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Good afternoon, ladies and gentlemen, and thank you for joining us today. Welcome to The Arena Group's first quarter 2026 earnings conference call. I would now like to turn the conference over to Morgan Fitzgerald, Investor Relations and Social Media. Ms. Fitzgerald, you may begin.

Thank you. Hosting the call today are Paul Edmondson, Chief Executive Officer, and Geoffrey Wait, Principal Financial Officer. Before we begin, I'd like to note that some of the comments made during this call may include forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements.

Forward-looking statements relate to the future events or future performance and include, without limitation, statements concerning the company's business strategy, future revenues, and income from continuing operations, anticipated yield growth and monetization improvements, cost reductions, debt refinancing efforts, market growth, capital requirements, product introductions, expansion plans, and our stock price relative to our peers and our share repurchase program, as disclosed in our annual report on Form 10-K for the year ended December 31st, 2025, filed with the SEC on March 16th, 2026, the 2025 10-K, and in our other SEC filings and publicly available documents. The company cautions investors that any forward-looking statements made in this call or that the company may make orally or in writing from time to time are based on the beliefs of, assumptions made by, and information currently available to the company.

Such statements are based on assumptions, and the actual outcome will be affected by known and unknown risks, trends, uncertainties, and factors that are beyond the company's control or ability to predict. Accordingly, investors should use caution in relying on forward-looking statements, which are based only on known results and trends at the time that they are made to anticipate future results or trends. Certain risks are discussed in the company's filings with the SEC. The company disclaims any intention or obligation except as required by law to update or revise any financial projections or forward-looking statements, whether because of new information, future events, or otherwise. In addition, reference will be made to the non-GAAP financial measure, adjusted EBITDA.

Information regarding reconciliation of this non-GAAP measure to the closest GAAP measure can be found in the press release that was issued this afternoon and can be also found on the investor relations page of our website at investors.thearenagroup.net. With that, I'll turn the call over to CEO, Paul Edmondson. Paul, the call is yours.

Thank you for joining us today to discuss our results from Q1, 2026. Q1, 2026 was a pivotal quarter of transformation for our company. In anticipation of a typically seasonally lower yield quarter, we deliberately utilized this period as a launchpad, accelerating our AI integration and conducting aggressive technical testing on audience and monetization across our ecosystem. These just weren't experiments. They were strategic investments in the intelligence required to optimize audience engagement and maximize yields. By placing testing at the intersection of audience engagement and monetization, we believe that we have sharpened our competitive edge. While these initiatives were bold, the data we gathered gives us confidence in our ability to drive meaningful yield growth throughout 2026.

Additionally, we utilized this quarter to move beyond the experimental phase of AI integration, transitioning into aggressive deployment of proprietary applications that are now fundamentally changing how we develop products and content. By integrating these tools directly into our operational workflow, we have the ability to scale high-quality editorial coverage into untapped, undercovered content areas. This operational agility extends to our video strategy. Recognizing the rapid growth of the clip economy, we have fully reorganized our video efforts to meet the audience where they are. By consolidating our brands under a single leader, Jermaine Spradley, we've eliminated silos and created a lean, centralized engine that is already delivering steady growth. This same focus on diversification is driving our commerce expansion. We are aggressively scaling our e-commerce engine through deepened partner integrations and performance marketing, while simultaneously pivoting toward the future of social selling.

Our Q2 launch of ShopHQ on TikTok Shop is a key example of how we are operationalizing new revenue streams to engage directly with our audience at the point of purchase. In short, we're operating with increased precision and efficiency across the entire portfolio. With our audience now optimized and our monetization strategy sharpened by the intensive testing we conducted in Q1, we expect to see yields improve sequentially throughout the remainder of 2026. With that, I'll turn it over to Geoffrey to share our financial results.

Thank you, Paul. Good afternoon, everyone. In the first quarter of 2026, revenue was $20.4 million compared to $31.8 million in Q1 of 2025. This performance reflects changes in referral traffic patterns between periods as well as the extensive strategic technical testing that Paul mentioned, which we estimate had an adverse impact to revenue in the millions. These tests were designed to drive sustainable improvements in both yield and audience throughout the remainder of the year. We observed consistent sequential improvements in monetization throughout the first quarter, with monetization reaching parity with typical levels in late March. These improvements have created immediate momentum as we move into Q2, and we expect this trajectory to continue throughout the remainder of 2026. Further, the traffic volatility we experienced in the second half of 2025 has subsided.

This positions us to aggressively accelerate yield improvements for the remainder of the year through our previously announced Encore AI platform, meaningful machine learning ad stack enhancements, and our recently announced direct sales partnership with Playwire. We believe our partnership with Playwire will significantly increase the volume of premium direct ads. Shifting our mix toward high-value direct ads for our premium inventory allows us to optimize the remaining supply, which forces programmatic auctions to compete at higher price points. This shift enables us to capture significantly more value from every page view, driving revenue growth across our digital ad business. During Q1 2026, we sustained positive momentum in cash generation, increasing our cash balance by approximately $1 million from $10.3 million as of December 31, 2025, to $11.2 million as of March 31, 2026.

This cash performance underscores the efficiency of our operating structure and our ability to efficiently convert earnings to cash flow. This provides a stable foundation as we continue to scale initiatives in AI, monetization, and audience. We reported a net loss of $2.7 million in Q1 2026 compared to net income of $4 million in the same period a year ago. Adjusted EBITDA was $1.7 million versus $9.7 million in Q1 2025. As noted earlier, information regarding reconciliation of this non-GAAP measure to the closest GAAP measure can be found in the press release that was issued this afternoon and can also be found on our investor relations website at investors.thearenagroup.net.

Though the decline in EBITDA was primarily driven by lower digital advertising revenue during Q1 2026, the results also reflect elevated severance charges and professional fee spending, which totaled over $1 million. These expenses were primarily related to specific legal and organizational activities undertaken during the first quarter. Importantly, we believe these costs are largely limited to the first quarter and do not expect any material ongoing impact to our future results. During Q1 2026, we remained highly active in the M&A market, evaluating numerous targets. Although no acquisitions were completed during the quarter, we believe our disciplined approach ensures we pursue only opportunities that are immediately accretive to profit and cash flow, offer attractive valuations, and deliver quick payback. We continue to engage with potential partners as part of our long-term growth strategy.

With a robust pipeline of opportunities and favorable market conditions, we expect to execute strategic value-driven acquisitions later in the year that align with our capital-efficient operating structure, entrepreneurial DNA, and disciplined approach to cost and capital management. In addition, we continue to make progress in our effort to optimize the company's current capital structure. We are working with a leading commercial bank to replace our existing debt facility. The successful execution of this new facility is expected to strengthen financial flexibility, reduce debt servicing costs, and provide a more efficient capital structure to support future growth and long-term value creation. With that, I'll turn the call back over to Paul to share more on our operations from Q1.

Thank you, Geoffrey. This quarter reflects a period of innovation and optimization across the organization. In addition to the technical testing, our product team has been developing games to increase user engagement across our properties, leading into the use of AI to boost efficiency throughout the process. We continue to develop brand impact and authority across our portfolio through initiatives such as signature video and branded content series, events such as Powder Week, and the continued publication of print magazines. We also continue our focus on strategic partnerships and empowering entrepreneurs across our business. As Geoffrey mentioned, we recently announced a partnership with Playwire, an ad monetization platform for digital publishers. Playwire will be selling high-impact direct advertising across the U.S. and internationally, representing our inventory to brand advertisers. This is another example of where we monetize on our brand value in a capital-efficient manner.

Two other areas of business which we've seen consistent momentum are in our licensing and commerce efforts. The brand licensing division continues to see strong momentum anchored by the rapid growth of the Men's Journal Spirit shop and our expansion into high-value experiential categories. The Spirits platform has steadily increased its reach, driving a 165% increase in average weekly sales in Q1 compared to Q4 of 2025, even hosting a giveaway in partnership with Stephen Curry's Gentleman's Cut bourbon brand that garnered over 2,600 entries in under one week. Concurrently, our licensed badging business achieved 72% year-over-year growth for the quarter. Looking ahead, we continue to accelerate this trajectory with the upcoming launch of the Travel Adventure Network online travel agency and the announcement of the first-ever branded resort under the Adventure Sports Network banner.

ShopHQ has also been steadily increasing its reach, seeing a 14% increase in orders in Q1 over Q4 of 2025. ShopHQ added a total of 40 partners supplying 44 brands throughout the quarter. With the continued efforts in social selling and the expansion into TikTok Shop in Q2, we're confident in the performance we expect to see in the peak shopping months ahead. As we move through the rest of the year, we are confident in our strategy. We see the opportunity to lead with AI and will continue to bring an aggressive and entrepreneurial enthusiasm to innovate across text, video, and commerce.

While we continue optimizing our monetization and traffic strategies. With the three traditionally strongest quarters of the year ahead of us, we're excited to continue to share our progress with you and are enthusiastic about the opportunity ahead. Thank you for joining us today. With that, I'll turn the call over to the operator to begin the Q&A session.

Thank you. We will now be conducting a question-and-answer session. If you would like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two to remove yourself from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. First question comes from Ryan Meyers with Lake Street Capital Markets. Please go ahead.

Hey, guys. Thanks for taking my question. First one for me, just thinking about the revenue during the quarter, you know, can you walk us through how much of the revenue decline is attributed to just softer traffic trends that you've faced the past couple of quarters? How much of it is attributed to, you know, some of this monetization optimization that you guys sort of alluded to? Kinda secondly on that, you know, how exactly did that impact revenue?

Thanks for the question, Ryan. I can take that one. This is Geoff. First off, I would say that our traffic patterns in Q1 were very similar to what we observed in the fourth quarter of last year. You know, it's not quite where we were in the second quarter, but it's a, it's a healthy level that we can have a profitable business with, and we are very confident with our improvements in AI and our improvements in monetization. We think we've got a good path forward for full-year 2026. The testing that we did were changes to drive long-term audience growth as well as to drive further yield improvements. The types of things we were testing were changes in ad density, page layout, and other things that change the user experience but sometimes impact monetization.

We were able to make these changes on a smaller scale in the first quarter, measure the results, and then we turned off the changes that did not work in accelerating audience growth but impacted monetization in a negative manner. We reached parity with kind of our expected monetization levels in late March. We've seen additional growth in monetization as we move into Q2, and we expect that to continue throughout the remainder of the year.

Okay. Got it. No, that makes sense. Then, you know, you kinda made some comments on this, but thinking about the first quarter, should we think about that as the trough for the year in 2026? You know, obviously, you come into your seasonally strong revenue quarters, so we should see improvement the rest of the year, but more so on the margin side, should we see maybe a return to more normal levels?

Yes. As we mentioned in our earnings release and on the call, we had the impact to monetization, which in addition to the Q1 being historically the softest quarter for us, we actually had impact from the monetization piece as well that's now been established up to where we need it to be as of late March. We definitely feel that for a couple of those reasons where there were kind of items on the expense side with legal fees and severance costs that we do not expect to have ongoing impact combined with the monetization and then expected seasonal improvements, we will have much better performance in the remaining quarters of 2026.

Got it. Thanks for taking my question.

Thanks, Ryan.

Once again, if you would like to ask a question, please press star one on your telephone keypad. Thank you. I would like to turn the floor over to Paul for closing remarks.

Thank you. Thank you for joining our call today. That concludes the call, and we look forward to bringing you Q2 2026 in the future.

This concludes today's teleconference. You may disconnect your lines at this time, and thank you for your participation.

Good afternoon, ladies and gentlemen. Thank you for joining us today. Welcome to The Arena Group Holdings, Inc.'s Fourth Quarter and Full Year 2025 Earnings Conference Call. I would now like to turn the conference over to Morgan Fitzgerald, Investor Relations, Social Media. Ms. Fitzgerald, you may begin the conference. Thank you.

Hosting the call today are Paul Edmondson, Chief Executive Officer, and Geoffrey Wait, Principal Financial Officer. Before we begin, I would like to note that some of the comments made during this call may include forward-looking statements. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. Forward-looking statements relate to future events or future performance and include, without limitation, statements concerning the company's business strategy, future revenues, market growth, capital requirements, product introductions and expansion plans, and the adequacy of the company's funding. The company cautions investors that any forward-looking statements made in this call, or that the company may make orally or in writing from time to time, are based on the beliefs of, assumptions made by, and information currently available to, the company. Such statements are based on assumptions, and the actual outcome will be affected by known and unknown risks, trends, uncertainties, and factors that are beyond the company's control or ability to predict. Accordingly, investors should use caution in relying on forward-looking statements, which are based only on known results and trends at the time they are made, to anticipate future results or trends. Certain risks are discussed in the company's filings with the SEC. The company disclaims any intention or obligation, except as required by law, to update or revise any financial projections or forward-looking statements, whether because of new information, future events, or otherwise. In addition, reference will be made to the non-GAAP financial measure, adjusted EBITDA. Information regarding reconciliation of this non-GAAP measure to the closest GAAP measure can be found in the press release that was issued this afternoon and can also be found on our Investor Relations website at investors.thearenagroup.net. With that, I would like to turn the call over to CEO, Paul Edmondson. Paul, the call is yours.

Thank you for joining us today to discuss our results from the fourth quarter and full fiscal year 2025. We are proud to report our 2025 results with $286,000,000 of income from continuing operations. We reduced our debt by $23,500,000 while our cash balance grew nearly $6,000,000 to $10,300,000. Before we get into the details, I want to highlight the broader industry dynamics that have shaped the digital publishing landscape. The recent search algorithm updates have introduced fluctuations in traffic patterns across the digital media industry, impacting not only The Arena Group Holdings, Inc., but virtually all major publishers. We view these changes favorably as a catalyst for innovation and growth. We believe our team has responded with agility and determination, implementing robust strategies to optimize our content for the evolving landscape while simultaneously accelerating our efforts to diversify revenue streams. We are actively expanding our direct audience engagement, strengthening partnerships, and investing in alternative channels that are less reliant on algorithmically driven traffic. These initiatives are already yielding positive momentum, and we expect them to drive sustainable growth going forward. We are more confident than ever in our ability to outperform the market. Our disciplined operational model, ongoing cost optimization, and strategic investments in technology and product have positioned us to capitalize on emerging opportunities. We believe our diversified business model not only mitigates risk, but also sets the stage for long-term value creation. As the industry evolves, The Arena Group Holdings, Inc. stands ready to lead, innovate, and deliver exceptional results for our shareholders. Now, Geoffrey Wait, our Principal Financial Officer, will walk you through our financial results from Q4 and the 2025 fiscal year.

Thanks, Paul, and good afternoon, everyone. Revenue was $28,200,000 in 2025 compared to $36,200,000 in 2024. Q4 2025 revenue was impacted by extensive user experience testing impacting ads and the ongoing traffic fluctuations. Our net income this quarter was $5,300,000, or 18.8% of revenue, compared to $6,900,000, or 19.1% of revenue, in the same period a year ago. Adjusted EBITDA was $10,100,000, or 35.8% of revenue, virtually unchanged from the EBITDA margin in Q4 2024. Our excellent margin retention reflects the efficiency of our entrepreneurial publishing model and variable cost structure and our ability to drive profit across a variety of traffic scenarios. This profit performance enabled us to generate $13,100,000 of cash from operating activities and accelerate momentum on our debt reduction initiatives through a $13,000,000 repayment of our term loan made in 2025. Overall, 2025 proved to be transformation in terms of our operations and results. Full-year revenue for fiscal 2025 was $134,800,000 compared to $125,900,000 in 2024. Non-advertising revenue increased more than $21,000,000 over 2024 as a result of our continued focus on reducing our reliance on external traffic referral sources. Advertising revenue represented just 64% of our total revenue in 2025 compared to 74% in 2024. Additionally, income from continuing operations was $28,600,000 for the year, up from a loss of $7,700,000 in FY 2024, and net income was $124,900,000 in 2025, including income from discontinued operations of $96,300,000. This is compared to a loss of $100,700,000 in 2024, including a loss from discontinued operations of $93,000,000. Adjusted EBITDA improved to $51,500,000, or 38.2% of revenue, in 2025 compared to $27,000,000, or 21.4% of revenue, in 2024. These results reflect the successful execution of our strategic initiatives to diversify revenue and optimize costs. By scaling our entrepreneurial publishing model and emphasizing high-margin non-advertising revenue streams, we have fundamentally reshaped our profitability profile. We believe this transformation demonstrates our ability to adapt to industry changes and positions us for continued financial strength and resilience. I would also like to highlight the continued improvements on our balance sheet. Debt reduction was a key focus throughout 2025, and we repaid $23,500,000 in principal between our revolver and term loan, and we also increased our cash balance by $6,000,000 to $10,300,000. Despite the industry fluctuations, we remain confident in our ability to generate positive cash flow in 2026. With that, I will turn the call back over to Paul to discuss our operations in more detail.

Thanks, Jeff. One key detail to note is our continued evolution, not only as a publisher, but in our broader identity. We are no longer just a publishing company. We are a brand, data, and IP company. With the addition of ShopHQ's first-party customer data, combined with the considerable reach of the brands, like Parade on the Street, we are creating a closed-loop ecosystem. We can identify high-intent audiences and serve them products directly with our content. We are using data signals from our audiences across our network to inform the types of products we offer on ShopHQ, so it is truly a flywheel to convert our readers to shoppers. ShopHQ has been a vital piece of the content-to-commerce puzzle. Additionally, following the October acquisition of Linde Sports, the digital platform was successfully relaunched, contributing to a broader sports ecosystem and immediate gains in high-intent sports betting and preview content. Not only do we have intentional content across our various properties, but the launch of Encore has united first-party data across all 40-plus brands, connecting user behavior directly to commerce outcomes and providing advertisers with high-conversion, brand-safe inventory. Looking forward to 2026, we remain focused on diversifying our revenue, paying down debt, and maintaining a disciplined approach to capital management, including M&A, in order to remain profitable and continue our growth trajectory throughout the year and thereafter. We truly believe the future is bright for The Arena Group Holdings, Inc., and are excited to continue our growth story. With that, I will turn the call back to the operator for Q&A. Thank you.

Thank you. We will now be conducting a question-and-answer session. If you would like to ask a question, please press 1 on your telephone keypad. A confirmation tone will indicate that your line is in the question queue. You may press 2 to remove yourself from the queue. For any participants using speaker equipment, it may be necessary to pick up the handset before pressing the star keys. One moment while we poll for questions. Our first question comes from the line of Ryan Myers with Lake Street Capital. Please proceed with your question.

Hey, guys. Thanks for taking my questions. First one for me here, I know it is difficult to predict, just given some of the traffic volatility that you have seen. But can you maybe talk about what you have seen so far here in the '6? And then how you guys are thinking about that through the rest of this year, and maybe how we should be thinking about that as well?

Hey, Ryan. This is Paul. Thanks for the question there. Yes. So traffic and those various sources of algorithmic audience have been more volatile. There have been more what we call core updates, or however they get announced online through the various sources. We have seen a real mix. Some of the properties are doing really well. Other ones are seeing some more of the volatility that comes with it. We feel like right now, the base level in Q1 is going to be fairly—we feel like that is our base for how we are thinking about the business going forward. It is always hard to predict exactly what is going to happen, but we do really focus on what we control. We run a lot of continued tests, focus on the monetization, and really have kept a lean cost structure so we can adapt to pretty much any environment as it comes.

Okay. Got it. And then that sort of leads me into my next question. Obviously, nice to see the margins hold up despite where the revenue is coming in at. But how should we think about where you expect the margins to trend here in 2026 as you invest in some of these other non-advertising revenue line items? Does that change the margin structure at all? Any commentary on how you are thinking about that in '26 would be helpful.

Hi, Ryan. This is Jeff. Thanks for that question. So as we think about moving into 2026 and beyond, as I mentioned in the call, we have reduced our reliance on advertising revenues from 74% down to 64%. Our intention in 2026 is to continue driving that number down, and we would like to get it below 50%. As we do that, I do expect some favorable impact to our margin. But also, as our ShopHQ business grows, being a commercial business where we provide inventory, that has a little bit of a different margin profile as well. So overall, I expect those two factors to offset a little bit and intend to deliver a similar margin profile to what we have seen in 2025.

Okay. Great. Thanks for taking my questions, guys.

Thank you. Our next question comes from the line of Jonathan Old with Longmeadow Investors. Please proceed with your question.

Thanks, gentlemen. Appreciate the call. I am curious if you are still seeing maybe an acquisition or two a quarter. Does that cadence still hold, or are the internal dynamics that you are focused on taking priority?

Thanks, Jonathan. That is another good question. As we think about capital allocation as we continue into 2026, in 2025, we made a lot of progress on the debt and paying down the debt. In 2026, we want to focus on accelerating the growth of the company. So in order to do that, I do anticipate we will continue at a one to two tuck-in media acquisition per quarter cadence as we have in the past. But we are also interested in exploring other opportunities as well that will especially speed up the changes I have talked about in moving from an advertising revenue-only business to an ad revenue supported by other revenue streams business.

Okay. And I assume you are still under the debt structure. Stock buybacks are on the back burner until you get—maybe you can update us on where a refinancing might stand.

Yes, it is a great question. This all ties together into our general approach to capital allocation. We announced our share repurchase program in July, and we have not yet completed any share repurchases. In advance of completing a debt refinance, we believe the most prudent use of our capital has been to do value-add M&A as well as to reduce our debt profile, and that is what you saw us do throughout 2025. We do see asset prices in our sector at favorable levels where we believe we can do value-accretive M&A that generates significant long-term returns for the company and for our shareholders. We want to maintain some dry powder and balance sheet flexibility to act on those opportunities as they come up in the market. So a share repurchase remains an important tool in our toolbox, but I do think there are a few other things that we want to prioritize first.

Got it. What is your expectation, if you have any, on the timing of the refinancing, or do you have no rush at this point?

We continue to— in 2025, we made a great deal of progress solidifying our financial position. We grew earnings; we reduced our leverage. Based on our full-year numbers, we are below two times. This gives us a pretty good level of confidence that we are refinanceable in the current market. We have had several productive conversations over the last few months, but we are being intentionally disciplined. We do not want to close the first deal that comes to us; we want to secure the right deal. Specifically, we are looking for a solution that gives us long-term operational flexibility, and we are focused on quality and fit over speed. I do not have a specific timeline to share right now, but we will continue to provide further updates as we move towards the definitive agreement that aligns with our strategic goals.

Great. Thanks very much. I appreciate the color.

Thank you. With that, ladies and gentlemen, that does conclude our question-and-answer session. I would now like to turn the floor back over to Paul Edmondson for closing remarks.

Thank you. Thank you, everybody, for joining our call today. We appreciate everybody tuning in, and we look forward to giving updates for the full 2026 and to a good, strong year. Thank you.

With that, ladies and gentlemen, this does conclude today's teleconference. We thank you for your participation, and you may disconnect your lines at this time. Have a wonderful day.