ARPU up 21% year-over-year and 9% sequentially
Q3 Adjusted EBITDA of $6.2M, up 45% sequentially
Q3 Adjusted EBITDA Margin of 42%, up 12 percentage points from Q2
Q3 Free Cash Flow of $5.9M, up 56% sequentially with 94% conversion

Unless otherwise stated, all amounts are in US dollars.

Company Website: https://www.verticalscope.com/
TORONTO -- (Business Wire)

VerticalScope Holdings Inc. (“VerticalScope” or the “Company”) (TSX: FORA; OTCQX: VFORF), a technology company that has built and operates a cloud-based digital platform for online enthusiast communities, today announced financial results for the third quarter ended September 30, 2025 ("Q3" or "the quarter").

“Our business took several important steps forward in Q3 to execute on the three main components of our long term strategy: grow our direct audience, expand new revenue sources, and drive new AI-based platform improvements,” said Chris Goodridge, CEO of VerticalScope. “Although we continued to experience traffic fluctuations from search-based sources resulting in MAU of 83 million in the quarter, we saw a rebound in October, with over 90 million MAU. We are encouraged that all major traffic sources grew in October, most importantly our direct MAUs. We also made progress in monetization with ARPU growing 21% in Q3 compared to last year driven by growth in direct sales and e-commerce.”

Mr. Goodridge added, “AI is unlocking new growth opportunities across our platform that are adding new value for users and expanding our sources of revenue. A good example is our new AI-powered community assistant, Fora Frank, which is helping to support meaningful gains in engagement. We are also close to completing our integration with TollBit’s platform which we expect will open up more opportunities to surface value from data in the quarters ahead.”

Financial Highlights for the Three Months Ended September 30, 2025. All comparatives, unless otherwise noted, are versus the same period in the prior year. Sequential comparisons refer to the previous quarter (Q2 2025).

• Revenue decreased 17% year-over-year to $14.7M, primarily reflecting lower MAU following record highs in the prior year. Revenue increased 1% sequentially, reflecting the stability of our core audience.
  
  
• ARPU increased 21% year-over-year and 9% sequentially, supported by a 40% increase in e-commerce revenue, a return to growth for both direct and video advertising, and a larger share of traffic from direct channels.
  
  
• Adjusted EBITDA was $6.2M, down 16% year-over-year but up 45% sequentially, reflecting cost efficiencies and lower operating expenses recognized in the quarter.
  
  
• Adjusted EBITDA margin expanded 12 percentage points sequentially to 42%, remaining consistent with the prior year.
  
  
• Operating Cash Flow was $4.7M and Free Cash Flow was $5.9M, up 56% sequentially, representing a Free Cash Flow conversion of 94%, compared to 86% in the prior year.
  
  
• Available Liquidity was $68.4M, including $12.4M in unrestricted cash and $56.0M of undrawn revolver capacity.
  
  
• Net loss was $0.4M or $(0.02) per share, compared to net income of $1.2M or $0.06 per share in the prior year, reflecting lower revenue partially offset by reduced operating and income tax expenses. Net loss in the period included non-cash depreciation and amortization expense of $4.8M, compared to $4.4M in the prior year.

“The strength of our core business model and our disciplined management approach was evident in Q3,” said Vince Bellissimo, CFO of VerticalScope. “We delivered a 45% sequential improvement in Adjusted EBITDA in the quarter, while achieving a Free Cash Flow conversion rate of 94%. As a result of these strong operating and cash flow results, our financial capacity continues to grow. Unrestricted cash on the balance sheet grew sequentially by 52% in Q3, positioning us to capitalize on new growth opportunities in the quarters ahead.”

Earnings Conference Call and Webcast
Management will host a conference call and webcast to discuss the Company's financial results at 8 a.m. ET on Thursday, November 6, 2025.

Live Call Registration and Webcast:
https://www.netroadshow.com/events/login/LE9zwo4BXVmpMFnB5eJzyPlgIiLTN0Lu69R

Joining Live by Telephone:
Canada: 1 833 950 0062
United States: 1 833 470 1428
Participant Access code: 795453

If you are unable to join live, an archived recording of the webcast will be available at: https://investors.verticalscope.com/.

About VerticalScope Holdings Inc.

Founded in 1999 and headquartered in Toronto, Ontario, VerticalScope is a technology company that has built and operates a cloud-based digital platform for online enthusiast communities in high consumer spending categories. VerticalScope's mission is to enable people with common interests to connect, explore their passions, and share knowledge about the things they love. Through targeted acquisitions and development, VerticalScope has built a portfolio of over 1,200 online communities and approximately 100 million monthly active users.

Forward-Looking Statements

This news release contains forward-looking information within the meaning of applicable securities legislation that reflects the Company's current expectations regarding future events. When used in this news release, words such as “should”, “could”, “intended”, “expect”, “plan” or “believe” and similar expressions indicate forward-looking statements. Forward-looking information, including the Company’s plans for organic growth, deployment of capital, investments in our platform, the growth of revenue and MAU, information regarding our financial position, business strategy, growth strategies, addressable markets, budgets, operations, financial results, plans and objectives, is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company's control. Although the Company believes that its expectations reflected in these forward-looking statements are reasonable, such statements involve risks and uncertainties and no assurances can be given that actual results will be consistent with these forward-looking statements. Such risks and uncertainties include, but are not limited to, the implementation and effectiveness of the Company's capital allocation strategy, the availability of high-quality M&A opportunities, dependence on search algorithms and third-party traffic sources, potential disruption from artificial intelligence technologies, evolving privacy and data regulations, macroeconomic conditions affecting advertiser spending, and the factors discussed under "Risk Factors" in the Company’s Annual Information Form dated March 31, 2025, which is available on the Company’s profile on SEDAR Plus at https://sedarplus.ca. Actual results could differ materially from those projected herein. VerticalScope does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.

Non-IFRS Measures

This news release references certain non-IFRS measures, including Adjusted EBITDA and Free Cash Flow, and Free Cash Flow Conversion as described below. This news release also makes reference to MAU, which is an operating metric used in our industry. These non-IFRS measures are not recognized measures under IFRS and do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies. Rather, these measures are provided as additional information to complement those IFRS measures by providing further understanding of the Company’s results of operations from management’s perspective. Accordingly, these measures should not be considered in isolation nor as a substitute for analysis of the Company’s financial information reported under IFRS.

The Company uses non-IFRS measures including:

“EBITDA” is calculated as net income (loss) excluding interest, income tax expense (recovery), and depreciation and amortization.

“Adjusted EBITDA” is calculated as EBITDA adjusted for share-based compensation, share performance related bonuses, unrealized gains or losses from changes in fair value of derivative financial instruments, severance, adjustments to contingent consideration liabilities measured at fair value through profit and loss, gain or loss on sale of assets, gain or loss on sale of investments, foreign exchange loss (gain), realized and unrealized other loss (gain) and other charges that include direct and incremental business acquisition related costs.

“Adjusted EBITDA Margin” measures Adjusted EBITDA as a percentage of revenue.

“Free Cash Flow” means Adjusted EBITDA less capital expenditures and income taxes paid during the period.

“Free Cash Flow Conversion” is equal to Free Cash Flow for the period divided by Adjusted EBITDA for the period.

“Monthly Active Users” (“MAU”) is defined as the number of individuals who have visited our communities within a calendar month, based on data as measured by Google Analytics. To calculate average MAU in a given period, we sum the total MAU for each month in that period, divided by the number of months in that period.

SOURCE VerticalScope Holdings Inc.

Related Links
http://www.verticalscope.com

The following table sets forth a reconciliation of Adjusted EBITDA and Free Cash Flow to net income (loss):

View source version on businesswire.com: https://www.businesswire.com/news/home/20251105491090/en/

Contacts:

For further information
Investor and media inquiries:

VerticalScope — Vincenzo Bellissimo, Chief Financial Officer, Tel: 416-341-7166, IR@verticalscope.com

FNK IR — Matt Chesler, CFA, Tel: 646-809-2183, fora@fnkir.com

Source: VerticalScope Holdings Inc.