Xperi Inc.
A technology licensing company whose DTS surround-sound format fills movie theaters, home systems, cars, and phones, and whose HD Radio broadcasts digital audio over the air. It was born in 2020 when Tessera Technologies, which had absorbed DTS, spun off its consumer-electronics arm under the new name Xperi—a coined word evoking 'expertise' and 'experience.' Fun fact: DTS once meant Digital Theater Systems, a sound format born in 1993 for movie theaters.
10-Q · Quarter ended Jun 30, 2026 · SEC filing ↗
The original filing sections are available below.
The following discussion and analysis is intended to promote understanding of our results of operations and financial condition and should be read in conjunction with the attached unaudited condensed consolidated financial statements and notes thereto, and with our audited finan…
The following discussion and analysis is intended to promote understanding of our results of operations and financial condition and should be read in conjunction with the attached unaudited condensed consolidated financial statements and notes thereto, and with our audited financial statements and notes thereto for the fiscal year ended December 31, 2025 found in our Form 10-K filed by Xperi Inc. (“Xperi,” the “Company” “we,” “us,” “our,” and similar references) on February 26, 2026 (our “Form 10-K”). Business Overview We are a leading media and entertainment technology company. Our technologies are integrated into consumer devices, connected cars, and a variety of media platforms worldwide, enabling our unique audiences to connect with entertainment content in a more intelligent, immersive, and personal way. As our audiences engage with content on our platforms, we operate a global, cross-screen advertising solution that enables brands to reach millions of engaged consumers across our rapidly expanding digital entertainment ecosystem, driving increased value for our partners, customers, and consumers. We operate in one reportable business segment and group our revenue into four categories: Pay-TV, Consumer Electronics, Connected Car and Media Platform. Headquartered in Silicon Valley with operations around the world, we have approximately 1,380 employees and more than 35 years of operating experience. Macroeconomic Conditions Macroeconomic conditions, including geopolitical conflicts in the Middle East, disruptions in global energy supplies, memory chip shortages, inflationary pressures, elevated interest rates, recessionary risks, volatility in financial and credit markets, changes in economic policy, reduced discretionary spending, tariffs, and global supply chain disruptions, have adversely affected, and may continue to adversely affect, our business and the business of our customers. While we closely monitor these developments and adjust our strategies where appropriate, the extent and duration of their impact on our business, operating results, and financial condition remain uncertain. Restructuring Activities In November 2025, we approved a restructuring plan designed to improve cost efficiency and better align our operating structure with our long-term strategies and prevailing market conditions. The plan involved a reduction of approximately 250 employees across all business and functional areas and became effective immediately. In connection with this plan, we incurred restructuring and related charges of $13.9 million and $0.3 million in the fourth quarter of 2025 and the first half of 2026, respectively, substantially all of which consisted of employee severance and related costs. As of June 30, 2026, the remaining amount of accrued restructuring charges was immaterial. Upon completion, we estimate that the reductions will generate annualized savings in the range of approximately $30 million to $35 million. For further information, refer to Note 14—Restructuring of the notes to condensed consolidated financial statements. 30 Results of Operations The following table presents our historical operating results for the periods indicated as a percentage of revenue: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Revenue: Licensing and other revenue 87 % 91 % 90 % 93 % Advertising and related revenue 13 9 10 7 Total revenue 100 100 100 100 Operating expenses: Cost of licensing and other revenue, excluding depreciation and amortization of intangible assets 17 21 18 22 Cost of advertising and related revenue, excluding depreciation and amortization of intangible assets 14 11 11 7 Research and development 19 28 22 31 Selling, general and administrative 36 39 36 41 Depreciation expense 4 3 4 3 Amortization expense 7 9 7 8 Impairment of long-lived assets — — — — Total operating expenses 97 111 98 112 Operating income (loss) 3 (11 ) 2 (12 ) Interest and other income, net 1 2 1 2 Interest expense - debt (1 ) (1 ) (1 ) (1 ) Income (loss) before taxes 3 (10 ) 2 (11 ) Provision for income taxes 4 4 6 4 Net loss (1 )% (14 )% (4 )% (15 )% Comparison of the Three and Six Months Ended June 30, 2026 and 2025 Revenue We generate revenue primarily through the licensing of our technologies and solutions and the monetization of our global, cross-screen advertising platform. While licensing revenue continues to represent a significant portion of our total revenue, advertising and related revenue has grown substantially in recent periods, driven by the expansion of our advertising ecosystem and ongoing enhancements to our advertising products and capabilities. For a discussion of our revenue recognition policies and a description of our revenue-generating activities, see Note 2—Revenue to the unaudited condensed consolidated financial statements. Three Months Ended June 30, 2026 2025 $ Change % Change (dollars in thousands) Licensing and other revenue $ 99,510 $ 96,207 $ 3,303 3 % Advertising and related revenue 14,982 9,726 5,256 54 % Total revenue $ 114,492 $ 105,933 $ 8,559 8 % Licensing and other revenue increased by $3.3 million, or 3%, for the three months ended June 30, 2026 compared to the same period in the prior year. The increase was primarily driven by a $15.0 million increase in Connected Car revenue, mainly due to higher minimum guarantee (“MG”) revenue from HD Radio and music metadata. This increase was partially offset by a $6.5 million decrease in Consumer Electronics revenue, primarily due to the absence of certain MG and settlement revenue recognized in the prior-year period, and a $5.3 million decrease in Pay-TV revenue, primarily reflecting declines in core guide products and related subscription revenue, partially offset by growth in TiVo video-over-broadband (“IPTV”) solutions. Advertising and related revenue increased by $5.3 million, or 54%, for the three months ended June 30, 2026 compared to the same period in the prior year. The increase was primarily attributable to growth in ad impressions delivered, driven by continued expansion of TiVo One platform users, expanded advertising partnerships, and enhancements to our advertising products and services. 31 Six Months Ended June 30, 2026 2025 $ Change % Change (dollars in thousands) Licensing and other revenue $ 206,357 $ 204,229 $ 2,128 1 % Advertising and related revenue 22,341 15,737 6,604 42 % Total revenue $ 228,698 $ 219,966 $ 8,732 4 % Licensing and other revenue increased by $2.1 million, or 1%, for the six months ended June 30, 2026 compared to the same period in the prior year. The increase was primarily driven by a $19.7 million increase in Connected Car revenue, mainly due to higher MG revenue from HD Radio, and a $2.5 million increase within Media Platform primarily due to middleware licensing. These increases were partially offset by a $10.9 million decrease in Consumer Electronics revenue, primarily due to the absence of certain MG and settlement revenue recognized in the prior-year period, as well as memory-related challenges in certain end product categories, and a $9.2 million decrease in Pay-TV revenue, primarily reflecting declines in core guide products and related subscription revenue, partially offset by growth in IPTV. Advertising and related revenue increased by $6.6 million, or 42%, for the six months ended June 30, 2026 compared to the same period in the prior year. The increase was primarily attributable to growth in ad impressions delivered, driven by continued expansion of TiVo One platform users, expanded advertising partnerships, and enhancements to our advertising products and services. Operating Expenses Three Months Ended June 30, 2026 2025 $ Change % Change (dollars in thousands) Cost of licensing and other revenue, excluding depreciation and amortization of intangible assets $ 19,829 $ 22,128 $ (2,299 ) (10 )% Cost of advertising and related revenue, excluding depreciation and amortization of intangible assets 16,241 11,421 4,820 42 % Research and development 21,806 29,783 (7,977 ) (27 )% Selling, general and administrative 41,463 41,142 321 1 % Depreciation expense 3,951 3,448 503 15 % Amortization expense 8,092 9,144 (1,052 ) (12 )% Impairment of long-lived assets 197 — 197 NM Total operating expenses $ 111,579 $ 117,066 $ (5,487 ) (5 )% NM - Not meaningful. Amount is immaterial and no further disclosure is considered necessary. Six Months Ended June 30, 2026 2025 $ Change % Change (dollars in thousands) Cost of licensing and other revenue, excluding depreciation and amortization of intangible assets $ 41,996 $ 47,067 $ (5,071 ) (11 )% Cost of advertising and related revenue, excluding depreciation and amortization of intangible assets 24,954 16,081 8,873 55 % Research and development 48,889 69,332 (20,443 ) (29 )% Selling, general and administrative 83,250 89,840 (6,590 ) (7 )% Depreciation expense 8,212 6,353 1,859 29 % Amortization expense 16,136 18,866 (2,730 ) (14 )% Impairment of long-lived assets 197 — 197 NM Total operating expenses $ 223,634 $ 247,539 $ (23,905 ) (10 )% NM - Not meaningful. Amount is immaterial and no further disclosure is considered necessary. 32 Cost of Licensing and Other Revenue, Excluding Depreciation and Amortization of Intangible Assets Cost of licensing and other revenue, excluding depreciation and amortization of intangible assets, consists primarily of employee-related costs, content and data costs, royalties paid to third parties, hosting fees, service center expenses, maintenance costs and an allocation of facilities costs, as well as other expenses related to providing non-recurring engineering services. Cost of licensing and other revenue, excluding depreciation and amortization of intangible assets, for the three months ended June 30, 2026 was $19.8 million, as compared to $22.1 million in the same period of the prior year, a decrease of $2.3 million, or 10%. The decrease was primarily driven by lower employee-related costs resulting from restructuring activities, as well as reduced hardware-related costs following the discontinuation of hardware product sales by the end of 2025. Cost of licensing and other revenue, excluding depreciation and amortization of intangible assets, for the six months ended June 30, 2026 was $42.0 million, as compared to $47.1 million in the same period of the prior year, a decrease of $5.1 million, or 11%. The decrease was primarily driven by lower employee-related costs resulting from restructuring activities and reduced hardware product-related costs. Cost of Advertising and Related Revenue, Excluding Depreciation and Amortization of Intangible Assets Cost of advertising and related revenue, excluding depreciation and amortization of intangible assets, consists primarily of advertising inventory and related costs, including revenue share, advertising serving fees and agency fees, third-party cloud services, content and data costs, and employee-related expenses. Cost of advertising and related revenue, excluding depreciation and amortization of intangible assets, for the three months ended June 30, 2026 was $16.2 million, as compared to $11.4 million in the same period of the prior year, an increase of $4.8 million, or 42%. This increase was primarily attributable to higher advertising inventory and related costs incurred in connection with advertising and related revenue. Cost of advertising and related revenue, excluding depreciation and amortization of intangible assets, for the six months ended June 30, 2026 was $25.0 million, as compared to $16.1 million in the same period of the prior year, an increase of $8.9 million, or 55%. This increase was primarily attributable to higher advertising inventory and related costs incurred in connection with advertising and related revenue. Research and Development Research and development (“R&D”) expenses consist primarily of employee-related costs, stock-based compensation (“SBC”) expense, engineering consulting expenses associated with new product and technology development, product commercialization, quality assurance and testing costs, as well as other costs related to patent applications and examinations, materials, supplies, and an allocation of facilities costs. Other than certain software development costs that are capitalized, all research and development costs are expensed as incurred. R&D expenses for the three months ended June 30, 2026 was $21.8 million, as compared to $29.8 million in the same period of the prior year, a decrease of $8.0 million, or 27%. The decrease was primarily driven by lower employee-related costs resulting from restructuring activities, reduced SBC expense, and lower spending on outside services. R&D expenses for the six months ended June 30, 2026 was $48.9 million, as compared to $69.3 million in the same period of the prior year, a decrease of $20.4 million, or 29%. The decrease was primarily driven by lower employee-related costs resulting from restructuring activities, reduced SBC expense, and lower spending on outside services. Selling, General and Administrative Selling expenses consist primarily of compensation and related costs (including SBC expense) for sales and marketing personnel engaged in sales and licensee support, marketing programs, public relations, promotional materials, travel, and trade shows. General and administrative expenses consist primarily of compensation and related costs (including SBC expense) for management, information technology, finance and legal personnel, legal fees and related expenses, facilities costs, and professional services. Our general and administrative expenses, other than facilities-related expenses and fringe benefits, are not allocated to other expense line items. 33 Selling, general and administrative expenses for the three months ended June 30, 2026 were $41.5 million, as compared to $41.1 million in the same period of the prior year, an increase of $0.4 million, or 1%. The increase was primarily attributable to higher bonus and commission expenses, partially offset by lower employee salary-related costs resulting from restructuring activities and lower SBC expense. Selling, general and administrative expenses for the six months ended June 30, 2025 were $83.3 million, as compared to $89.8 million in the same period of the prior year, a decrease of $6.5 million, or 7%. The decrease was primarily attributable to lower employee salary-related costs resulting from restructuring activities and lower SBC expense, partially offset by higher bonus and commission expenses. Stock-based Compensation The following table sets forth our SBC expense for the three and six months ended June 30, 2026 and 2025 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Cost of licensing and other revenue, excluding depreciation and amortization of intangible assets $ 332 $ 676 $ 842 $ 1,514 Cost of advertising and related revenue, excluding depreciation and amortization of intangible assets 129 168 275 374 Research and development 1,565 3,191 3,828 7,614 Selling, general and administrative 4,804 6,292 9,721 12,927 Total stock-based compensation expense $ 6,830 $ 10,327 $ 14,666 $ 22,429 We recognized SBC expense from restricted stock units (“RSUs”) and purchases made under our employee stock purchase plan (“ESPP”). The decreases of $3.5 million and $7.8 million in SBC expense for the three and six months ended June 30, 2026, respectively, when compared to the same periods of the prior year, was primarily driven by reduced employee headcount, RSUs granted over time at lower valuations, and lower expense for performance-based restricted stock awards. Depreciation Expense We recognized depreciation expense for certain equipment, capitalized internal-use software, leasehold improvements, and buildings and improvements. Depreciation expense for the three months ended June 30, 2026 was $4.0 million, as compared to $3.4 million in the same period of the prior year, an increase of $0.6 million, or 15%. The increase was primarily driven by increased capitalized internal-use software costs over the preceding 12 months. Depreciation expense for the six months ended June 30, 2026 was $8.2 million, as compared to $6.4 million in the same period of the prior year, an increase of $1.8 million, or 29%. The increase was primarily driven by increased capitalized internal-use software costs over the preceding 12 months. Amortization Expense We recognized amortization expense for certain intangible assets we acquired in business combinations that are recognized separately from goodwill. For the three and six months ended June 30, 2026, amortization expense decreased by $1.1 million and $2.7 million, or 12% and 14%, respectively, as compared to the same periods of the prior year. The decreases were primarily due to certain intangible assets becoming fully amortized over the preceding 12 months. As a result of intangible assets we acquired in previous mergers and acquisitions, we anticipate that amortization expenses will continue to be a significant expense over the next several years. See Note 7—Goodwill and Intangible Assets, Net of the Notes to Condensed Consolidated Financial Statements (Unaudited) for additional detail. Interest and Other Income, Net Three Months Ended June 30, 2026 2025 $ Change % Change (dollars in thousands) Interest and other income, net $ 1,097 $ 1,747 $ (650 ) (37 )% 34 Interest and other income, net, was lower in the three months ended June 30, 2026, as compared to the same period in the prior year, principally due to foreign currency transaction losses recognized during the second quarter of 2026. Six Months Ended June 30, 2026 2025 $ Change % Change (dollars in thousands) Interest and other income, net $ 1,916 $ 4,042 $ (2,126 ) (53 )% Interest and other income, net, was lower in the six months ended June 30, 2026, as compared to the same period in the prior year, principally due to foreign currency transaction losses recognized during the six months ended June 30, 2026. Interest Expense—Debt Three Months Ended June 30, 2026 2025 $ Change % Change (dollars in thousands) Interest expense - debt $ (684 ) $ (759 ) $ 75 (10 )% Six Months Ended June 30, 2026 2025 $ Change % Change (dollars in thousands) Interest expense - debt $ (1,362 ) $ (1,491 ) $ 129 (9 )% Interest expense on our debt did not change materially for the three and six months ended June 30, 2026, compared with the corresponding periods in the prior year. Provision for Income Taxes For the three and six months ended June 30, 2026, we recorded an income tax expense of $4.8 million and $14.9 million on a pretax income of $3.3 million and $5.6 million, respectively; which resulted in an effective tax rate of 145.1% and 266.0%, respectively. The income tax expense for the three and six months ended June 30, 2026 was primarily related to foreign income taxes and foreign withholding taxes. For the three and six months ended June 30, 2025, we recorded an income tax expense of $4.6 million and $8.1 million on a pretax loss of $10.1 million and $25.0 million, respectively; which resulted in an effective tax rate of (45.7)% and (32.5)%, respectively. The income tax expense for the three and six months ended June 30, 2025 was primarily related to foreign withholding taxes and foreign income taxes. The need for a valuation allowance requires an assessment of both positive and negative evidence when determining whether it is more-likely-than-not that deferred tax assets are recoverable. Such assessment is required on a jurisdiction-by-jurisdiction basis. In making such assessment, significant weight is given to evidence that can be objectively verified. After considering both positive and negative evidence to assess the recoverability of our net deferred tax assets, we determined that it was unlikely that our federal, certain state, and certain foreign deferred tax assets with valuation allowances will be realized. For jurisdictions that currently have valuation allowances, we intend to maintain valuation allowances until there is sufficient evidence to support the reversal of all or some portion of these allowances. Release of the valuation allowance would result in the recognition of certain deferred tax assets and a decrease to income tax expense for the period the release is recorded. The exact timing and amount of the valuation allowance release depends on the level of profitability that we are able to achieve. 35 Liquidity and Capital Resources The following table presents selected financial information related to our liquidity and significant sources and uses of cash and cash equivalents as of and for the periods presented: As of June 30, 2026 December 31, 2025 (dollars in thousands) Cash and cash equivalents $ 90,590 $ 96,824 Current ratio(1) 2.5 2.4 (1)The current ratio is a liquidity ratio that measures our ability to pay short-term obligations or those due within one year. The ratio is calculated by dividing current assets by current liabilities. Six Months Ended June 30, 2026 2025 (in thousands) Net cash used in operating activities $ (3,455 ) $ (12,151 ) Net cash used in investing activities $ (11,779 ) $ (8,986 ) Net cash used in financing activities $ 9,000 $ (14,279 ) Our primary sources of liquidity and capital resources are our cash and cash equivalents and borrowings available under our accounts receivable securitization program (the “AR Facility”) with PNC Bank, National Association and PNC Capital Markets LLC (“PNC”). Cash and cash equivalents were $90.6 million as of June 30, 2026, compared to $96.8 million as of December 31, 2025, a decrease of $6.2 million. The decrease was primarily driven by $3.5 million of cash used in operating activities, $11.8 million of capital expenditures, including capitalized internal-use software costs, and $4.4 million of payments for withholding taxes related to the net share settlement of equity awards. These decreases were partially offset by $2.1 million of proceeds from the issuance of common stock under our ESPP and the receipt of a $12.0 million indemnification holdback payment in full related to the Perceive divestiture, of which $11.3 million was classified as a financing activity. For detailed information regarding the AR Facility, refer to “Long-Term Debt Financing” below. For information about our material cash requirements, see “Liquidity and Capital Resources” in Part II, Item 7 of our Form 10-K. Our cash requirements have not changed materially since December 31, 2025. Stock Repurchase Program In April 2024, our Board of Directors (the “Board”) authorized the repurchase of up to $100.0 million of our common stock (the “Program”). Under the Program, we may make repurchases, from time to time, through open market purchases, block trades, privately negotiated transactions, accelerated share repurchase transactions, or other means. We may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases under the Program. As of June 30, 2026, we have repurchased a total of approximately 2.2 million shares of common stock, since inception of the Program, at an average price of $9.23 per share for a total cost of approximately $20.0 million. We did not repurchase any common stock during the six months ended June 30, 2026. As of June 30, 2026, the total remaining amount available for repurchase was $80.0 million. We may continue to execute authorized repurchases from time to time under the Program. There is no guarantee that such repurchases under the Program will enhance the value of our common stock. Cash Flows Cash Flows from Operating Activities Net cash used in operating activities was $3.5 million for the six months ended June 30, 2026, primarily due to our net loss of $9.3 million being further adjusted by $32.4 million of changes in operating assets and liabilities, including an increase of $22.1 million in unbilled contracts receivable and payment of employee annual bonuses for 2025 performance, partially offset by non-cash items such as SBC expense of $14.7 million, amortization of intangible assets of $16.1 million, and depreciation expense of $8.2 million. Net cash used in operating activities was $12.2 million for the six months ended June 30, 2025, primarily due to our net loss of $33.1 million being further adjusted by $26.1 million of changes in operating assets and liabilities, including payment of 36 employee annual bonuses for 2024 performance, partially offset by non-cash items such as SBC expense of $22.4 million, amortization of intangible assets of $18.9 million, and depreciation expense of $6.4 million. Cash Flows from Investing Activities Net cash used in investing activities was $11.8 million and $9.0 million for the six months ended June 30, 2026 and 2025, respectively, which was related to capital expenditures, including capitalized internal-use software. Capital Expenditures Our capital expenditures for property and equipment consist primarily of capitalized internal-use software, purchases of computer hardware and software, information systems, and production and test equipment. We expect capital expenditures in 2026 to be approximately $25.0 million, an increase of approximately $5.0 million from our original expectation, due primarily to continued constraints in the memory market, which have increased the cost of planned capital equipment purchases, as well as incremental investments to reduce memory requirements in our software platforms in response to partner demand. We expect these expenditures to be funded with existing cash and cash equivalents. However, there can be no assurance that our current expectations will be realized, and our plans remain subject to change based on further review of our capital expenditure needs. Cash Flows from Financing Activities Net cash provided by financing activities was $9.0 million for the six months ended June 30, 2026, primarily due to the receipt of $11.3 million of indemnification holdback proceeds in connection with the Perceive divestiture, net of $0.7 million relating to accreted interest classified within operating cash flows, and $2.1 million of proceeds from the issuance of common stock under our ESPP. These inflows were partially offset by $4.4 million of withholding tax payments related to the net share settlement of equity awards. Net cash used in financing activities was $14.3 million for the six months ended June 30, 2025, primarily due to the $50.0 million voluntary repayment of the Vewd senior unsecured promissory note, and $6.3 million in payment of withholding taxes related to net share settlement of equity awards, partially offset by $40.0 million in loan proceeds borrowed under the AR Facility with PNC and $3.3 million in proceeds from the issuance of common stock under our ESPP. Long-Term Debt Financing In connection with the acquisition of Vewd in July 2022, we issued a senior unsecured promissory note (the “Promissory Note”) to the sellers of Vewd in the principal amount of $50.0 million, all of which was outstanding at December 31, 2024. Indebtedness outstanding under the Promissory Note bore an interest rate of 6.00% per annum, subject to certain potential adjustments. The Promissory Note was scheduled to mature on July 1, 2025. We were permitted, at any time and on any one or more occasions, to prepay all or any portion of the outstanding principal amount, plus accrued and unpaid interest, if any, under the Promissory Note without premium or penalty. On February 21, 2025, we voluntarily made a full principal payment of $50.0 million plus accrued interest by using a combination of cash on hand and a new long-term financing facility through the securitization of our accounts receivable as described below. On February 21, 2025, we and Xperi SPV LLC (“Xperi SPV”), a special purpose subsidiary, entered into a Receivables Financing Agreement (the “RFA”) with PNC, and PNC Capital Markets LLC, and a Sale and Contribution Agreement (together with the RFA, the “RF Agreements”) among us, Xperi SPV and certain of our other wholly-owned subsidiaries to establish the AR Facility. Interest is payable on a monthly basis. The AR Facility is scheduled to terminate on February 21, 2028, unless terminated earlier pursuant to its terms. For a detailed description of the AR Facility, refer to Note 8— Debt and Receivables Securitization. Upon entering into the RF Agreements on February 21, 2025, we borrowed $40.0 million under the AR Facility and selected the monthly Term SOFR Rate (as defined in the RFA). The RF Agreements contain various covenants that we believe are usual and customary. The interest payments on the AR Facility debt, exclusive of the debt issuance costs and related amortization, are expected to be approximately $2.3 million for the next 12 months and may vary with changes in interest rates. In December 2025, we repaid $1.1 million of the outstanding principal as the aggregate outstanding principal at the time temporarily exceeded the eligibility limit of the receivables and subsequently drew down the same amount. As of June 30, 2026, we were in compliance with the covenants under the RF Agreements. 37 Liquidity We believe our current cash and cash equivalents, together with borrowings or availability under our AR Facility, will be sufficient to meet our needs for at least the next 12 months from the issuance date of the Condensed Consolidated Financial Statements included in this Quarterly Report. As we assess growth strategies, we may need to supplement our cash and cash equivalents with additional outside sources. As part of our liquidity strategy, we will continue to monitor our earnings and cash flow as well as our ability to access the capital markets as needed. Poor financial results, unanticipated expenses, unanticipated acquisitions of technologies or businesses or unanticipated strategic investments could give rise to additional financing requirements sooner than we expect. Equity or additional debt financing may not be available when needed or, if available, equity or debt financing may not be on terms satisfactory to us. Additionally, disruption and volatility in the global capital markets and economic uncertainties, including those driven by tariffs, have impacted corporate and consumer confidence and could continue to impact our capital resources and liquidity in the future. We may supplement our short-term liquidity needs with access to capital markets, if necessary, and further strategic cost savings initiatives. Our access to capital markets may be constrained and our cost of borrowing may increase under certain business and market conditions, and our liquidity is subject to various risks including the risks identified in “Risk Factors” included in Part I, Item 1A of our Form 10-K. Critical Accounting Estimates During the six months ended June 30, 2026, there were no significant changes in our critical accounting estimates. For a discussion of our critical accounting estimates, see Part II, Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Form 10-K. Recent Accounting Pronouncements See Note 1—Description of Business and Summary of Significant Accounting Policies of the Notes to Condensed Consolidated Financial Statements (Unaudited) included in this Quarterly Report for more information. 38
There were no material changes to our exposure to market risk since December 31, 2025. For a discussion of our market risk, see Part II, Item 7A—Quantitative and Qualitative Disclosures About Market Risk in our Form 10-K.
There were no material changes to our exposure to market risk since December 31, 2025. For a discussion of our market risk, see Part II, Item 7A—Quantitative and Qualitative Disclosures About Market Risk in our Form 10-K.
Read original filing text →In the normal course of our business, we are involved in legal proceedings. In the past, we have litigated to enforce the terms of license agreements, determine infringement or validity of intellectual property rights, and defend ourselves or our customers against claims of infr…
In the normal course of our business, we are involved in legal proceedings. In the past, we have litigated to enforce the terms of license agreements, determine infringement or validity of intellectual property rights, and defend ourselves or our customers against claims of infringement or breach of contract. We expect to continue to be involved in similar legal proceedings in the future. Although considerable uncertainty exists, our management does not anticipate that the disposition of these matters will have a material effect on our results of operations, consolidated financial position or liquidity. However, the disposition, costs, or liabilities could be material to our results of operations in the period recognized.
Read original filing text →Except as set forth below, there were no material changes to the risk factors previously disclosed in Part I, Item 1A. of our Form 10-K. Our Media Platform business may not be successful in developing, maintaining, and expanding key relationships with manufacturers of TV and oth…
Except as set forth below, there were no material changes to the risk factors previously disclosed in Part I, Item 1A. of our Form 10-K. Our Media Platform business may not be successful in developing, maintaining, and expanding key relationships with manufacturers of TV and other streaming devices, Pay-TV Operators as well as content publishers. Our monetization strategy depends on our ability to develop, maintain and expand our relationships with key TV and streaming device manufacturing partners, Pay-TV operators and content publishers. The initial focus of our monetization strategy was to launch TiVo OS in Smart TVs in the market, which is a relatively new market for our Media Platform business. Our strategy now includes TVs supported by our Pay-TV business in the United States. The overall success of our monetization strategy will depend in part on our ability to expand TiVo OS into additional Smart TVs for the United States and other international markets and maintain and grow our Pay-TV footprint in the United States. However, the competitive landscape continues to shift and there can be no assurance that we will be successful in further penetrating the European or U.S. markets with increased volume of Smart TVs, TVs supported by our Pay-TV business or additional partner relationships, or that we will be able to maintain such partner relationships. We need to identify, establish and maintain relationships with content publishers to provide users with popular streaming services, channels and content. Furthermore, we need to develop new relationships with local content partners or enter into new arrangements with existing content publishers as we enter into new international markets or expand our services and features. Some TV manufacturers will not deploy TiVo OS unless specific content publishers are on the platform, while some content publishers will not enter into an arrangement with us until TiVo OS has a minimum number of Smart TVs on the platform. There can be no assurance that we will be able to secure or maintain relationships with the key content publishers. We do not typically receive license revenue from our TiVo OS arrangements with manufacturers, and we expect to incur significant expenses in connection with these commercial agreements. In addition, Pay-TV’s broadband-only offerings generate lower licensing fees compared to our other Pay-TV offerings. The primary economic benefits that we expect to derive from these license arrangements are indirect, primarily from growing the number of active users to generate advertising and related revenue. If these arrangements do not result in an increase in active users, or if that growth does not result in an increase in advertising and related revenue, our business may be harmed. If we are not successful in maintaining existing and creating new relationships with manufacturing partners and Pay-TV operators, or if we encounter technological, content licensing, or other impediments to these relationships, our ability to grow our business could be adversely impacted. For example, increased demand arising from artificial intelligence infrastructure growth has constrained the availability of memory chips and increased their cost, which has led and may continue to lead some consumer electronics manufacturers to reduce their inventory forecast, forecast lower sales, or increase the pricing of their products, which has resulted in, and could continue to result in lower sales and the need for us to devote resources towards reducing the memory requirements of our TiVo OS. If our manufacturing partners continue to reduce their forecasts or delay the market launch dates for distributing Smart TVs or other streaming devices with TiVo OS or we are not successful in our efforts to reduce the memory requirements of our TiVo OS, our business may continue to be harmed.
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