Arena Group Swings to Profit on Discontinued Ops, Revenue Up 19%

TL;DR

**AREN's massive profit swing is a game-changer, but dig into those discontinued ops before you go all-in.**

AI Summary

Arena Group Holdings, Inc. (AREN) reported a significant turnaround in its financial performance for the nine months ended September 30, 2025, achieving a net income of $119.524 million, a substantial improvement from a net loss of $107.589 million in the prior year period. This was largely driven by income from discontinued operations of $96.250 million. Revenue for the nine months increased to $106.587 million from $89.679 million year-over-year, representing an 18.86% growth. However, revenue for the three months ended September 30, 2025, decreased to $29.760 million from $33.555 million in the same period of 2024, a 11.31% decline. Gross profit for the nine months surged to $56.031 million from $36.644 million, while operating expenses decreased to $22.762 million from $39.119 million. The company's cash and cash equivalents increased to $12.523 million as of September 30, 2025, up from $4.362 million at December 31, 2024. The company has resolved prior going concern doubts through improved financial performance and liability management, including resolving pending litigation.

Why It Matters

Arena Group's dramatic swing to profitability, largely due to discontinued operations, signals a potential strategic shift and improved financial health, which could attract new investors and stabilize its market position. The 18.86% revenue growth over nine months, despite a quarterly dip, suggests underlying business strength in its digital content verticals, potentially challenging competitors in the media industry. For employees, this improved financial standing could mean greater job security and potential for growth. Customers might benefit from continued investment in content and platform development. However, the reliance on discontinued operations for the net income surge warrants careful scrutiny from investors, as future profitability will depend on sustained performance from continuing operations and effective management of its $110.531 million term debt.

Risk Assessment

Risk Level: medium — While Arena Group reported a significant net income of $119.524 million for the nine months ended September 30, 2025, a substantial portion, $96.250 million, came from discontinued operations. This indicates that the core continuing operations generated $23.274 million in income, which is positive but less impactful. The company also carries a significant term debt of $110.531 million as of September 30, 2025, and experienced a 11.31% revenue decline in the most recent quarter, suggesting potential volatility in its ongoing business.

Analyst Insight

Investors should closely examine the sustainability of Arena Group's continuing operations' profitability and revenue trends, especially the quarterly revenue decline. While the overall net income is impressive, the large contribution from discontinued operations means future results may not replicate this performance. Monitor debt repayment strategies and future growth initiatives in its Sports & Leisure, Finance, Lifestyle, and Platform segments.

Financial Highlights

revenue

$106.587M

total Assets

$121.360M

total Debt

$110.531M

net Income

$119.524M

cash Position

$12.523M

revenue Growth

+18.86%

Key Numbers

• $119.524M — Net Income (Swung from a $107.589M loss in the prior nine-month period to a significant profit.)
• $96.250M — Income from Discontinued Operations (Major contributor to the net income for the nine months ended September 30, 2025.)
• $106.587M — Nine-Month Revenue (Increased by 18.86% from $89.679M in the prior year period.)
• $29.760M — Quarterly Revenue (Decreased by 11.31% from $33.555M in the same quarter of 2024.)
• $12.523M — Cash and Cash Equivalents (Increased from $4.362M at December 31, 2024, indicating improved liquidity.)
• $110.531M — Term Debt (Significant long-term liability as of September 30, 2025.)
• $56.031M — Nine-Month Gross Profit (Increased from $36.644M in the prior year period.)
• $22.762M — Nine-Month Total Operating Expenses (Decreased from $39.119M in the prior year period.)
• 47,465,749 — Common Shares Outstanding (As of November 13, 2025.)
• $23.274M — Income from Continuing Operations (9 months) (Positive income from core business, separate from discontinued operations.)

Key Players & Entities

• Arena Group Holdings, Inc. (company) — registrant of the 10-Q filing
• SEC (regulator) — Securities and Exchange Commission
• $119.524 million (dollar_amount) — Net income for the nine months ended September 30, 2025
• $107.589 million (dollar_amount) — Net loss for the nine months ended September 30, 2024
• $96.250 million (dollar_amount) — Income from discontinued operations for the nine months ended September 30, 2025
• $106.587 million (dollar_amount) — Revenue for the nine months ended September 30, 2025
• $89.679 million (dollar_amount) — Revenue for the nine months ended September 30, 2024
• $29.760 million (dollar_amount) — Revenue for the three months ended September 30, 2025
• $33.555 million (dollar_amount) — Revenue for the three months ended September 30, 2024
• $12.523 million (dollar_amount) — Cash and cash equivalents as of September 30, 2025

FAQ

Risk Factors

• Liquidity and Going Concern [high — financial]: While the company has improved its cash position to $12.523 million as of September 30, 2025, up from $4.362 million at December 31, 2024, and resolved prior going concern doubts, the substantial term debt of $110.531 million remains a significant liability. Continued revenue generation and effective debt management are crucial.
• Pending Litigation and Contingencies [medium — legal]: The company has resolved prior pending litigation, which contributed to improved financial performance. However, the nature and potential future impact of any remaining or new legal matters are not fully detailed, representing an ongoing risk.
• Quarterly Revenue Decline [medium — market]: Revenue for the three months ended September 30, 2025, decreased by 11.31% to $29.760 million from $33.555 million in the same period of 2024. This indicates potential volatility in the company's core business and requires investigation into the drivers of this decline.
• Dependence on Discontinued Operations [medium — operational]: The significant net income of $119.524 million for the nine months ended September 30, 2025, was heavily influenced by $96.250 million in income from discontinued operations. This raises questions about the sustainability of profitability from continuing operations.

Industry Context

Arena Group Holdings operates in the digital media and marketing industry, which is characterized by rapid technological change, evolving consumer preferences, and intense competition. Companies in this sector often rely on advertising revenue, subscriptions, and affiliate marketing. The industry is seeing a trend towards consolidation and a focus on niche audiences and specialized content.

Regulatory Implications

As a publicly traded company, Arena Group is subject to SEC regulations and reporting requirements. Any misstatements or failures in financial reporting could lead to investigations and penalties. The company's resolution of litigation suggests a focus on compliance, but ongoing legal and regulatory scrutiny is a constant factor.

What Investors Should Do

1. Monitor revenue trends from continuing operations
2. Analyze the drivers of income from discontinued operations
3. Assess debt repayment strategy
4. Evaluate operating expense management

Key Dates

• 2025-09-30: Nine months ended September 30, 2025 — Reported significant net income of $119.524 million, driven by discontinued operations, and revenue growth of 18.86% year-over-year.
• 2025-09-30: Three months ended September 30, 2025 — Revenue declined 11.31% to $29.760 million compared to the same period in 2024, indicating a short-term downturn.
• 2025-09-30: Balance Sheet Date — Cash and cash equivalents increased to $12.523 million, and total assets grew to $121.360 million, while total liabilities decreased significantly to $131.582 million.
• 2024-12-31: Prior Year End Balance Sheet Date — Cash and cash equivalents were $4.362 million, and total liabilities were $246.512 million, highlighting the company's improved financial standing.

Glossary

Discontinued Operations

A component of a business that the reporting entity has disposed of or classified as held for sale. Income or loss from these operations is reported separately on the income statement. (A significant portion of Arena Group's net income for the nine months ended September 30, 2025, ($96.250 million) was derived from discontinued operations, impacting the overall profitability picture.)

Stockholders' Deficiency

Occurs when a company's total liabilities exceed its total assets, resulting in a negative equity position. (Arena Group reported a stockholders' deficiency of $10.390 million as of September 30, 2025, a substantial improvement from $130.328 million at December 31, 2024, indicating progress towards positive equity.)

Term Debt

Long-term loans or borrowings that are scheduled to be repaid over a period longer than one year. (Arena Group has $110.531 million in term debt as of September 30, 2025, representing a major long-term financial obligation.)

Mezzanine Equity

A hybrid form of financing that blends debt and equity features, often subordinate to senior debt but senior to common equity. (The company has $168 thousand in Series G redeemable and convertible preferred stock classified as mezzanine equity.)

Year-Over-Year Comparison

Compared to the prior year period, Arena Group Holdings has demonstrated a remarkable financial turnaround, swinging from a net loss of $107.589 million to a net income of $119.524 million, largely due to discontinued operations. Nine-month revenue grew by 18.86% to $106.587 million, supported by a surge in gross profit and a significant reduction in operating expenses. The company's cash position has also strengthened considerably. However, a recent quarterly revenue decline of 11.31% presents a mixed picture, suggesting potential headwinds in the current business environment.

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 AREN NYSE American Indicate by check

Filing Documents

• aren-20250930.htm (10-Q) — 2006KB
• aren-20250930xexx311.htm (EX-31.1) — 10KB
• aren-20250930xexx312.htm (EX-31.2) — 10KB
• aren-20250930xexx321.htm (EX-32.1) — 4KB
• aren-20250930xexx322.htm (EX-32.2) — 4KB
• 0001628280-25-052003.txt ( ) — 10581KB
• aren-20250930.xsd (EX-101.SCH) — 69KB
• aren-20250930_cal.xml (EX-101.CAL) — 117KB
• aren-20250930_def.xml (EX-101.DEF) — 336KB
• aren-20250930_lab.xml (EX-101.LAB) — 754KB
• aren-20250930_pre.xml (EX-101.PRE) — 557KB
• aren-20250930_htm.xml (XML) — 1991KB

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION 4

Condensed Consolidated Financial Statements (Unaudited)

Item 1. Condensed Consolidated Financial Statements (Unaudited) 4

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 37

Quantitative and Qualitative Disclosures About Market Risk

Item 3. Quantitative and Qualitative Disclosures About Market Risk 51

Controls and Procedures

Item 4. Controls and Procedures 51

- OTHER INFORMATION

PART II - OTHER INFORMATION 54

Legal Proceedings

Item 1. Legal Proceedings 54

Risk Factors

Item 1A. Risk Factors 54

Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 55

Defaults Upon Senior Securities

Item 3. Defaults Upon Senior Securities 55

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 55

Other Information

Item 5. Other Information 55

Exhibits

Item 6. Exhibits 56

SIGNATURES

SIGNATURES 59 2 Table of Contents

Forward-Looking Statements

Forward-Looking Statements This Quarterly Report on Form 10-Q (this "Quarterly Report") of The Arena Group Holdings, Inc. (the "Company," "we," "our," and "us") contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Forward-looking statements relate to future events or future performance and include, without limitation, statements concerning our business strategy, future revenues, market growth, capital requirements, product introductions , expansion plans and the adequacy of our funding. Other statements contained in this Quarterly Report that are not historical facts are also forward-looking statements. We have tried, wherever possible, to identify forward-looking statements by terminology such as "may," "will," "could," "should," "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," and other stylistic variants denoting forward-looking statements. We caution investors that any forward-looking statements presented in this Quarterly Report, or that we may make orally or in writing from time to time, are based on information currently available, as well as our beliefs and assumptions. The actual outcome related to forward-looking statements will be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control or ability to predict. Although we believe that our assumptions are reasonable, they are not guarantees of future performance, and some will inevitably prove to be incorrect. As a result, our actual future results can be expected to differ from our expectations, and those differences may be material. Accordingly, investors should use caution in relying on forward-looking statements, which are based only on known results and trends at the time they are made, to anticipate future results or trends. We detail other risks in

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION

FINANCIAL INFORMATION

ITEM 1. FINANCIAL INFORMATION THE ARENA GROUP HOLDINGS, INC. AND SUBSIDIARIES Index to Condensed Consolidated Financial Statements (Unaudited) PAGE Condensed Consolidated Balance Sheets – As of September 30, 2025 (Unaudited) and December 31, 2024 5 Condensed Consolidated Statements of Operations (Unaudited) - Three Months and Nine Months Ended September 30, 2025 and 2024 6 Condensed Consolidated Statements of Stockholders' Deficiency (Unaudited) - Three Months and Nine Months Ended September 30, 2025 and 2024 7 Condensed Consolidated Statements of Cash Flows (Unaudited) - Nine Months Ended September 30, 2025 and 2024 9 Notes to Condensed Consolidated Financial Statements (Unaudited) 10 4 Table of Contents THE ARENA GROUP HOLDINGS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (In thousands of dollars, except for share data) As of September 30, 2025 December 31, 2024 Assets Current assets: Cash and cash equivalents $ 12,523 $ 4,362 Accounts receivables, net 26,201 31,115 Prepayments and other current assets 5,922 4,757 Total current assets 44,646 40,234 Property and equipment, net 61 148 Operating lease right-of-use assets 2,106 2,340 Platform development, net 10,603 8,115 Acquired and other intangible assets, net 21,229 22,789 Other long term assets 140 151 Goodwill 42,575 42,575 Total assets $ 121,360 $ 116,352 Liabilities, mezzanine equity and stockholders' deficiency Current liabilities: Accounts payable $ 2,000 $ 4,844 Accrued expenses and other 7,260 10,990 Unearned revenue 4,470 6,349 Subscription refund liability 241 430 Operating lease liability, current portion 380 254 Liquidated damages payable 3,458 3,230 Current liabilities from discontinued operations — 96,159 Total current liabilities 17,809 122,256 Unearned revenue, net of current portion 344 403 Operating lease liability, net of current portion 2,026 1,964 Deferred tax liabilities 872 802 Simplify loan — 10,651 Term d

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View this 10-Q filing on SEC EDGAR