MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis provides information that management believes is relevant to an assessment and understanding of our results of operations and financial condition. The following discussion should be read in conjunction with the Company's consolidated financial statements and notes thereto included elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements which involve risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements for many reasons, including the risks faced by us described in Risk Factorsand elsewhere in this Annual Report on Form 10-K. Unless the context otherwise requires, references in this "Management's Discussion and Analysis of Financial Condition and Results of Operations" to "we," "us," "our," and "the Company" are intended to mean the business and operations of CuriosityStream Inc.
OVERVIEW
Founded by John Hendricks, former Chairman of Discovery Communications and founder of the Discovery Channel, CuriosityStream is a media and entertainment company that offers premium video and audio programming across the principal categories of factual entertainment, including science, history, society, nature, lifestyle and technology. Our mission is to provide premium factual entertainment that informs, enchants and inspires.
We seek to meet demand for high-quality factual entertainment via subscription video on-demand ("SVOD") platforms, content licensing, bundled content licenses for SVOD and linear offerings, talks and courses and partner bulk sales.
The main sources of our revenue are:
1.Subscription and license fees earned from our Direct-to-Consumer business and Partner Direct subscribers ("Direct Business"),
2.License fees from content licensing arrangements ("Content Licensing"),
3.Bundled license fees from distribution affiliates ("Bundled Distribution"), and
4.Other revenue, including advertising and sponsorships ("Other").
We operate our business as a single operating segment that provides premium content through multiple channels, including the use of various applications, partnerships and affiliate relationships.
CuriosityStream's award-winning content library features approximately 6,000 programs that explore topics ranging from space engineering to ancient history to the rise of Wall Street, and includes shows and series from leading nonfiction producers. Each week we launch new video titles, which are available on demand in high- or ultra-high definition. Through new and long-standing international partnerships, substantial portions of our video library have been localized from English into eleven different languages. The Company also aggregates rights to millions of video and audio programs, course materials and other assets to utilize on our own services as well as license to other media and technology companies.
RESULTS OF OPERATIONS
The following table represents a summary of our Consolidated Statements of Operations for the years ended December 31, 2025, and 2024, and the discussion that follows compares the financial results for year ended December 31, 2025, to the year ended December 31, 2024:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
$ Change
|
|
%
Change
|
|
(in thousands)
|
2025
|
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct Business
|
$
|
33,613
|
|
|
47
|
%
|
|
$
|
38,592
|
|
|
75
|
%
|
|
$
|
(4,979)
|
|
|
(13
|
%)
|
|
Content Licensing
|
33,233
|
|
|
46
|
%
|
|
7,798
|
|
|
15
|
%
|
|
25,435
|
|
|
326
|
%
|
|
Bundled Distribution
|
3,379
|
|
|
5
|
%
|
|
3,937
|
|
|
8
|
%
|
|
(558)
|
|
|
(14
|
%)
|
|
Other
|
1,433
|
|
|
2
|
%
|
|
807
|
|
|
2
|
%
|
|
626
|
|
|
78
|
%
|
|
Total revenues
|
$
|
71,658
|
|
|
100
|
%
|
|
$
|
51,134
|
|
|
100
|
%
|
|
$
|
20,524
|
|
|
40
|
%
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
$
|
31,113
|
|
|
39
|
%
|
|
$
|
25,363
|
|
|
39
|
%
|
|
5,750
|
|
|
23
|
%
|
|
Advertising and marketing
|
14,028
|
|
|
18
|
%
|
|
14,434
|
|
|
23
|
%
|
|
(406)
|
|
|
(3
|
%)
|
|
General and administrative
|
33,821
|
|
|
43
|
%
|
|
24,670
|
|
|
38
|
%
|
|
9,151
|
|
|
37
|
%
|
|
Total operating expenses
|
$
|
78,962
|
|
|
100
|
%
|
|
$
|
64,467
|
|
|
100
|
%
|
|
$
|
14,495
|
|
|
22
|
%
|
|
Operating loss
|
(7,304)
|
|
|
|
|
(13,333)
|
|
|
|
|
6,029
|
|
|
(45
|
%)
|
|
Other income (expense)
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in fair value of warrant liability
|
88
|
|
|
|
|
(44)
|
|
|
|
|
132
|
|
|
*n/m
|
|
Interest and other income
|
983
|
|
|
|
|
3,074
|
|
|
|
|
(2,091)
|
|
|
(68
|
%)
|
|
Equity method investment loss
|
(180)
|
|
|
|
|
(2,506)
|
|
|
|
|
2,326
|
|
|
(93
|
%)
|
|
Loss before income taxes
|
$
|
(6,413)
|
|
|
|
|
$
|
(12,809)
|
|
|
|
|
$
|
6,396
|
|
|
(50
|
%)
|
|
(Benefit from) provision for income taxes
|
14
|
|
|
|
|
132
|
|
|
|
|
(118)
|
|
|
*n/m
|
|
Net loss
|
$
|
(6,427)
|
|
|
|
|
$
|
(12,941)
|
|
|
|
|
$
|
6,514
|
|
|
(50
|
%)
|
|
|
|
* Percentage not meaningful
|
Operating loss for the years ended December 31, 2025, and 2024, was $7.3 million and $13.3 million, respectively. The reduction in operating loss of $6.0 million, or 45%, was primarily driven by an increase of $20.5 million, or 40% in total revenue. This revenue growth was partially offset by an increase of $14.5 million, or 22% in our operating expenses, which was primarily attributable to higher revenue share and an increase in stock-based compensation charges during the period.
Net loss for the years ended December 31, 2025, and 2024, was $6.4 million and $12.9 million, respectively, representing a decrease of $6.5 million, or 50% in net loss. This improvement was primarily driven by a $6.0 million reduction in operating loss for 2025. Additional contributing factors included a decrease in losses from equity method investments, partially offset by lower interest income. The change in the fair value of warrant liabilities had a minimal offsetting effect on the overall results.
Our future operating results and cash flows are dependent upon a number of opportunities, challenges, and other factors, including our ability to efficiently grow our subscriber base, increase our prices and expand our service offerings to maximize subscriber lifetime value.
Revenue
Since the Company was founded in 2015, we have generated a significant portion of our revenues from consumers directly accessing our content in the form of monthly or annual subscription plans. More recently, we have expanded our revenue streams through strategic content licensing arrangements. As a result of this expansion, Content Licensing has become a core component of our diversified revenue model, now contributing nearly as much to our total revenue as our Direct Business.
For the years ended December 31, 2025, and 2024, revenues totaled $71.7 million and $51.1 million, respectively, representing an increase of $20.5 million, or 40%. This growth was primarily driven by an increase of $25.4 million in Content Licensing revenue, which was partially offset by a $5.0 million, or approximately 13%, decrease in our Direct Business revenue and a $0.6 million, or 14%, decrease in Bundled Distribution revenue. Other revenue contributed an additional $0.6 million in the growth over the prior year.
We engage in non-monetary trade and barter transactions with media counterparties as a strategic means of expanding our content library while preserving liquidity. These arrangements, which are common within the media industry, involve the exchange of content assets or advertising services. In accordance with our revenue recognition policy, revenue recorded from such transactions represents the fair value of the content assets or services received from the counterparties at the time the performance obligation is satisfied. And such revenue recorded from such transactions represents the fair value of content received from the counter parties. Content-for-content exchanges are classified within Content Licensing revenue, while exchanges involving promotional services or media campaigns are recognized as Other revenue.
For more information, see Note 5 - Revenuein the Notes to Consolidated Financial Statements.
Direct Business
The Company's streaming content is provided to consumers through two primary distribution channels: (i) direct-to-consumer ("DTC") and (ii) third-party platforms, referred to as Partner Direct. The DTC offering includes access through the Company's website and applications developed for electronic devices. Collectively, DTC and Partner Direct comprise the Company's Direct Business.
DTC offering includes subscriptions to consumers as well as bulk subscriptions through enterprises, and provides monthly or annual subscription terms. Pricing varies based on the subscriber's location, the selected subscription tier and term. To ensure wide accessibility, the Company has developed applications for major customer devices, including streaming media players such as Roku, Apple TV, and Amazon Fire TV, and smart TVs from brands including LG, Vizio, Sony, and Samsung.
Following the global implementation of price adjustments for legacy subscribers-a process initiated in March 2023, we continue to evaluate our pricing structures to align with market conditions. Alongside our standard subscription, we offer the "Smart Bundle" service, which includes access to Tastemade, Kidstream, SommTV, and Curiosity University. Future adjustments to these subscription plans may be considered to further enhance revenue from our legacy subscribers.
The multichannel video programming distributors ("MVPDs"), virtual MVPDs ("vMVPDs") and digital distributor partners making up Partner Direct pay us a license fee for subscribers to CuriosityStream via the partners' respective platforms. We have affiliate relationships with, and our service is available directly from, major MVPDs that include Comcast, Cox, and Dish, and vMVPDs and digital distributors that include Amazon Prime Video Channels, Apple Channel, The Roku Channel, Sling TV and YouTube TV.
The following table details our Direct Business for the years ended December 31, 2025, and 2024:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
$ Change
|
|
%
Change
|
|
(in thousands)
|
2025
|
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct-to-Consumer
|
$
|
23,763
|
|
|
71%
|
|
$
|
31,332
|
|
|
81%
|
|
$
|
(7,569)
|
|
|
(24
|
%)
|
|
Partner Direct
|
9,850
|
|
|
29
|
%
|
|
7,260
|
|
|
19
|
%
|
|
2,590
|
|
|
36
|
%
|
|
Total Direct Business
|
$
|
33,613
|
|
|
100
|
%
|
|
$
|
38,592
|
|
|
100
|
%
|
|
$
|
(4,979)
|
|
|
(13
|
%)
|
For the year ended December 31, 2025, our Direct-to-Consumer revenue decreased by $7.6 million, or 24%, compared to 2024, due to a decrease in DTC subscriber base. This decrease was partially offset by a $2.6 million, or 36%, increase in Partner Direct revenue, which was driven by continued subscriber growth as well as the price increase that only fully deployed to all partners since 2024.
Content Licensing
Through our Content Licensing business, we license collections of existing titles from our content library to various media companies. These transactions, which include traditional cash licenses as well as non-cash barter arrangements (whereby we license out our content in exchange for new programming to expand our library while preserving liquidity), are reported as Library sales. Additionally, we license and sublicense high volumes of content and data assets to organizations developing large language models (LLMs) and other artificial intelligence (AI) products; these AI-related licensing activities are also categorized and reported within Library sales.
Historically, we have pre-sold selected rights to content prior to production for specific territories or platforms to mitigate development risk and generate upfront licensing revenue. However, as we prioritized capital efficiency and the optimization of our existing content inventory, we did not enter into new presale arrangements during fiscal year 2025 or 2024. We continue to evaluate future presale opportunities on a selective basis where they align with our evolving strategic and financial objectives.
The following table details our Content Licensing results for the years ended December 31, 2025, and 2024:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
$ Change
|
|
%
Change
|
|
(in thousands)
|
2025
|
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Library sales*
|
$
|
33,233
|
|
|
100
|
%
|
|
$
|
7,357
|
|
|
94
|
%
|
|
$
|
25,876
|
|
|
352
|
%
|
|
Presales
|
-
|
|
|
-
|
%
|
|
441
|
|
|
6
|
%
|
|
(441)
|
|
|
(100
|
%)
|
|
Total Content Licensing
|
$
|
33,233
|
|
|
100
|
%
|
|
$
|
7,798
|
|
|
100
|
%
|
|
$
|
25,435
|
|
|
326
|
%
|
|
|
|
* Amounts includes $12.6 million and $4.5 million from trade and barter transactions for the years ended December 31, 2025 and 2024 respectively.
|
For the year ended December 31, 2025, compared to 2024, Library sales increased by 352%. The increase in Library sales was primarily driven by new licensing agreements related to AI model training, involving both our existing library content and content from our partners under revenue-sharing arrangements. This growth in Library sales was partially offset by a 100% decline in Presales revenue, reflecting our strategic focus on lower-investment cost structures and the temporary suspension of new production-linked arrangements. Within Content Licensing, we remain focused on library-driven transactions that yield positive gross margins, though results may fluctuate based on the specific content needs of our partners.
Bundled Distribution
Our Bundled Distribution business includes affiliate relationships with our bundled MVPD and vMVPD partners, which are broadband and wireless companies in the U.S. and international territories to whom we can offer a broad scope of rights, including 24/7 "linear" channels, our video-on-demand content library, mobile rights and pricing and packaging flexibility, in exchange for an annual fixed fee or fee per subscriber.
For the years ended December 31, 2025, and 2024, our Bundled Distribution revenue was $3.4 million and $3.9 million, respectively. The decline of $0.6 million, or 14%,was primarily due to revised affiliate agreements and the non-renewal of certain partnerships. Bundled Distribution continues to face headwinds resulting from the ongoing disruption of the global linear pay-television industry.
Other
We provide advertising and sponsorship services by developing integrated digital brand partnerships designed to offer CuriosityStream content in a variety of forms. These include short- and long-form program integration, branded social media promotional videos, and broadcast advertising spots within our video and audio programs. Our services are made available via our linear programming channels, in front of the paywall, and through an increasing focus on digital display ads. Additionally, we deliver content through advertising-based video-on-demand (AVOD) and free advertising-supported streaming television (FAST) platforms. This includes our dedicated YouTube channels (Curiosity and Curiosity University), where we generate advertising revenue from our digital content without transactional video-on-demand (TVOD) components. We continue to expand these offerings across YouTube and other similar ad-supported distribution channels to maximize our brand reach and digital ad inventory.
For the year ended December 31, 2025, and 2024,other revenue was $1.4 million and $0.8 million, respectively. The increase of $0.6 million, or 78%was due to new FAST and AVOD revenue share arrangements that we entered into during the prior year as well as revenue from licensing proprietary code.
In the future, we intend to continue developing integrated digital brand partnerships with advertisers. These sponsorship campaigns offer companies the chance to be associated with CuriosityStream content in the forms described above. We believe the impressions accumulated in these multi-faceted campaigns would result in verifiable metrics for the clients.
Operating Expenses
Our primary operating costs relate to the cost of producing and acquiring our content, the costs of advertising and marketing our service, personnel costs, and distribution fees.
For the years ended December 31, 2025, and 2024, our operating expenses were $79.0 million and $64.5 million, respectively, representing an increase of $14.5 million, or 22%.
Cost of Revenues
Cost of revenues encompasses distribution fees, content amortization, hosting and streaming delivery costs, payment processing costs, commission costs, and subtitling and broadcast costs. Producing and co-producing content and commissioned content is generally more costly than content acquired through licenses.
Distribution fees include revenue share arrangements with our content, Smart Bundleand digital distributor partners, payment processing fees and fees owed to the Spiegel Venture related to JV's streaming service. We pay a fixed percentage fee to our AI training content partners. We also pay fixed percentage fees to certain distribution partners for allowing their subscriber base to access our subscription platform. The MVPD, vMVPD and digital distributor partners making up our Partner Direct business pay us a license fee, and host and stream our content to their customers via their own platforms, such as set top boxes in the case of most MVPDs. We do not incur billing, streaming or back-end costs associated with content distribution through our MVPD, vMVPD and digital distributor partners.
The following table details cost of revenues for the years ended December 31, 2025, and 2024:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
$ Change
|
|
%
Change
|
|
(in thousands)
|
2025
|
|
2024
|
|
|
|
Content amortization
|
$
|
14,511
|
|
|
47
|
%
|
|
$
|
19,130
|
|
|
75
|
%
|
|
$
|
(4,619)
|
|
|
(24
|
%)
|
|
Distribution1
|
12,878
|
|
|
41
|
%
|
|
3,426
|
|
|
14
|
%
|
|
9,452
|
|
276
|
%
|
|
Other2
|
3,724
|
|
|
12
|
%
|
|
2,807
|
|
|
11
|
%
|
|
917
|
|
|
33
|
%
|
|
Total cost of revenues
|
$
|
31,113
|
|
|
100
|
%
|
|
$
|
25,363
|
|
|
100
|
%
|
|
$
|
5,750
|
|
|
23
|
%
|
|
1includes revenue share, payment processing fees, and application service commissions.
|
|
2Includes agent commissions, production and broadcast, and other expenses.
|
For the year ended December 31, 2025, cost of revenues increased to $31.1 million from $25.4 million, a 23% increase. This increase was primarily driven by a $9.5 million increase in distribution costs, which includes higher revenue share payments associated with our distribution and licensing partnerships. As these revenue-sharing arrangements grew in volume during the year, the corresponding distribution expenses increased in direct correlation with the higher content license revenue generated. The increase was partly offset by a $4.6 million, or 24%, decline in content amortization. While the Company engaged in increased barter-based content acquisitions during 2025, the overall decline in amortization primarily resulted from a reduction in original content during the preceding eighteen months, coupled with fewer content releases in 2025. Additionally, other cost of revenues increased in correlation with the growth in AI content licensing, and higher hosting and web service costs directly related to the delivery and management of data assets under our increased AI licensing agreements.
Advertising and Marketing
Our advertising and marketing expenditures are a primary operating cost for our business, focused specifically on the acquisition and retention of Direct subscribers. While these costs may fluctuate based on our specific outreach objectives, we prioritize the allocation of marketing dollars toward efficient customer acquisition methods for our streaming service. For the year ended December 31, 2025, advertising and marketing expenses decreased to $14.0 million from $14.4 million in 2024. The decrease of 0.4 million, or 3%, reflects our efforts to optimize spending while maintaining our market presence and continuing to invest in strategic initiatives aimed at enhancing Direct subscriber engagement and driving long-term growth.
General and Administrative
Our general and administrative costs are associated with certain administrative functions, including corporate governance, executive management, information technology, finance and human resources. These costs consist largely of compensation expense, subscriptions that support our business, professional services, and rent. While personnel levels may fluctuate based on our needs, we tend to focus on hiring and retaining revenue-generating personnel, such as sales staff and roles that support the improvement, maintenance and marketing of our different revenue streams.
The following table details general and administrative costs for the years ended December 31, 2025, and 2024:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
$ Change
|
|
%
Change
|
|
(in thousands)
|
2025
|
|
2024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payroll and related
|
$
|
12,768
|
|
|
38
|
%
|
|
$
|
10,515
|
|
|
42
|
%
|
|
$
|
2,253
|
|
|
21
|
%
|
|
Professional services
|
3,342
|
|
|
10
|
%
|
|
3,147
|
|
|
13
|
%
|
|
195
|
|
|
6
|
%
|
|
Stock-based compensation
|
14,366
|
|
|
42
|
%
|
|
6,568
|
|
|
27
|
%
|
|
7,798
|
|
|
119
|
%
|
|
Technology and subscriptions
|
1,217
|
|
|
4
|
%
|
|
1,249
|
|
|
5
|
%
|
|
(32)
|
|
|
(3
|
%)
|
|
Other1
|
2,128
|
|
|
6
|
%
|
|
3,191
|
|
|
13
|
%
|
|
(1,063)
|
|
|
(33
|
%)
|
|
Total general and administrative
|
$
|
33,821
|
|
|
100
|
%
|
|
$
|
24,670
|
|
|
100
|
%
|
|
$
|
9,151
|
|
|
37
|
%
|
|
|
|
1Includes facilities costs, depreciation and amortization, insurance, travel and other expenses.
|
For the year ended December 31, 2025, general and administrative expenses increased to $33.8 million from $24.7 million for the year ended December 31, 2024. The $9.2 million, or 37%, increase was primarily driven by a $7.8 million rise in stock-based compensation, reflecting both market-based and performance-based equity awards granted during the period. Additionally, payroll and related costs increased by $2.3 million, primarily due to higher incentive-based compensation accruals for the 2025 fiscal year, which were partially offset by slightly lower headcount levels compared to 2024. Professional services also increased by $0.2 million, representing additional legal and consulting fees associated with the secondary offering completed during the period. These increases were partially offset by a $1.1 millionreduction in other general and administrative, reflecting our ongoing commitment to streamlining external services and optimizing our overall cost structure.
Other Income (Expense)
Change in Fair Value of Warrant Liability
The fair value of the Company's warrant liability was estimated using the Black-Scholes valuation model, which took into account a number of economic assumptions, including the market price of the Company's common stock and its expected volatility. Changes in these inputs from period to period significantly affected the reported changes in fair value during the periods the warrants were outstanding. As of December 31, 2025, there were no warrants outstanding, and the Company no longer carried a warrant liability on its consolidated balance sheet.
Interest and Other Income
For the year ended December 31, 2025, interest and other income decreased by $2.1 million. This decline was primarily driven by the non-recurrence of a $1 million income recorded in 2024 related to the Company's Employee Retention Credit (ERC) claim. The remaining variance was attributable to lower interest income earned on our cash and cash equivalent balances during the period.
Equity Method Investment Loss
During the year ended December 31, 2025, we recorded a $0.2 million equity interests loss related to the equity investments in Nebula, compared to a $2.5 million loss in 2024. The Company no longer recognizes its share of losses from the Spiegel Venture, as the investment balance was fully reduced in 2024 due to cumulative losses in excess of the cost basis of the investment. The Company continues to record its share of income and losses from Nebula.
Income Taxes
For the years ended December 31, 2025, and 2024, we had an income tax provision of an immaterial amount and $0.1 million, respectively. These results reflect pre-tax losses in both years, with the 2024 provision primarily related to foreign withholding taxes. The difference between our effective tax rate and the federal statutory rate is primarily due to a full valuation allowance on our federal and state deferred tax assets
LIQUIDITY AND CAPITAL RESOURCES
Liquidity
As of December 31, 2025, the Company's cash and cash equivalents and restricted cash totaled $18.4 million, with an additional $9.0 million held in investments in debt securities that can be readily converted to cash to support ongoing operating cash flow needs. Our cash and cash equivalents primarily consist of short-term deposits and investments held at major global financial institutions. We regularly monitor the creditworthiness of these institutions and maintain a liquidity level sufficient to meet both short-term and long-term cash requirements.
On March 12, 2026, the Company executed a definitive agreement for a $10.0 million Senior Secured Revolving Credit Facility (the "Credit Facility") with Citibank, N.A. The Credit Facility includes a $2.0 million sublimit for the issuance of letters of credit and an accordion feature allowing the Company to request increases in the revolving commitment an aggregate principal amount of $20.0 million, subject to lender consent. While the Company has generated positive cash flow from operating activities for two consecutive fiscal years, this Credit Facility provides additional financial flexibility to support strategic growth initiatives. As of the date of this filing, there are no outstanding borrowings under the Credit Facility.
We principally use cash to promote our services through advertising and marketing and to provide working capital for our operations. While we have experienced net losses since inception, we have generated positive cash flow from operating activities in 2024 and 2025 and expect this trend to continue. We believe that our current cash levels and investments, supplemented by anticipated operating cash flows and the availability under our new Credit Facility will be adequate to support our ongoing operations, capital expenditures, dividend payments, and working capital for at least the next twelve months from the date of this filing.
We have used, and expect to continue to use, cash on hand to fund our quarterly dividend, subject to Board approval and market conditions. As of December 31, 2025, we continue to utilize trade and barter transactions,
a strategy initiated in 2023, to exchange content assets through licensing agreements. These transactions allow us to acquire high-quality, monetizable content while preserving our cash liquidity.
The following table provides details of the dividends declared and paid as of December 31, 2025.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Declaration Date
|
|
Record Date
|
|
Payment Date
|
|
Per Share
|
|
Aggregate Amount
|
|
January 30, 2025
|
|
March 14, 2025
|
|
March 28, 2025
|
|
$0.04
|
|
$2.3 million
|
|
May 5, 2025
|
|
June 6, 2025
|
|
June 20, 2025
|
|
$0.08
|
|
$4.6 million
|
|
May 8, 20251
|
|
June 13, 2025
|
|
June 27, 2025
|
|
$0.10
|
|
$5.8 million
|
|
August 5, 2025
|
|
September 5, 2025
|
|
September 19, 2025
|
|
$0.08
|
|
$4.6 million
|
|
November 11, 2025
|
|
December 5, 2025
|
|
December 19, 2025
|
|
$0.08
|
|
$4.7 million
|
|
1Special dividend.
|
Our Board of Directors has declared the next cash dividend of $0.08per share to be paid on March 20, 2026, for an expected aggregate amount of $4.7 million. Subject to future declaration by our Board of Directors, we intend to continue to pay regular quarterly cash dividends.Under the terms of our new Credit Facility, our ability to pay dividends is conditioned on the Company maintaining liquidity (defined as unrestricted cash plus facility availability) of at least $10.0 million after giving effect to such payment.
On June 10, 2024, our Board authorized and approved a share repurchase program for up to $4 million of the then-outstanding shares of our common stock. Under the stock repurchase program, we may repurchase shares through open market purchases, privately negotiated transactions, block purchases, or otherwise in accordance with applicable federal securities laws. During the year ended December 31, 2024, we repurchased $0.3 million of common stock under this program. No shares were repurchased during the year ended December 31, 2025. As of December 31, 2025, $3.7 millionremains available for future repurchases under the Board-authorized program.
We cannot predict when or if we will repurchase any additional shares of common stock as this stock repurchase program will depend on a number of factors, including constraints imposed by applicable federal securities laws, price, general business and market conditions, and alternative investment opportunities. This program does not obligate us to acquire any particular amount of common stock. The program has no expiration date and may be modified, suspended or discontinued at any time at our discretion.
Cash Flow Analysis
The following table presents our cash flows from operating, investing and financing activities for the years ended December 31, 2025, and 2024:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
(in thousands)
|
2025
|
|
2024
|
|
|
|
|
|
|
Net cash provided by operating activities
|
$
|
13,057
|
|
|
$
|
8,151
|
|
|
Net cash provided by (used in) investing activities
|
23,148
|
|
|
(31,405)
|
|
|
Net cash used in financing activities
|
(25,778)
|
|
|
(7,010)
|
|
|
Net increase (decrease) in cash, cash equivalents and restricted cash
|
$
|
10,427
|
|
|
$
|
(30,264)
|
|
Operating Activities
Cash flow from operating activities primarily consists of net losses, changes to our content assets (including additions and amortization), and other working capital items. The following table presents a summary of our cash flows from operating activities for the years ended December 31, 2025, and 2024:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31,
|
|
(in thousands)
|
2025
|
|
2024
|
|
|
|
|
|
|
Net loss
|
$
|
(6,427)
|
|
|
$
|
(12,941)
|
|
|
Adjustments to reconcile net loss to net cash used in operating activities
|
|
|
|
|
Change in fair value of warrant liability
|
(88)
|
|
|
44
|
|
|
Additions to content assets
|
(13,944)
|
|
|
(5,698)
|
|
|
Change in content liabilities
|
80
|
|
|
(125)
|
|
|
Amortization of content assets
|
14,511
|
|
|
19,130
|
|
|
Amortization of premiums and accretion of discounts associated with investments in debt securities, net
|
(517)
|
|
|
(294)
|
|
|
Stock-based compensation
|
14,366
|
|
|
6,568
|
|
|
Equity method investment loss
|
180
|
|
|
2,506
|
|
|
Other non-cash items
|
632
|
|
|
769
|
|
|
Changes in operating assets and liabilities
|
4,264
|
|
|
(1,808)
|
|
|
Net cash provided by operating activities
|
$
|
13,057
|
|
|
$
|
8,151
|
|
During the years ended December 31, 2025, our net cash inflow from operating activities was $13.1 million compared to $8.2 million for 2024, an increase in operating cash inflow of $4.9 million.
Although we reported a net loss of $6.4 million for the year ended December 31, 2025, this amount reflected noncash items such as amortization of content assets, stock-based compensation, and changes in operating assets and liabilities of $14.5 million, $14.4 million, and $4.3 million, respectively. Cash used during the year included additions to content assets, and amortization of premiums and accretion of discounts associated with investments in debt securities, net of $1.4 million, and $0.5 million, respectively.
For the year ended December 31, 2024, we reported a net loss of $12.9 million. This amount reflected noncash items such as amortization of content assets, stock-based compensation and equity method investment loss of $19.1 million, $6.6 million and $2.5 million, respectively. Cash used during the year included additions to content assets, and changes in content liabilities of $1.2 million, and $0.1 million, respectively, and changes in operating assets and liabilities of $1.8 million.
Investing Activities
Cash flow from investing activities consists of purchases, sales and maturities of investments, and purchases of property and equipment.
For the year ended December 31, 2025, we recorded a net cash inflow provided by investing activities of $23.1 million, compared to net cash used in investing activities of $31.4 million in 2024.
For the year ended December 31, 2025, the net cash inflow provided by investing activities was primarily driven by $30.6 million of maturities and $5.0 million in sales of debt securities, partially offset by$12.3 million in purchase of debt securities. In contrast, for the year ended December 31, 2024, our cash outflows were primarily attributable to $38.6 million in purchase of debt securities, partially offset by $7.2 million in maturities.
Financing Activities
For the years ended December 31, 2025, and 2024, net cash used in financing activities was $25.8 million and $7.0 million, respectively, an increase of $18.8 million primarily due to dividends paid and tax withholdings related to the net share settlement of vesting Restricted Stock Units (RSUs).
Capital Expenditures
Going forward, we expect to continue making expenditures for purchases of property and equipment. The amount, timing and allocation of capital expenditures are largely discretionary and within management's control. Depending on market conditions, we may choose to defer a portion of our budgeted expenditures until later periods to achieve the desired balance between sources and uses of liquidity and prioritize capital projects that we believe have the highest expected returns and potential to generate cash flow. Subject to financing
alternatives, we may also increase our capital expenditures significantly to take advantage of opportunities we consider to be attractive.
OFF BALANCE SHEET ARRANGEMENTS
As of December 31, 2025, we had no off-balance sheet arrangements.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
Our discussion and analysis of our financial condition and results of operation is based upon our financial statements, which have been prepared in accordance with U.S. GAAP. Certain amounts included in or affecting the financial statements presented in this Annual Report and related disclosures must be estimated, requiring management to make assumptions with respect to values or conditions which cannot be known with certainty at the time the financial statements are prepared. Management believes that the accounting policies set forth below comprise the most important "critical accounting policies" for the Company. A critical accounting policy is one which is both important to the portrayal of a company's financial condition and results of operations and requires management's most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Management evaluates such policies on an ongoing basis, based upon historical results and experience, consultation with experts and other methods that management considers reasonable in the particular circumstances under which the judgments and estimates are made, as well as management's forecasts as to the manner in which such circumstances may change in the future.
Content Assets
The Company acquires, licenses and produces content, including original programming, in order to offer customers unlimited viewing of factual entertainment content. Content license terms generally include a fixed fee and specific windows of availability. Payments for content, including additions to content assets and the changes in related liabilities, are classified within Net cash provided by (used in) operating activities on the consolidated statements of cash flows. Content acquired or licensed through trade and barter transactions is also reported within additions to content assets at fair value.
The Company recognizes its content assets as Content assets, net on the consolidated balance sheets. For licensed content, the Company capitalizes the fee per title and records a corresponding liability at the gross amount of the liability when the license period begins, the cost of the title is known, and the title is accepted and available for streaming. For productions, the Company capitalizes costs associated with the production, including development costs, direct costs and production overhead.
Amortization of content assets is reported within Cost of revenues in the consolidated statements of operations. Based on factors including historical and estimated viewing patterns, the Company amortizes content assets on an accelerated basis in the initial two months after a title is published, as the Company has observed and expects more upfront viewing of content, generally as a result of additional marketing efforts.
Furthermore, the amortization of produced content is generally accelerated at a higher amortization rate than that of licensed content. The Company reviews factors that impact the amortization of the content assets on a regular basis and the estimates related to these factors require considerable management judgment. The Company continues to review factors impacting the amortization of content assets on an ongoing basis and will also record amortization on an accelerated basis when there is more upfront use of a title, for instance due to significant content licensing.
The Company's primary business model is subscription-based as opposed to a model based on generating revenues at a specific title level. Content assets are predominantly monetized as a group and therefore are reviewed in aggregate at a group level when an event or change in circumstances indicates a change in the expected usefulness of the content or that the fair value may be less than unamortized cost. If such changes are identified, the aggregated content library will be stated at the lower of unamortized cost or fair value. In addition, unamortized costs are written off for content assets that have been, or are expected to be abandoned.
Revenue Recognition
The Company's performance obligations include:
1.Access to its SVOD platform on a subscription basis either directly or through a partner, whereby the performance obligation is satisfied as access is provided following any free trial period;
2.Access to the Company's content assets, whereby the performance obligation is satisfied as access to the content is provided; and
3.Licenses of specific program titles, whereby the performance obligation is satisfied as that content is made available for the customer to use.
Direct Business
The Company's streaming content is provided to consumers through two primary distribution channels: (i) direct-to-consumer ("DTC") and (ii) third-party platforms, referred to as Partner Direct. Collectively, DTC and Partner Direct comprise the Company's Direct Business.
Direct Business.DTC includes subscriptions to consumers as well as bulk subscriptions through enterprises, and provides monthly or annual subscription terms, which are generally billed and payable upfront. Pricing varies based on the subscriber's location, the selected subscription tier, and the contract term. The Company's primary performance obligation is to provide continuous access to its content library over the subscription period. As the subscriber simultaneously receives and consumes the benefits of this access, revenue is recognized ratably over the term of the subscription. Revenues are presented net of the taxes that are collected from subscribers and remitted to governmental authorities.
To ensure wide accessibility, the Company has developed applications for major customer devices, including streaming media players (such as Roku, Apple TV, and Amazon Fire TV) and smart TVs (including LG, Vizio, and Samsung). For subscriptions generated through these third-party app stores, the platform typically bills the subscriber and remits the fee to the Company net of a distribution fee. The Company has determined it acts as the principal in these relationships because it retains control over service delivery and is primarily responsible for fulfilling the promise to provide content access. Accordingly, DTC revenue is recognized on a gross basis, and corresponding distribution fees are recorded as cost of revenues.
Partner Direct.Partner Direct revenue consists of license fees from multichannel video programming distributors ("MVPDs"), virtual MVPDs ("vMVPDs"), and digital distributor partners, including Comcast, Cox, Dish, Amazon Prime Video Channels, Apple Channel, The Roku Channel, Sling TV, and YouTube TV.
In these arrangements, the Company's performance obligation is to provide the partner's subscribers with access to CuriosityStream content via the partner's platform. Revenue is typically recognized over the term of the agreement as the service is provided. For agreements structured with per-subscriber fees, revenue is recognized in the period the service is provided based on reported subscriber counts. For fixed-fee arrangements, revenue is recognized on a straight-line basis over the contractual period.
Content Licensing
The Company generates content licensing revenue through the licensing of its content library and proprietary data assets to third-party media and technology companies.
Library Sales. Through our Content Licensing business, we license a collection of existing titles from our content library to media companies. Additionally, the Company licenses and sublicenses proprietary content and data assets to companies for the purpose of training large-language learning models for artificial intelligence (AI) products. The Company has determined these licenses represent the transfer of functional intellectual property, as the content has significant standalone functionality.
Revenue from these arrangements is recognized at a point in time when the license period begins and the content or data assets are made available for the counterparty's use, representing the moment control is transferred. For certain AI licensing deals involving high-volume data transfers, revenue is recognized as the underlying performance obligations are met, which may occur as data sets are delivered and accepted by the customer, at which point payment of cash consideration is typically due within 30 days.
Bundled Distribution
Our Bundled Distribution business includes affiliate relationships with our bundled MVPD and vMVPD partners, which are broadband and wireless companies in the U.S. and international territories to whom we can offer a
broad scope of rights, including 24/7 "linear" channels, our video-on-demand content library, mobile rights and pricing and packaging flexibility, in exchange for an annual fixed fee or fee per subscriber.
The Company's Bundled Distribution revenue is derived from affiliate relationships with bundled MVPD and vMVPD partners, including broadband and wireless companies in the U.S. and international territories. These agreements typically convey a broad scope of rights, including access to 24/7 "linear" channels, the Company's video-on-demand content library, mobile rights, and pricing and packaging flexibility. The Company has identified the license of intellectual property and the continuous delivery of content updates as a single performance obligation because the license and the updates are highly interrelated and represent a combined output provided to the partner. This performance obligation is satisfied over time as the partner simultaneously receives and consumes the benefit of the service over the contractual term.
The transaction price for these arrangements typically consists of either an annual fixed fee or a fee per subscriber. For fixed-fee arrangements, revenue is recognized on a straight-line basis over the term of the agreement, representing the Company's stand-ready obligation to provide content access. For per-subscriber arrangements, revenue is recognized in the period the service is provided based on the actual number of subscribers reported by the partner. These agreements are frequently structured as long-term, multi-year contracts, and the Company recognizes revenue as it fulfills its promise to provide ongoing access to its content ecosystem.
Trade and Barter Transactions
The Company engages in non-monetary trade and barter transactions to exchange content assets through licensing agreements with media counterparties. Certain transactions may also include the exchange of advertising, whereby the Company and its counterparties exchange media campaigns or other promotional services. The Company reviews each transaction to confirm that the content assets, advertising, or other services it receives have economic substance and records revenue in an amount equal to the fair value of what it receives at the time that it completes its performance obligation.
For advertising, the performance obligation is satisfied upon the Company's delivery of the media campaign or other service to the counterparty. For an exchange of content, the performance obligation is satisfied at the time the content is made available for the counterparty to use, which represents the point in time that control is transferred.
Determining the fair value of content assets received in barter transactions requires significant management judgment. The Company utilizes a standardized framework that classifies content into tiers based on a holistic assessment of factors, including the recency of production, production value, and audience appeal. For each tier, the Company applies standardized valuation points derived from observed market bands for long-form factual and documentary content, including externally quoted rates and executed third-party licenses for similar assets, representing Level 2 inputs in the fair value hierarchy prescribed by ASC 820.
Because market benchmarks often vary in duration and scope, the Company normalizes pricing data from recent comparable transactions and external pricing data to align with the specific terms of its barter agreements. Many third-party benchmarks reflect one-year, non-exclusive licenses, whereas the Company's barter agreements typically involve multi-year terms. Management adjusts market-based rates to account for these differences in duration and rights packages, ensuring that the final assigned value represents a reasonable estimate of the total license value over the life of the agreement. The Company applies these fixed valuation tiers consistently across transactions to prevent opportunistic valuation changes, with limited exceptions for high-volume content or significantly restricted rights grants.
Other
The Company provides advertising and sponsorship services through integrated digital brand partnerships designed to deliver content and brand messaging across various platforms. These services include short- and long-form program integration, branded social media promotional videos, and broadcast advertising spots within video and audio programs made available on linear channels or in front of the paywall. Additionally, the Company generates revenue through digital display ads and content delivery via advertising-based video-on-demand (AVOD), free advertising-supported streaming television (FAST), YouTube, and other digital distribution channels.
The Company identifies each distinct advertising or sponsorship deliverable as a separate performance obligation, and for arrangements involving multiple deliverables, the transaction price is allocated to each based
on its relative standalone selling price. Revenue is recognized when the performance obligation is satisfied, which occurs when the advertisement or sponsored content is aired, displayed, or otherwise made available to the intended audience. For impression-based advertising delivered via digital display or AVOD/FAST channels, revenue is typically recognized in the period the impressions are delivered, whereas revenue for program integration and branded content is recognized upon the initial release or broadcast, representing the point in time when control of the service transfers to the customer. In certain multi-period sponsorship arrangements where the Company provides a continuous brand presence, revenue is recognized ratably over the term of the agreement as the benefit is simultaneously received and consumed by the sponsor.
In digital distribution arrangements where the Company utilizes third-party platforms to serve advertisements, revenue is recognized on a gross basis when the Company maintains control over the advertising inventory and is primarily responsible for fulfilling the delivery to the advertiser. Conversely, in instances where the third-party platform maintains control over the inventory or the sale process, revenue is recognized net of the fees retained by the platform. The Company also considers variable consideration in its advertising contracts, such as viewership-based share or volume-based discounts, and recognizes such revenue only to the extent that a significant reversal is not probable.
STOCK-BASED COMPENSATION
The Company measures the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. This compensation cost is recognized in earnings over the period during which an employee is required to provide the service, with the Company accounting for forfeitures as they occur. The Company's equity awards, which include RSUs and stock options, may be subject to service-based, performance-based, or market-based vesting conditions.
For awards with only service-based conditions, the fair value is recognized as an expense on a straight-line basis over the requisite service period. For performance-based awards that vest upon the achievement of specific financial or operational goals, the Company recognizes compensation expense only when it is determined that it is probable the performance criteria will be met. The Company reassesses the probability of vesting for these awards at each reporting period and adjusts cumulative compensation expense for any subsequent changes in that probability.
For awards subject to market-based conditions, the grant-date fair value is estimated using a Monte Carlo simulation model. Compensation expense for market-based awards is recognized over the derived service period regardless of whether the market condition is ultimately satisfied, provided the requisite service is rendered. When RSUs vest or options are exercised, the Company typically issues previously unissued shares of Common Stock.
RECENT ACCOUNTING PRONOUNCEMENTS
As of December 31, 2025, the Company ceased to be an "emerging growth company," as defined in the Jumpstart Our Business Startups Act (JOBS Act), because that date marked the last day of the fiscal year following thefifth anniversary of the Company's initial public offering. While the Company previously elected to use the extended transition period provided by the JOBS Act to delay the adoption of new or revised accounting pronouncements until such time as those pronouncements were applicable to private companies, the sunset of its emerging growth company status means the Company is now generally required to comply with new or revised accounting standards on the timelines applicable to public business entities.
The Company continues to qualify as a "smaller reporting company" and a "non-accelerated filer" under the rules of the Securities and Exchange Commission. Although the Company has transitioned to the adoption timelines for public business entities, as a smaller reporting company, it may still be eligible to take advantage of certain accommodations and alternative effective dates for specific accounting standards where the Financial Accounting Standards Board (FASB) allows for a staggered adoption for smaller registrants. The Company will evaluate the impact of any such standards on its consolidated financial statements as they are issued.
Recently Adopted Accounting Pronouncements
In December 2023, the FASB issued Accounting Standards Update ("ASU") No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. The Company adopted this guidance on January 1, 2025, on a prospective basis. The adoption resulted in expanded disclosures in Note 15- Income Taxes, specifically regarding the rate reconciliation and cash taxes paid, but did not have a material impact on the Company's consolidated financial position, results of operations, or cash flows.
In July 2025, the FASB issued ASU 2025-05, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets.This update provides all entities with a practical expedient that allows them to assume that current economic conditions as of the balance sheet date remain unchanged for the remaining life of the assets when estimating expected credit losses for current accounts receivable and contract assets. In the fourth quarter of 2025, the Company early adopted ASU 2025-05, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The Company applied the provisions of this standard prospectively as of January 1, 2025. Under the standard's practical expedient, the Company assumes that current economic conditions will remain constant over the remaining life of its accounts receivable. The adoption did not have a material impact on the Company's consolidated financial position or results of operations.
In September 2025, the FASB issued ASU 2025-06, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40):Targeted Improvements to the Accounting for Internal-Use Software. This update modernizes the accounting for internal-use software by removing prescriptive project stages and replacing them with a principles-based recognition threshold. Under the new guidance, capitalization of software development costs begins when (i) management has authorized and committed to funding the project and (ii) it is probable that the project will be completed and the software will be used for its intended function. The amendments in this ASU are effective for the Company's annual reporting period beginning January 1, 2028, and interim periods within that fiscal year. Early adoption is permitted. The Company early adopted this standard on January 1, 2025, using the prospective transition method. Accordingly, the new guidance was applied to software development costs incurred on or after the adoption date for both new and existing projects. The adoption of this standard did not have a material impact on the Company's consolidated financial position or results of operations. As required by the standard, capitalized internal-use software costs are now subject to the disclosure requirements of Topic 360, Property, Plant, and Equipment.
Accounting Pronouncements Issued but not Adopted
In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. In January 2025, the FASB issued ASU 2025-01, Clarifying the Effective Date, which amended the effective date of ASU 2024-03 to clarify that all public business entities are required to adopt the guidance for annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The standard allows for adoption using either a prospective or a retrospective method of transition. The Company is currently evaluating the impact of adopting ASU 2024-03, including the clarification provided by ASU 2025-01.
In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. The amendments in this update are intended to improve the navigability of interim reporting guidance and clarify when Topic 270 is applicable. The ASU provides a comprehensive list of interim disclosure requirements and introduces a disclosure principle requiring an entity to disclose any events or significant changes since the most recent annual reporting period that have a material effect on the entity. The new guidance is effective for the Company's interim reporting periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted for all entities, and the amendments may be applied either prospectively or retrospectively. The amendments in this update may be applied either prospectively or retrospectively to all periods presented. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements and related disclosures.