Banzai Reports Fourth Quarter and Full Year 2025 Financial Results
Full Year 2025 Revenue of $12.2 Million, up 169% from 2024
Revenue of $2.8 Million for Q4 2025, up 116% from Q4 2024
Gross Profit of $2.3 Million for Q4 2025, a 148% increase from Q4 2024; Gross Margin Expanded to 81.9% in Q4 2025, a 1,061 BPS Increase
Reaches Deal to Acquire Assets of ConnectAndSell, a Profitable Company, More Than Doubling Annual Revenue and Expanding AI Platform Capabilities
Management to Host Fourth Quarter and Full Year 2025 Results Conference Call Today, Tuesday, March 31, 2026 at 4:30 p.m. Eastern Time
SEATTLE, March 31, 2026 (GLOBE NEWSWIRE) -- Banzai International, Inc. (NASDAQ: BNZI) (“Banzai” or the “Company”), a leading AI-powered sales & marketing technology company, today reported financial results for the fourth quarter and full year ended December 31, 2025.
Fourth Quarter 2025 and Subsequent Key Financial & Operational Highlights
Revenue of $2.8 million for Q4 2025, an increase of 116% over Q4 2024.
Gross profit of $2.3 million for Q4 2025, an increase of 148% over Q4 2024. Gross margin expanded to 81.9% compared to 71.3% in Q4 2024.
Q4 2025 Net Loss improved to ($5.0) million, compared to ($7.9) million in Q4 2024.
Q4 2025 Adjusted EBITDA Loss improved to ($1.6) million, compared to ($1.7) million in Q4 2024.
FY 2025 Revenue of $12.2 million, up 169% from FY 2024.
FY 2025 Gross profit of $10.0 million for FY 2025, up 221% from FY 2024. Gross margin was 82.0% compared to 68.6% in FY 2024.
FY 2025 Net Loss improved 29% to ($22.5) million, compared to ($31.5) million in FY 2024.
FY 2025 Adjusted EBITDA Loss was ($7.3) million, compared to ($6.5) million in FY 2024.
Cash balance was $0.3 million as of December 31, 2025.
Reduced debt by $3.8 million compared to the quarter ended September 30, 2025.
Stockholder’s Equity increased to $8.1 million as of December 31, 2025, an increase of $10.8 million, compared to December 31, 2024.
Customer base includes over 150,000 total customers who have purchased or subscribed to Banzai products as of December 31, 2025.
Signed a Letter of Intent to acquire assets of ConnectAndSell, a profitable company, more than doubling annual revenue and expanding AI Platform capabilities
ConnectAndSell is a leading AI Sales Acceleration Platform serving B2B organizations across the healthcare, financial services and technology industries.
ConnectAndSell attained revenue of $14.7 million in FY2025 on an unaudited basis.
ConnectAndSell gross margins were 86% in FY2025 on an unaudited basis.
Proposed acquisition strengthens Banzai’s Marketing and Sales Software Platform with established revenue-generating business.
Transaction is expected to close in the second quarter of 2026.
Acquired the assets of privately held Superblocks, an Agentic AI platform for developing and hosting launch-ready websites and landing pages.
Executed a payoff and debt conversion agreement for outstanding senior secured debt, totaling approximately $4.8 million, and announced an institutional investor increased a direct equity stake to 18.7% following the exercise of warrants. We believe both of these decisions demonstrate a strong vote of confidence in Banzai’s long-term strategy.
“The fourth quarter and full year 2025 delivered strong revenue growth, expanded gross margins, and strengthened stockholders’ equity as we continued to broaden our product portfolio, including strategic acquisitions,” said Joe Davy, Founder and CEO of Banzai. “Revenue was $2.8 million in the fourth quarter, up 116 percent year over year, and full year 2025 revenue increased 169 percent from 2024 to $12.2 million, further validating our strategy of acquiring practical, revenue-generating software solutions that expand our value proposition to customers.
“Gross margin expanded to 81.9 percent in the fourth quarter, driven by the over 150,000 customers that have purchased or subscribed to Banzai products. Growth was fueled by a strong focus on mid-market and enterprise customers, along with a focus on customer retention and expansion.
“During the year, we worked to strengthen our balance sheet by retiring debt through cash payments and share conversions. Our efforts over time have resulted in debt repayments of $32.7 million since September 2024. In October, we completed a payoff and debt conversion agreement with a senior lender, totaling approximately $4.8 million.
“We have taken actions to manage our cost structure, resulting in substantial 2025 improvements in both net income and stockholders’ equity that will carry into subsequent years. Through the fourth quarter, stockholders’ equity improved by $10.8 million year over year, reaching a positive $8.1 million as of December 31, 2025, an all-time high.
“In November we acquired the assets of Superblocks, an agentic AI platform for developing and hosting websites and related web assets, as we rapidly advance our vision of building an AI platform for marketing and adds to our growing AI-powered platform. Building on our acquisition portfolio, we recently announced a proposed acquisition of ConnectAndSell, a sales acceleration software provider serving B2B organizations across healthcare, financial services, technology, and other industries. The acquisition would add sales acceleration capabilities to our platform, expand the ability to support customers across a broader portion of the revenue generation process, and strengthen our position as a provider of integrated marketing and sales technology solutions while creating meaningful cross-sell opportunities across both companies’ customer bases.
“Looking ahead, we are focused on building upon the foundation established in 2025 by deepening relationships with enterprise and mid-market customers and driving broader adoption across high-value verticals. We will continue investing in our AI capabilities to find new ways to deliver customer value. We believe these efforts will allow us to deliver long-term value for shareholders while supporting our customers’ evolving needs.
“We also maintain an active pipeline of potential acquisition opportunities across key industries where we have strong sector experience and can leverage our AI platform and experience to add value and strategic operational acceleration. Recent balance sheet improvements will enable new growth as we maintain operational discipline and the path to sustainable profitability,” concluded Davy.
Fourth Quarter 2025 Financial Results
Total revenue for the three months ended December 31, 2025, increased 116% to $2.8 million compared to the prior year quarter.
Total cost of revenue for the three months ended December 31, 2025, was $0.5 million, compared to $0.4 million in the prior year quarter, an increase of 36%. The increase was less than proportional to the revenue increase over the corresponding period, contributing to increased margins.
Gross profit for the three months ended December 31, 2025, was $2.3 million, compared to $0.9 million in the prior year quarter. Gross margin was 81.9% in the fourth quarter of 2025, compared to 71.3% in the fourth quarter of 2024.
Total operating expenses for the three months ended December 31, 2025, were $6.6 million, compared to $4.8 million in the prior year quarter. The increase in operating expenses was primarily due to the additions of OpenReel and Vidello and associated personnel, product, and operating costs.
Net loss for the three months ended December 31, 2025, improved by 36% to $5.0 million compared to $7.9 million in the prior year quarter.
Adjusted EBITDA Loss for the three months ending December 31, 2025, was ($1.6) million, compared to Adjusted EBITDA Loss of ($1.7) million for the prior year quarter.
Full Year 2025 Financial Results
Total revenue for the year ended December 31, 2025, increased 169% to $12.2 million, compared to the prior year period.
Total cost of revenue for the year ended December 31, 2025 was $2.2 million, compared to $1.4 million in the prior year, an increase of 54%.
Gross profit for the year ended December 31, 2025, was $10.0 million, compared to $3.1 million in the prior year period. Gross margin was 82.0% in the full year 2025, compared to 68.6% in the prior year period.
Total operating expenses for the year ended December 31, 2025, were $28.4 million, compared to $16.6 million in the prior year period. The increase in operating expenses was primarily due to the additions of OpenReel and Vidello and overall operating expenses.
Net loss for the year ended December 31, 2025, improved by $9.0 million to $22.5 million, compared to $31.5 million in the prior year period, a 29% improvement.
Adjusted EBITDA Loss for the year ended December 31, 2025, was ($7.3) million, compared to Adjusted EBITDA Loss of ($6.5) million for the prior year period.
Net cash used in operating activities for the year ended December 31, 2025, was $15.7 million, compared to $9.6 million for the year ended December 31, 2024.
Cash totaled $0.3 million as of December 31, 2025, compared to $1.1 million as of December 31, 2024. Subsequent to December 31, 2025, the Company issued shares under its ATM Agreement for net proceeds of approximately $1.3 million.
Fourth Quarter and Fiscal Year 2025 Results Conference Call
Banzai Founder & CEO Joe Davy and CFO Dean Ditto will host the conference call, followed by a question-and-answer session. The conference call will be accompanied by a presentation, which can be viewed during the webcast or accessed via the investor relations section of the Company’s website here.
To access the call, please use the following information:
Date: | Tuesday, March 31, 2026 |
Time: | 4:30 p.m. Eastern Time (1:30 p.m. Pacific Time) |
Webcast Registration: | Banzai Q4 & Fiscal Year 2025 Financial Results Conference Call |
A replay of the webcast and the presentation utilized during the call will be available in the Company’s investor relations section here.
Note About Non-GAAP Financial Measures
Adjusted EBITDA
In addition to our results determined in accordance with U.S. GAAP, we believe that Adjusted EBITDA, a non-GAAP measure as defined below, is useful in evaluating our operational performance distinct and apart from certain irregular, non-cash, and non-operational expenses. We use this information for ongoing evaluation of operations and for internal planning purposes. We believe that non-GAAP financial information, when taken collectively with results under GAAP, may be helpful to investors in assessing our operating performance and comparing our performance with competitors and other comparable companies.
Non-GAAP measures should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP. We endeavor to compensate for the limitation of Adjusted EBITDA, by also providing the most directly comparable GAAP measure, which is net loss, and a description of the reconciling items and adjustments to derive the non-GAAP measure.
Adjusted EBITDA should only be considered alongside results prepared in accordance with GAAP, including various cash-flow metrics, net income (loss) and our other GAAP results and financial performance measures.
Net Income/(Loss) to Adjusted EBITDA Reconciliation | ||||||||||||||||
| ||||||||||||||||
|
| Year Ended December 31, |
|
| Year-over-Year |
| ||||||||||
($ in Thousands) |
| 2025 |
|
| 2024 |
|
| $ |
|
| % |
| ||||
Net loss |
| $ | (22,494 | ) |
| $ | (31,513 | ) |
| $ | 9,019 |
|
|
| -28.6 | % |
Interest expense |
|
| 1,228 |
|
|
| — |
|
|
| — |
|
| nm |
| |
Interest income |
|
| (3 | ) |
|
| — |
|
|
| (3 | ) |
| nm |
| |
Interest expense – related party |
|
| 1,157 |
|
|
| 3,047 |
|
|
| (1,890 | ) |
|
| -62.0 | % |
Income tax expense |
|
| 61 |
|
|
| — |
|
|
| 61 |
|
| nm |
| |
Depreciation and amortization expense |
|
| 1,150 |
|
|
| 24 |
|
|
| 1,126 |
|
|
| 4691.7 | % |
Stock based compensation |
|
| 2,679 |
|
|
| 1,166 |
|
|
| 1,513 |
|
|
| 129.8 | % |
GEM commitment fee expense |
|
| — |
|
|
| 200 |
|
|
| (200 | ) |
| nm |
| |
Gain on extinguishment of liabilities |
|
| (4,489 | ) |
|
| (681 | ) |
|
| (3,808 | ) |
|
| 559.2 | % |
Gain on release of Vidello revenue holdback |
|
| (973 | ) |
|
| — |
|
|
| (973 | ) |
| nm |
| |
Loss on debt issuance |
|
| 444 |
|
|
| 653 |
|
|
| (209 | ) |
|
| -32.0 | % |
Loss on Private Placement Issuance |
|
| 4,874 |
|
|
| — |
|
|
| 4,874 |
|
| nm |
| |
Loss on issuance of term notes |
|
| 111 |
|
|
| — |
|
|
| 111 |
|
| nm |
| |
Loss on issuance of convertible bridge notes |
|
| 153 |
|
|
| — |
|
|
| 153 |
|
| nm |
| |
Loss on conversion and settlement of Alco promissory notes - related party |
|
| — |
|
|
| 4,809 |
|
|
| (4,809 | ) |
|
| -100.0 | % |
Loss on conversion and settlement of CP BF notes – related party |
|
| — |
|
|
| 6,529 |
|
|
| (6,529 | ) |
|
| -100.0 | % |
Loss on extinguishment of debt, net |
|
| 2,403 |
|
|
| 1,072 |
|
|
| 1,331 |
|
|
| 124.2 | % |
Change in fair value of warrant liability |
|
| (1,244 | ) |
|
| (626 | ) |
|
| (618 | ) |
|
| 98.7 | % |
Change in fair value of warrant liability – related party |
|
| (2 | ) |
|
| (573 | ) |
|
| 571 |
|
|
| -99.7 | % |
Change in fair value of bifurcated embedded derivative assets – related party |
|
| 54 |
|
|
| (51 | ) |
|
| 105 |
|
|
| -205.9 | % |
Change in fair value of convertible notes |
|
| (1,987 | ) |
|
| 693 |
|
|
| (2,680 | ) |
|
| -386.7 | % |
Change in fair value of term notes |
|
| 173 |
|
|
| 89 |
|
|
| 84 |
|
|
| 94.4 | % |
Change in fair value of convertible bridge notes |
|
| (46 | ) |
|
| (10 | ) |
|
| (36 | ) |
|
| 360.0 | % |
Yorkville prepayment premium expense |
|
| — |
|
|
| 81 |
|
|
| (81 | ) |
|
| -100.0 | % |
Loss on Yorkville SEPA advances |
|
| 974 |
|
|
| — |
|
|
| 974 |
|
| nm |
| |
Vidello earnout expense |
|
| 486 |
|
|
| — |
|
|
| 486 |
|
| nm |
| |
Failed acquisition costs |
|
| 1,382 |
|
|
| — |
|
|
| 1,382 |
|
| nm |
| |
Goodwill impairment |
|
| — |
|
|
| 2,725 |
|
|
| (2,725 | ) |
|
| -100.0 | % |
Other expense, net |
|
| (727 | ) |
|
| 88 |
|
|
| (815 | ) |
|
| -926.1 | % |
Transaction related expenses* |
|
| 7,369 |
|
|
| 5,772 |
|
|
| 1,597 |
|
|
| 27.7 | % |
Adjusted EBITDA |
| $ | (7,267 | ) |
| $ | (6,506 | ) |
| $ | (761 | ) |
|
| 11.7 | % |
About Banzai
Banzai is a marketing technology company that provides AI-enabled marketing and sales solutions for businesses of all sizes. On a mission to help their customers grow, Banzai enables companies of all sizes to target, engage, and measure both new and existing customers more effectively. Over 150,000 customers have purchased or subscribed to Banzai products, with an emphasis on the financial services, healthcare, and technology verticals, including RBC, Dell Technologies, Thermo Fisher Scientific, and Thinkific.. Learn more at www.banzai.io. For investors, please visit https://ir.banzai.io.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements often use words such as “believe,” “may,” “will,” “estimate,” “target,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “propose,” “plan,” “project,” “forecast,” “predict,” “potential,” “seek,” “future,” “outlook,” and similar variations and expressions. Forward-looking statements are those that do not relate strictly to historical or current facts. Examples of forward-looking statements may include, among others, statements regarding Banzai International, Inc.’s (the “Company’s”): future financial, business and operating performance and goals; annualized recurring revenue and customer retention; ongoing, future or ability to maintain or improve its financial position, cash flows, and liquidity and its expected financial needs; potential financing and ability to obtain financing; acquisition strategy and proposed acquisitions and, if completed, their potential success and financial contributions; strategy and strategic goals, including being able to capitalize on opportunities; expectations relating to the Company’s industry, outlook and market trends; total addressable market and serviceable addressable market and related projections; plans, strategies and expectations for retaining existing or acquiring new customers, increasing revenue and executing growth initiatives; and product areas of focus and additional products that may be sold in the future. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Forward-looking statements are not guarantees of future performance, and our actual results of operations, financial condition and liquidity and development of the industry in which the Company operates may differ materially from those made in or suggested by the forward-looking statements. Therefore, investors should not rely on any of these forward-looking statements. Factors that may cause actual results to differ materially include changes in the markets in which the Company operates, customer demand, the financial markets, economic, business and regulatory and other factors, such as the Company’s ability to execute on its strategy. More detailed information about risk factors can be found in the Company’s Annual Report on Form 10-K and the Company’s Quarterly Reports on Form 10-Q under the heading “Risk Factors,” and in other reports filed by the Company, including reports on Form 8-K. The Company does not undertake any duty to update forward-looking statements after the date of this press release.
Investor Relations
Chris Tyson
Executive Vice President
MZ Group - MZ North America
949-491-8235
BNZI@mzgroup.us
www.mzgroup.us
Media
Nancy Norton
Chief Legal Officer, Banzai
media@banzai.io
BANZAI INTERNATIONAL, INC. | ||||||||
| ||||||||
|
| As of December 31, |
| |||||
|
| 2025 |
|
| 2024 |
| ||
ASSETS |
|
|
|
|
|
| ||
Current assets: |
|
|
|
|
|
| ||
Cash |
| $ | 259,205 |
|
| $ | 1,087,497 |
|
Accounts receivable, net of allowance for credit losses of $41,341 and $24,210, respectively |
|
| 709,203 |
|
|
| 936,321 |
|
Prepaid expenses and other current assets |
|
| 445,089 |
|
|
| 643,674 |
|
Total current assets |
|
| 1,413,497 |
|
|
| 2,667,492 |
|
|
|
|
|
|
|
| ||
Property and equipment, net |
|
| 8,246 |
|
|
| 3,539 |
|
Intangible assets, net |
|
| 8,027,391 |
|
|
| 3,883,853 |
|
Goodwill |
|
| 21,991,721 |
|
|
| 18,972,475 |
|
Operating lease right-of-use assets |
|
| 55,871 |
|
|
| 72,565 |
|
Bifurcated embedded derivative asset – related party |
|
| 9,000 |
|
|
| 63,000 |
|
Deferred offering costs |
|
| 121,788 |
|
|
| — |
|
Other assets |
|
| 4,000 |
|
|
| 11,154 |
|
Total assets |
|
| 31,631,514 |
|
|
| 25,674,078 |
|
|
|
|
|
|
|
| ||
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) |
|
|
|
|
|
| ||
Current liabilities: |
|
|
|
|
|
| ||
Accounts payable |
|
| 2,494,451 |
|
|
| 7,782,746 |
|
Accrued expenses and other current liabilities |
|
| 4,353,943 |
|
|
| 3,891,018 |
|
Convertible notes – related party |
|
| 4,922,601 |
|
|
| 8,639,701 |
|
Convertible notes |
|
| — |
|
|
| 215,057 |
|
Convertible notes, carried at fair value |
|
| 1,856,000 |
|
|
| — |
|
Convertible notes (Yorkville) |
|
| 1,200,501 |
|
|
| — |
|
Notes payable, carried at fair value |
|
| 2,591,310 |
|
|
| 3,575,000 |
|
Warrant liability |
|
| 378 |
|
|
| 15,000 |
|
Warrant liability – related party |
|
| — |
|
|
| 2,300 |
|
Private placement warrant liability |
|
| 295,603 |
|
|
| — |
|
Earnout liability |
|
| 990,673 |
|
|
| 14,850 |
|
Due to related party |
|
| — |
|
|
| 167,118 |
|
Deferred revenue |
|
| 3,642,527 |
|
|
| 3,934,627 |
|
Operating lease liabilities, current |
|
| 22,823 |
|
|
| 22,731 |
|
Total current liabilities |
|
| 22,370,810 |
|
|
| 28,260,148 |
|
|
|
|
|
|
|
| ||
Deferred revenue, non-current |
|
| 93,726 |
|
|
| 117,643 |
|
Deferred tax liability |
|
| 1,078,055 |
|
|
| 10,115 |
|
Operating lease liabilities, non-current |
|
| 33,922 |
|
|
| 49,974 |
|
Total liabilities |
|
| 23,576,513 |
|
|
| 28,437,880 |
|
|
|
|
|
|
|
| ||
Commitments and contingencies (Note 15) |
|
|
|
|
|
| ||
|
|
|
|
|
|
| ||
Stockholders' equity (deficit): |
|
|
|
|
|
| ||
Common stock, $0.0001 par value, 275,000,000 (250,000,000 Class A and 25,000,000 Class B) shares authorized and 10,546,333 (10,315,219 Class A and 231,114 Class B) and 819,516 (588,402 Class A and 231,114 Class B) shares issued and outstanding at December 31, 2025 and 2024, respectively |
|
| 1,055 |
|
|
| 82 |
|
Preferred stock, $0.0001 par value, 75,000,000 shares authorized, 1 and 1 shares issued and outstanding at December 31, 2025 and 2024, respectively |
|
| — |
|
|
| — |
|
Additional paid-in capital |
|
| 108,911,110 |
|
|
| 75,515,829 |
|
Accumulated other comprehensive (loss) income |
|
| (85,377 | ) |
|
| — |
|
Accumulated deficit |
|
| (100,771,787 | ) |
|
| (78,279,713 | ) |
Stockholders' equity (deficit) |
|
| 8,055,001 |
|
|
| (2,763,802 | ) |
Total liabilities and stockholders' equity (deficit) |
| $ | 31,631,514 |
|
| $ | 25,674,078 |
|
BANZAI INTERNATIONAL, INC. | ||||||||
| ||||||||
|
| For the Years Ended December 31, | ||||||
|
| 2025 |
| 2024 | ||||
Operating income: |
|
|
|
|
|
| ||
Revenue |
| $ | 12,161,419 |
|
| $ | 4,527,879 |
|
Cost of revenue |
|
| 2,188,583 |
|
|
| 1,422,542 |
|
Gross profit |
|
| 9,972,836 |
|
|
| 3,105,337 |
|
|
|
|
|
|
|
| ||
Operating expenses: |
|
|
|
|
|
| ||
General and administrative expenses |
|
| 27,287,345 |
|
|
| 16,548,902 |
|
Depreciation and amortization expense |
|
| 1,150,471 |
|
|
| 24,179 |
|
Total operating expenses |
|
| 28,437,816 |
|
|
| 16,573,081 |
|
|
|
|
|
|
|
| ||
Operating loss |
|
| (18,464,980 | ) |
|
| (13,467,744 | ) |
|
|
|
|
|
|
| ||
Other expenses (income): |
|
|
|
|
|
| ||
GEM settlement fee expense |
|
| — |
|
|
| 200,000 |
|
Interest income |
|
| (2,955 | ) |
|
| (10 | ) |
Interest expense |
|
| 1,227,509 |
|
|
| — |
|
Interest expense – related party |
|
| 1,156,984 |
|
|
| 3,047,101 |
|
Gain on extinguishment of liabilities |
|
| (4,488,627 | ) |
|
| (680,762 | ) |
Gain on release of Vidello revenue holdback |
|
| (973,000 | ) |
|
| — |
|
Loss on debt issuance |
|
| 444,000 |
|
|
| 653,208 |
|
Loss on private placement issuance |
|
| 4,873,509 |
|
|
| — |
|
Loss on issuance of term notes |
|
| 110,500 |
|
|
| — |
|
Loss on issuance of convertible bridge notes |
|
| 152,826 |
|
|
| — |
|
Loss on conversion and settlement of Alco promissory notes – related party |
|
| — |
|
|
| 4,808,882 |
|
Loss on conversion and settlement of CP BF notes – related party |
|
| — |
|
|
| 6,529,402 |
|
Loss on extinguishment of debt, net |
|
| 2,402,732 |
|
|
| 1,071,563 |
|
Change in fair value of warrant liability |
|
| (1,243,528 | ) |
|
| (626,000 | ) |
Change in fair value of warrant liability – related party |
|
| (2,300 | ) |
|
| (572,700 | ) |
Change in fair value of bifurcated embedded derivative assets – related party |
|
| 54,000 |
|
|
| (51,000 | ) |
Change in fair value of convertible notes |
|
| (1,987,203 | ) |
|
| 693,000 |
|
Change in fair value of term notes |
|
| 173,055 |
|
|
| 88,588 |
|
Change in fair value of convertible bridge notes |
|
| (46,253 | ) |
|
| (10,176 | ) |
Yorkville prepayment premium expense |
|
| — |
|
|
| 80,760 |
|
Loss on Yorkville SEPA advances |
|
| 974,079 |
|
|
| — |
|
Vidello earnout expense |
|
| 485,720 |
|
|
| — |
|
Failed acquisition costs |
|
| 1,382,002 |
|
|
| — |
|
Goodwill impairment |
|
| — |
|
|
| 2,725,460 |
|
Other (income) expense, net |
|
| (726,572 | ) |
|
| 88,329 |
|
Total other expenses, net |
|
| 3,966,478 |
|
|
| 18,045,645 |
|
Loss before income taxes |
|
| (22,431,458 | ) |
|
| (31,513,389 | ) |
Income tax expense |
|
| 60,617 |
|
|
| — |
|
Net loss |
| $ | (22,492,075 | ) |
| $ | (31,513,389 | ) |
|
|
|
|
|
|
| ||
Deemed dividend - Series A and Series B warrant modification (net of tax) |
|
| — |
|
|
| (418,360 | ) |
|
|
|
|
|
|
| ||
Net loss attributable to common shareholders |
| $ | (22,492,075 | ) |
| $ | (31,095,029 | ) |
|
|
|
|
|
|
| ||
Net loss per share attributable to common shareholders |
|
|
|
|
|
| ||
Basic and diluted |
| $ | (5.95 | ) |
| $ | (69.75 | ) |
|
|
|
|
|
|
| ||
Weighted average common shares outstanding |
|
|
|
|
|
| ||
Basic and diluted |
|
| 3,782,998 |
|
|
| 445,817 |
|
BANZAI INTERNATIONAL, INC. | ||||||||
| ||||||||
|
| For the Years Ended December 31, | ||||||
|
| 2025 |
| 2024 | ||||
Cash flows from operating activities: |
|
|
|
|
|
| ||
Net loss |
| $ | (22,492,075 | ) |
| $ | (31,513,389 | ) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
| ||
Depreciation and amortization expense |
|
| 1,150,471 |
|
|
| 24,179 |
|
Provision for credit losses on accounts receivable |
|
| 17,131 |
|
|
| 18,462 |
|
Non-cash share issuance for marketing expenses |
|
| — |
|
|
| 245,252 |
|
Non-cash shares issued for consulting expenses |
|
| 974,261 |
|
|
| — |
|
Non-cash settlement of GEM commitment fee |
|
| — |
|
|
| 200,000 |
|
Discount at issuance on notes carried at fair value |
|
| 1,671,996 |
|
|
| 747,962 |
|
Non-cash share issuance for Yorkville redemption premium |
|
| — |
|
|
| 80,760 |
|
Non-cash interest expense |
|
| — |
|
|
| 1,532,475 |
|
Non-cash interest expense - related party |
|
| 1,177,033 |
|
|
| — |
|
Amortization of debt discount and issuance costs - related party |
|
| — |
|
|
| 1,393,785 |
|
Amortization of operating lease right-of-use assets |
|
| 16,694 |
|
|
| 137,717 |
|
Stock based compensation expense |
|
| 2,679,231 |
|
|
| 1,165,680 |
|
Gain on release of Vidello revenue holdback |
|
| (973,000 | ) |
|
| — |
|
Gain on extinguishment of liability |
|
| (4,488,627 | ) |
|
| (680,762 | ) |
Gain on release of due to related party |
|
| (67,118 | ) |
|
| — |
|
Loss on conversion and settlement of Alco promissory notes - related party |
|
| — |
|
|
| 4,808,882 |
|
Loss on conversion and settlement of CP BF notes - related party |
|
| — |
|
|
| 6,529,402 |
|
Loss on debt issuance |
|
| 444,000 |
|
|
| 653,208 |
|
Loss on issuance of term notes |
|
| 110,500 |
|
|
| — |
|
Loss on issuance of convertible bridge notes |
|
| 152,826 |
|
|
| — |
|
Loss on Private Placement Issuance |
|
| 4,873,509 |
|
|
| — |
|
Loss on extinguishment of debt, net |
|
| 2,402,732 |
|
|
| 1,071,563 |
|
Impairment loss |
|
| — |
|
|
| 2,725,460 |
|
Change in fair value of warrant liability |
|
| (1,243,528 | ) |
|
| (626,000 | ) |
Change in fair value of warrant liability - related party |
|
| (2,300 | ) |
|
| (572,700 | ) |
Change in fair value of bifurcated embedded derivative asset - related party |
|
| 54,000 |
|
|
| (51,000 | ) |
Change in fair value of convertible notes, carried at fair value |
|
| (1,987,203 | ) |
|
| 693,000 |
|
Change in fair value of convertible promissory notes |
|
| — |
|
|
| — |
|
Change in fair value of term notes |
|
| 173,055 |
|
|
| 88,588 |
|
Change in fair value of convertible bridge notes |
|
| (46,253 | ) |
|
| (10,176 | ) |
Changes in operating assets and liabilities: |
|
|
|
|
|
| ||
Accounts receivable |
|
| 209,987 |
|
|
| 15,828 |
|
Prepaid expenses and other current assets |
|
| 198,585 |
|
|
| 551,645 |
|
Other assets |
|
| 7,154 |
|
|
| 27,227 |
|
Accounts payable |
|
| (381,632 | ) |
|
| 1,012,281 |
|
Deferred revenue |
|
| (740,066 | ) |
|
| (6,315 | ) |
Accrued expenses |
|
| 110,421 |
|
|
| 498,051 |
|
Operating lease liabilities |
|
| (15,960 | ) |
|
| (237,607 | ) |
Earnout liability |
|
| 587,784 |
|
|
| (44,549 | ) |
Deferred revenue – long-term |
|
| (23,917 | ) |
|
| 10,573 |
|
Deferred tax liability |
|
| (256,310 | ) |
|
| 10,115 |
|
Other long-term liabilities |
|
| — |
|
|
| (75,000 | ) |
Net cash used in operating activities |
|
| (15,706,619 | ) |
|
| (9,575,403 | ) |
Cash flows from investing activities: |
|
|
|
|
|
| ||
Cash paid for acquisition of Vidello, net of cash acquired |
|
| (2,677,480 | ) |
|
| — |
|
Cash paid for asset acquisition of Superblocks |
|
| (1,500 | ) |
|
| — |
|
Cash acquired in acquisition of OpenReel |
|
| — |
|
|
| 82,219 |
|
Net cash provided by (used in) investing activities |
|
| (2,678,980 | ) |
|
| 82,219 |
|
Cash flows from financing activities: |
|
|
|
|
|
| ||
Payment of GEM commitment fee promissory note |
|
| (215,057 | ) |
|
| (1,200,000 | ) |
Payment of Vidello transition holdback |
|
| (500,000 | ) |
|
| — |
|
Repayment of convertible notes (Yorkville) |
|
| (4,514,664 | ) |
|
| (750,000 | ) |
Proceeds from related party advance |
|
| — |
|
|
| 100,000 |
|
Repayment of related party advance |
|
| (100,000 | ) |
|
| — |
|
Proceeds from term notes, net of issuance costs |
|
| 5,412,050 |
|
|
| 2,782,438 |
|
Repayment of term notes |
|
| (8,694,757 | ) |
|
| (1,939,583 | ) |
Repayments of private placement notes |
|
| (1,291,516 | ) |
|
| — |
|
Partial repayment of convertible notes - related party |
|
| (4,728,672 | ) |
|
| (283,315 | ) |
Proceeds from Yorkville redemption premium |
|
| — |
|
|
| 35,040 |
|
Proceeds from issuance of convertible notes, net of issuance costs |
|
| 9,975,654 |
|
|
| 2,602,000 |
|
Proceeds received for exercise of Pre-Funded warrants |
|
| — |
|
|
| 2,072 |
|
Proceeds from issuance of shares to Yorkville under the SEPA |
|
| 18,603,220 |
|
|
| 880,943 |
|
Proceeds from shares issued to Verista |
|
| 49,800 |
|
|
|
| |
Payment of deferred offering costs – ATM |
|
| (238,330 | ) |
|
| — |
|
Proceeds from issuance of common stock and pre-funded warrants under private placement |
|
| 329,996 |
|
|
| — |
|
Proceeds from issuance of common stock and warrants |
|
| 3,545,799 |
|
|
| 6,257,368 |
|
Net cash provided by financing activities |
|
| 17,633,523 |
|
|
| 8,486,963 |
|
Effect of exchange rate changes on cash and cash equivalents |
|
| (76,216 | ) |
|
| — |
|
Net decrease in cash |
|
| (828,292 | ) |
|
| (1,006,221 | ) |
Cash at beginning of period |
|
| 1,087,497 |
|
|
| 2,093,718 |
|
Cash at end of period |
| $ | 259,205 |
|
| $ | 1,087,497 |
|