as revenues less cost of revenues and general and administrative expenses, excluding the items below ($ in millions) 3Q26 3Q25 Net income (loss) $15.2 $(4.1) Depreciation 0.5 0.7 Amortization 1.0 0.8 Interest, net (1.3) (2.2) Unrealized (gain) loss on marketable securities and crypto assets 0.1 (1.0) Stock-based compensation 3.2 3.5 Other corporate matters (1) - 1.2 Other, net (2) 0.1 0.0 Income tax expense 0.1 0.1 Adjusted EBITDA $19.0 $(0.9) Less: one-time service contract termination fee (14.0) - Adjusted EBITDA, excluding the one-time payment $5.0 $(0.9) Non-GAAP measure. (1) Certain litigation expenses and related fees for specific legal proceedings determined to be infrequent and unusual in magnitude. (2) Miscellaneous items such as derivative adjustments, income tax credits and impairment loss. Totals may not sum due to rounding. Source: Newsmax Form 10-Q for the quarter ended September 30, 2026. 18
NEWSMAX | Investor Presentation | November 2026 Why Newsmax A large, underserved center-right audience with few options Loyal viewers who grew through a post- election year Affiliate fees resetting toward market on every renewal A global brand licensed to local operators with minimal capital AI content licensing beginning Profitable, debt-free, and investing into the 2028 cycle Investor Relations ir@newsmax.com | investors.newsmax.com 19