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SEAT on Nasdaq

Vivid Seats Inc.

In its 2026 annual report the company says: “We are an online ticket marketplace that utilizes our technology platform to connect fans of live events seamlessly with ticket sellers.”4 It is headquartered in Chicago, Illinois.1 Its shares trade on Nasdaq under the symbol SEAT.1

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Last updated Oct 21, 2026.

Overview

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  • TickerSEAT on Nasdaq1
  • IndustryServices-Miscellaneous Amusement & Recreation1
  • HeadquartersChicago, Illinois1
  • Incorporated inDE2
  • Business address24 E. Washington Street, Ste. 900, Chicago, Il 606022
  • Filer categoryAccelerated filer, Smaller reporting company, Emerging growth company2
  • Legal formCorporation

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We are an online ticket marketplace that utilizes our technology platform to connect fans of live events seamlessly with ticket sellers. We believe in the power of shared experiences to connect people with live events that deliver some of life’s most exciting moments, and our mission is to empower and enable fans to Experience It Live .4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

178.9%Net margin5
-30.5%Revenue growth, 20255
-$93.8MFree cash flow5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Owned Properties brought in 45% of the revenue Vivid Seats Inc. broke down this way in fiscal 2025.

  1. Owned Properties$393.5M545%down 26% from 2024
  2. Concerts$186.1M521%down 34% from 2024
  3. Sports$142.6M516%down 30% from 2024
  4. Theater$102.1M512%down 26% from 2024
  5. Private Label$57.0M56%down 50% from 2024
Products and services by year
Products and services202320242025
Owned Properties$462.3M$533.1M$393.5M
Concerts$308.5M$283.2M$186.1M
Sports$199.8M$202.2M$142.6M
Theater$83.3M$137.7M$102.1M
Private Label$135.1M$114.8M$57.0M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Income tax8¢$69.4M
  • Profit92¢$806.1M

Out of $450.5M in revenue.5

Financial statements

Revenue67895$450.5M in 2025+12% since 2019
0$200.0M$400.0M$600.0M$800.0M2019: $403.6M$403.6M20192020: $23.3M$23.3M2020−94%2021: $389.7M$389.7M2021+1574%2022: $511.1M$511.1M2022+31%2023: $597.4M$597.4M2023+17%2024: $647.9M$647.9M2024+8%2025: $450.5M$450.5M2025−30%
Net income67895$806.1M in 2025
-$1.0B-$500.0M0$500.0M$1.0B2019: -$53.8M-$53.8M20192020: -$774.2M-$774.2M2020+1338%2021: -$5.0M-$5.0M2021−99%2022: $70.8M$70.8M20222023: $69.4M$69.4M2023−2%2024: $13.4M$13.4M2024−81%2025: $806.1M$806.1M2025+5903%

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2025-12-312024-12-312023-12-31
Depreciation and amortization$49.4M$44.2M$17.2M
Impairment charges$723.0M$0$0
Change in fair value of contingent consideration$0$0-$998.0K
Loss on extinguishment of debt$801.0K$0$0
Income (loss) before income taxes-$652.1M$22.7M$70.9M
Income tax expense (benefit)$69.4M$8.4M-$42.2M
Net income (loss)-$721.5M$14.3M$113.1M
Net income (loss) attributable to redeemable noncontrolling interests-$429.3M$9.4M$74.5M
Net income (loss) attributable to Class A common stockholders$806.1M$13.4M$69.4M
Basic$16.08
Diluted$1.12$5.15
Basic4.6M shares
Diluted10.5M shares9.9M shares

Compare Vivid Seats Inc. with another company

Corporate structure

Vivid Seats Inc. sits at the top of its group. 32 entities, 5 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Vivid Seats Inc.

  • Vivid Seats Inc. Chicago, Illinois
    • ActCo LLC Subsidiary · Delaware, United States
    • Active Ticket Company LP Subsidiary · Delaware, United States
    • BroadwayShows.com LLC Subsidiary · Delaware, United States
    • Casino Travel & Tours, LLC Subsidiary · Nevada, United States
    • CM6B Vivid Equity, Inc. Subsidiary · Delaware, United States
    • CT&T Transportation, LLC Subsidiary · Nevada, United States
    • CTT Tours, LLC Subsidiary · Nevada, United States
    • GTCR-Tickets XI/C / B-Corp. Subsidiary · Delaware, United States
    • Hoya Intermediate, LLC Subsidiary · Delaware, United States
    • Hoya Midco, LLC Subsidiary · Delaware, United States
    • International Tickets LLC Subsidiary · Delaware, United States
    • LV.com, LLC Subsidiary · Nevada, United States
    • Skybox Ticket Resale Platform LLC Subsidiary · Illinois, United States
    • Ticket Fulfillment Services Canada Ltd. Subsidiary · Canada
    • Ticket Fulfillment Services LP Subsidiary · Delaware, United States
    • Ticket Website LLC Subsidiary · Delaware, United States
    • VDC-MGG Holdings LLC Subsidiary · Delaware, United States
    • Vegas.com, LLC Subsidiary · Nevada, United States
    • VEPF IV AIV IX Corp. Subsidiary · Delaware, United States
    • VEPF V AIV VII Corp. Subsidiary · Delaware, United States
    • Vivid Cheers Inc. Subsidiary · Delaware, United States
    • Vivid Hospitality LLC Subsidiary · Illinois, United States
    • Vivid Picks, LLC Subsidiary · Delaware, United States
    • Vivid Seats Asia Pacific Inc. Subsidiary · Delaware, United States
    • Vivid Seats Canada Ltd. Subsidiary · Canada
    • and 6 more

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Vivid Seats Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$17.6M5 Dec 31, 2025$16.0M5 Dec 31, 2024+10.3%
Accumulated depreciation$5.3M5 Dec 31, 2025$3.4M5 Dec 31, 2024+53.6%
Property and equipment, net$12.4M5 Dec 31, 2025$12.6M5 Dec 31, 2024−1.5%
Operating-lease assets (leased space)$10.5M5 Dec 31, 2025$12.0M5 Dec 31, 2024−12.4%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$102.7M5 Dec 31, 2025$243.5M5 Dec 31, 2024−57.8%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$283.9M5 Dec 31, 2025$943.1M5 Dec 31, 2024−69.9%
Intangible assets, net (excluding goodwill)$141.5M5 Dec 31, 2025$233.1M5 Dec 31, 2024−39.3%
Finite-lived intangibles, gross$207.5M5 Dec 31, 2025$189.9M5 Dec 31, 2024+9.2%
Accumulated amortization-$114.0M5 Dec 31, 2025-$67.2M5 Dec 31, 2024−69.6%
Finite-lived intangibles, net$87.5M5 Dec 31, 2025$115.9M9 Dec 31, 2024−24.5%

Inventory

ItemLatestA year beforeChange
Inventory, total$18.2M5 Dec 31, 2025$19.6M5 Dec 31, 2024−7.3%

Properties, in its own words

As of December 31, 2025, we leased approximately 53,000 square feet of space in Chicago, Illinois for our headquarters under a lease agreement that runs through December 31, 2033 with a five-year renewal option, unless terminated sooner, as well as facilities in Coppell, Texas; Las Vegas, Nevada; Toronto, Ontario; and Tokyo, Japan.

Item 2 of the 10-K filed Mar 12, 2026.4

Leadership

Who has led Vivid Seats Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Stanley Chia2021–2025
  2. Lawrence Fey2025–now

Chief financial officer

  1. Lawrence Fey2021–2025
  2. Edward Pickus2025–now
2025
Board members and other officers (16)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • DirectorMark Anderson named Dec 22, 202132
  • DirectorTodd Boehly named Dec 22, 202132

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • ActCo LLC Delaware3
  • Active Ticket Company LP Delaware3
  • BroadwayShows.com LLC Delaware3
  • CM6B Vivid Equity, Inc. Delaware3
  • CT&T Transportation, LLC Nevada3
  • CTT Tours, LLC Nevada3
  • Casino Travel & Tours, LLC Nevada3
  • GTCR-Tickets XI/C / B-Corp. Delaware3
  • Hoya Intermediate, LLC Delaware3
  • Hoya Midco, LLC Delaware3
  • International Tickets LLC Delaware3
  • LV.com, LLC Nevada3
  • Skybox Ticket Resale Platform LLC Illinois3
  • Ticket Fulfillment Services Canada Ltd. Canada3
  • Ticket Fulfillment Services LP Delaware3
  • Ticket Website LLC Delaware3
  • VDC-MGG Holdings LLC Delaware3
  • VEPF IV AIV IX Corp. Delaware3
  • VEPF V AIV VII Corp. Delaware3
  • Vegas.com, LLC Nevada3
  • Vivid Cheers Inc. Delaware3
  • Vivid Hospitality LLC Illinois3
  • Vivid Picks, LLC Delaware3
  • Vivid Seats Asia Pacific Inc. Delaware3
All 32 listed subsidiaries
  • Vivid Seats Canada Ltd. Canada3
  • Vivid Seats Europe S.à r.l. Luxembourg3
  • Vivid Seats International LLC Delaware3
  • Vivid Seats LLC Delaware3
  • Vivid Seats UK Ltd. United Kingdom3
  • Vivid VDC, LLC Delaware3
  • Wavedash Co., Ltd. Japan3
  • World Ticket Source, LLC Delaware3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Aug 4, 20268-K Results of operations33
  2. Jun 15, 20268-K Shareholder vote34
  3. May 5, 20268-K Results of operations; Regulation FD disclosure35
  4. Mar 12, 20268-K Results of operations; Other events36
  5. Jan 20, 20268-K Executive or director change37
  6. Dec 30, 20258-K Listing notice or transfer; Executive or director change38
  7. Nov 14, 2025New chief executive Lawrence Fey becomes CEO13
  8. Nov 6, 20258-K Entered a material agreement; Ended a material agreement; Results of operations39
  9. Oct 23, 20258-K Entered a material agreement; Unregistered sale of shares; Regulation FD disclosure40
  10. Oct 20, 20258-K Entered a material agreement; Regulation FD disclosure41
  11. Aug 5, 20258-K Results of operations42
  12. Jul 25, 20258-K Shareholder vote43
  13. Jun 9, 20258-K Shareholder vote44
  14. Oct 18, 2021New chief executive Stanley Chia becomes CEO14

Calendar

Coming up

  1. Nov 5, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($1.91) a share, on Nov 6, 2025.45

When it reported results

  1. Aug 4, 2026Reported quarterly or annual results33
  2. May 5, 2026Reported quarterly or annual results35
  3. Mar 12, 2026Reported quarterly or annual results36
  4. Nov 6, 2025Reported quarterly or annual results39
  5. Aug 5, 2025Reported quarterly or annual results42
  6. May 6, 2025Reported quarterly or annual results46
  7. Mar 13, 2025Reported quarterly or annual results47
  8. Mar 12, 2025Reported quarterly or annual results48

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

530 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 49 major events, 346 insider forms, 15 large holders, 1 private raises, 98 other. The latest 20:

  1. Sep 15, 20264 EDGAR
  2. Sep 15, 20264 EDGAR
  3. Sep 15, 20264 EDGAR
  4. Sep 15, 20264 EDGAR
  5. Sep 15, 20264 EDGAR
  6. Aug 14, 20264 EDGAR
  7. Aug 14, 20264 EDGAR
  8. Aug 14, 20264 EDGAR
  9. Aug 4, 202610-Q EDGAR
  10. Aug 4, 20268-K EDGAR
  11. Jun 15, 20264 EDGAR
  12. Jun 15, 20264 EDGAR
  13. Jun 15, 20264 EDGAR
  14. Jun 15, 20264 EDGAR
  15. Jun 15, 20268-K EDGAR
  16. Jun 15, 20264 EDGAR
  17. Jun 11, 20264 EDGAR
  18. Jun 11, 20264 EDGAR
  19. Jun 11, 20264 EDGAR
  20. Jun 11, 20264 EDGAR

The 530 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

94 open-market trades by officers, directors and large owners since October 2021: 1 buys and 93 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 14, 2026Arnett AustinGeneral CounselSale64$4.86$311Form 4
Aug 13, 2026Arnett AustinGeneral CounselSale11$7.22$79Form 4
Jun 12, 2026Arnett AustinGeneral CounselSale62$8.36$518Form 4
May 13, 2026Arnett AustinGeneral CounselSale10$8.53$85Form 4
Mar 12, 2026Arnett AustinGeneral CounselSale247$5.08$1.3KForm 4
Feb 13, 2026Arnett AustinGeneral CounselSale12$6.83$82Form 4
Dec 12, 2025Arnett AustinGeneral CounselSale22$7.56$166Form 4
Nov 14, 2025Epstein Emily TGeneral CounselSale298$8.33$2.5KForm 4
Nov 13, 2025Epstein Emily TGeneral CounselSale71$9.39$667Form 4
Oct 20, 2025Bakal RivaChief Supply/Customer OfficerSale87$11.03$960Form 4
Oct 20, 2025Pickus EdwardChief Accounting OfficerSale28$11.03$309Form 4
Aug 13, 2025Epstein Emily TGeneral CounselSale307$17.27$5.3KForm 4
Jul 21, 2025Pickus EdwardChief Accounting OfficerSale526$1.62$852Form 4
Jul 21, 2025Bakal RivaChief Supply/Customer OfficerSale1,689$1.62$2.7KForm 4
May 13, 2025Epstein Emily TGeneral CounselSale1,366$1.94$2.6KForm 4
May 12, 2025Epstein Emily TGeneral CounselSale14,476$1.99$28.8KForm 4
Apr 21, 2025Bakal RivaChief Supply/Customer OfficerSale1,125$2.25$2.5KForm 4
Apr 21, 2025Pickus EdwardChief Accounting OfficerSale534$2.25$1.2KForm 4
Mar 14, 2025Epstein Emily TGeneral CounselSale14,545$2.79$40.6KForm 4
Mar 13, 2025Bakal RivaChief Supply/Customer OfficerSale3,188$2.83$9.0KForm 4

All 94 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Stanley ChiaFormer Chief Executive Officer$741.5K$12.0M57
2025Lawrence FeyChief Executive Officer$337.9K$9.4M57
2025Stefano LangenbacherChief Technology Officer$441.0K$5.7M57
2025Riva BakalFormer Chief Product & Strategy Officer$335.2K$3.7M57
2025Edward PickusChief Accounting Officer$309.0K$1.9M57
2024Stanley ChiaFormer Chief Executive Officer$768.3K$20.8M57
2024Lawrence FeyChief Executive Officer$345.4K$8.3M57
2024Riva BakalFormer Chief Product & Strategy Officer$369.2K$5.3M57

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$22.9M 2021–2021
Money received by yearMoney received by year, 2021–2021: $22.9M in all. Private raises (Form D) $22.9M.$0$10M$20M$30M2021 · Private raises (Form D): $22.9M2021
Figures by year
YearPrivate raises (Form D)Total
2021$22.9M$22.9M

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Dec 13, 2021Raised $22.9 million in a private offering of equity32 Form D: 75 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 75. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Gtcr LLC3,768,633$24.6M0.6%No change
Security Benefit Life Insurance Co /ks/2,192,103$14.3M7.9%No change
BlackBarn Capital Partners LP500,000$3.3M0.8%No change
Emeth Value Capital, LLC244,190$1.6M5.5%−502,349
Vanguard Capital Management LLC233,241$1.5M0.0%+2,923
Marshall Wace, Llp201,297$1.3M0.0%New
Quantinno Capital Management LP191,192$1.2M0.0%+62,791
Aqr Capital Management LLC188,510$1.2M0.0%+149,359
BlackRock, Inc.99,940$651.6K0.0%−208,490
Bank Of America Corp /de/90,291$588.7K0.0%−4,198
Geode Capital Management, LLC86,901$566.8K0.0%−79,302
Veradace Capital Management LLC70,341$458.6K0.4%No change
Silver Rock Financial LP56,943$371.3K1.4%No change
Goldman Sachs Group Inc53,640$349.7K0.0%−11,892
Mariner, LLC49,655$323.8K0.0%+4,497
Jane Street Group, LLC46,948$306.1K0.0%−6,355
Vanguard Fiduciary Trust Co41,877$273.0K0.0%−3,813
UBS Group AG36,224$236.2K0.0%−9,558
Morgan Stanley32,837$214.1K0.0%−2,255
Mercer Global Advisors Inc /adv29,289$191.0K0.0%+11,140
Corient Private Wealth LP27,739$180.9K0.0%−984
State Street Corp26,837$175.0K0.0%−58,322
Converium Capital Inc.24,245$158.1K0.1%New
Jain Global LLC19,992$130.3K0.0%New
Bridgeway Capital Management, LLC18,500$120.6K0.0%+6,000

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Vivid Seats Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARVivid Seats Inc.1
  • CIK0001856031
  • Employer ID (EIN)86-33551844
  • Filer statusAccelerated filer an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)7990 Services-Miscellaneous Amusement & Recreation1
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
  • Business address24 E. Washington Street, Ste. 900, Chicago, IL 606021
  • Phone312-291-99661
  • Shares outstanding11,241,195 as of Jul 31, 202612
  • Public float$123.3M as of Jun 30, 20254
  • AuditorDeloitte & Touche LLP, Chicago, Illinois PCAOB ID 34; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceApr 22, 20211
  • Filings572 in all: 4 (321), 8-K (46), 425 (36), 424B3 (31), 3 (23), 10-Q (15), EFFECT (9), CORRESP (8)1
    All 36 form types

    UPLOAD (8), DEF 14A (7), SC 13G/A (7), DEFA14A (6), S-4/A (6), 10-K (5), 144 (5), POS AM (5), SC 13G (5), ARS (4), 8-K/A (3), PRE 14A (2), S-1 (2), S-4 (2), S-8 (2), SCHEDULE 13G (2), 10-K/A (1), 3/A (1), 4/A (1), 424B7 (1), 8-A12B (1), CERT (1), D (1), POS EX (1), S-1/A (1), SC TO-I (1), SC TO-I/A (1), SCHEDULE 13D (1)

  • Latest filingsAnnual report (10-K) Mar 12, 2026
    Quarterly report (10-Q) Aug 4, 2026
    Proxy statement (DEF 14A) Apr 27, 2026
    Latest 8-K (8-K) Aug 4, 2026

Securities registered for trading

ClassSymbolExchange
Class A common stock, par value $0.0001 per shareSEATThe Nasdaq Stock Market LLC
Warrants to purchase Class A common stockSEATWThe Nasdaq Stock Market LLC

From the cover page of the 10-K filed Mar 12, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Vivid Seats Inc. names in Item 1A of its 10-K filed Mar 12, 2026: 38 risks under these headings, as written.4

  • Risks Related to Our Business & Industry
  • We are adversely affected by decreases in the supply of and/or demand for live events.
  • We may be adversely affected by adverse changes in our relationships with ticket buyers, sellers, and/or partners.
  • We may be adversely affected by changes to internet search engine algorithms or if we fail to adapt to the impact of AI on how consumers search for live event tickets.
  • We may be adversely affected by changes to mobile app marketplace rules.
  • We face intense competition in the ticketing industry, and we may be adversely affected if we are unable to attract ticket buyers and sellers to our platform.
  • We may be adversely affected if we do not continue to maintain and improve our platform, or to successfully develop new and improved solutions and enhancements.
  • We may be adversely affected if we are unable to maintain and enhance our reputation and brand.
  • We may be adversely affected by extraordinary events, including public safety concerns or disruptions, mass-casualty incidents, acts of civil unrest, terrorist attacks, military actions, disease epidemics or other public health concerns, natural disasters, and severe weather events.
  • We may be adversely affected if any completed or future business acquisition is unsuccessful.
  • We may be adversely affected if we are unable to manage the risks associated with the growth of our international operations.
  • Our financial performance in certain periods may not be indicative of, or comparable to, our financial performance in other periods due to seasonality and other factors.
The other 27 risks
  • We may be adversely affected if we are unable to attract, hire, motivate, and retain our senior management team and other highly skilled personnel.
  • Impairment of our goodwill and certain indefinite-lived trademarks has adversely affected, and may in the future adversely affect, our financial results and condition.
  • We may be adversely affected by the effects of inflation.
  • Risks Related to Government Regulation & Litigation
  • We are subject to extensive governmental regulation, and we may be adversely affected if we fail to comply with applicable laws and regulations.
  • We depend on the ability of ticket holders to sell their tickets on the secondary market unencumbered.
  • Our processing of personal data and other sensitive information could give rise to liabilities as a result of governmental regulation, litigation, and conflicting legal requirements, including those relating to personal privacy, data security, and AI.
  • We may be adversely affected by unfavorable outcomes in legal proceedings in which we, ticket sellers, or our partners are or may in the future be involved.
  • Our business and industry may be adversely affected by unfavorable legislative outcomes.
  • Our business may be subject to sales tax and other indirect taxes in various jurisdictions.
  • Risks Related to Information Technology, Cybersecurity & Intellectual Property
  • We may be adversely affected by system interruptions and the lack of integration and redundancy in our and third-party information systems and infrastructure.
  • We may be adversely affected if our information technology systems, or those of third parties with whom we conduct business, are compromised.
  • We may be adversely affected if we are unable to adequately protect or enforce our IP rights.
  • We may face liability and costs for legal claims alleging that we infringe upon third-party IP rights.
  • Our payment system depends on third-party providers and is subject to risks that may adversely affect our business.
  • Risks Related to Our Indebtedness
  • Our credit facility imposes restrictions that limit management’s discretion in operating our business, which could impair our ability to satisfy our debt obligations.
  • We may be unable to generate sufficient cash flows and/or obtain additional financing when necessary or desirable.
  • Risks Related to the Ownership of Our Securities & Organizational Structure
  • The interests of our significant stockholders may conflict with those of us or our other stockholders.
  • Our principal assets are the equity interests in our subsidiaries, and we are accordingly dependent upon our subsidiaries’ cash flows to satisfy our obligations.
  • Risks Related to Being a Public Company
  • The market price and trading volume of our securities may be volatile.
  • We may be subject to securities class action litigation, which could adversely affect our business, financial condition, and results of operations.
  • We previously identified and remediated a material weakness in our ICFR, and we may identify additional material weaknesses in the future or otherwise fail to maintain an effective system of internal controls.
  • We are an EGC and an SRC, and our reliance on certain reporting requirement exemptions available to EGCs and/or SRCs could make our securities less attractive to investors.
  • We may not realize all of the expected benefits of the Corporate Simplification.
  • The issuance of new shares of Class A common stock, including upon the exercise of outstanding warrants, would increase the number of shares eligible for resale in the public market and dilute the ownership and voting power of our existing stockholders.
  • Securities analysts may not publish favorable, or any, research reports about us, which could adversely affect the market price or trading volume of our securities.
  • Provisions in our organizational documents may deter, delay, or prevent our acquisition by a third party.
  • The exclusive forum provisions of our Charter may discourage lawsuits against our directors and officers.

Sources

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