3 unchanged sentences
(in thousands, except share and per share figures)
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024 *
7 unchanged sentences
Intangible assets, net
−Removed: Operating lease right-of-use assets
+Added: Operating lease right-of-use assets, net
Other long-term assets
13 unchanged sentences
Stockholders' deficit:
−Removed: Convertible preferred stock, par value $ 0.01 , 20,000,000 shares authorized, no shares issued or outstanding at June 30, 2025 and December 31, 2024, respectively
−Removed: Common stock, par value $ 0.01 , 324,000,000 shares authorized, 177,515,227 and 177,464,827 issued, and 175,965,052 and 176,114,652 outstanding at June 30, 2025 and December 31, 2024, respectively
−Removed: Treasury stock at cost, 1,550,175 and 1,350,175 shares at June 30, 2025 and December 31, 2024, respectively
+Added: Convertible preferred stock, par value $ 0.01 , 20,000,000 shares authorized, no shares issued or outstanding at September 30, 2025 and December 31, 2024, respectively
+Added: Common stock, par value $ 0.01 , 324,000,000 shares authorized, 180,347,712 and 177,464,827 issued, and 178,440,337 and 176,114,652 outstanding at September 30, 2025 and December 31, 2024, respectively
+Added: Treasury stock at cost, 1,907,375 and 1,350,175 shares at September 30, 2025 and December 31, 2024, respectively
Additional paid-in capital
9 unchanged sentences
Three Months Ended
−Removed: Six Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: Nine Months Ended
+Added: September 30, 2025
+Added: September 30, 2024
+Added: September 30, 2025
+Added: September 30, 2024
Cost of revenue
General and administrative expenses
−Removed: Loss from operations
+Added: Income (loss) from operations
Financing and other expense:
26 unchanged sentences
Balance at June 30, 2025
+Added: Common stock issued to Centre Lane Partners
Treasury stock
+Added: Stock-based compensation
+Added: Adjustment from foreign currency translation, net
+Added: Balance at September 30, 2025
+Added: Treasury Stock
Additional Paid-in
7 unchanged sentences
Balance at March 31, 2024
−Removed: Common stock issued for services rendered
+Added: Common stock issued for options exercised
Stock-based compensation
1 unchanged sentence
Balance at June 30, 2024
+Added: Common stock issued for options exercised
+Added: Stock-based compensation
+Added: Adjustment from foreign currency translation, net
+Added: Balance at September 30, 2024
*Derived from audited consolidated financial statements.
4 unchanged sentences
(in thousands)
−Removed: For the Six Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: For the Nine Months Ended
+Added: September 30, 2025
+Added: September 30, 2024
Cash flows from operating activities:
7 unchanged sentences
Common stock issued for services rendered
+Added: Common stock issued to Centre Lane Partners
Provision for (recovery of) credit losses
15 unchanged sentences
Proceeds from stock option exercises
−Removed: Principal payments on finance lease liabilities
+Added: Principal payments on finance lease obligations
Repayment of principal on Centre Lane Senior Secured Credit Facility - related party
+Added: Repayment of principal on 10 % convertible promissory notes - related party
Net cash used in financing activities
11 unchanged sentences
Supplemental disclosure of non-cash investing and financing activities:
−Removed: Recognition of right-of-use assets and operating lease liabilities
+Added: Agency and exit fees to Centre Lane for debt financing
+Added: Annual administration fee to Centre Lane for debt financing
See accompanying notes to unaudited consolidated financial statements.
1 unchanged sentence
NOTES TO CONSOLID ATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
+Added: September 30, 2025
NOTE 1 – DESCRIPTION OF BUSINESS AND DEVELOPMENTS
31 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
+Added: September 30, 2025
The Company generates revenue through:
8 unchanged sentences
All significant intercompany balances and transactions have been eliminated in consolidation.
−Removed: The accompanying unaudited consolidated financial statements for the three and six months ended June 30, 2025 and 2024, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in accordance with rules and regulations of the U.S.
+Added: The accompanying unaudited consolidated financial statements for the three and nine months ended September 30, 2025 and 2024, have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in accordance with rules and regulations of the U.S.
Securities and Exchange Commission (“SEC”) regarding interim financial reporting.
5 unchanged sentences
Going Concern and Liquidity
−Removed: Historically, the Company has incurred losses, which have resulted in an accumulated deficit of approximately $ 174.2 million as of June 30, 2025.
−Removed: Cash flows provided by (used in) operating activities were $ 1.2 million and $( 385,000 ) for the six months ended June 30, 2025 and 2024, respectively.
−Removed: As of June 30, 2025, the Company had approximately a $ 17.3 million working capital deficit, inclusive of $ 1.7 million in cash and cash equivalents and $ 1.9 million in restricted cash.
+Added: Historically, the Company has incurred losses, which have resulted in an accumulated deficit of approximately $ 177.0 million as of September 30, 2025.
+Added: Cash flows provided by (used in) operating activities were $ 347,000 an d $( 451,000 ) for the nine months ended September 30, 2025 and 2024, respectively.
+Added: As of September 30, 2025, the Company had approximately a $ 17.3 million working capital deficit, inclusive of $ 553,000 in cash and cash equivalents and $ 1.9 million in restricted cash.
The Company’s ability to continue as a going concern is dependent upon its ability to meet its liquidity needs through a combination of factors.
8 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
+Added: September 30, 2025
Cash and Cash Equivalents
1 unchanged sentence
The Company maintains its cash with various commercial banks in the United States, and other foreign countries in which the Company operates.
−Removed: As of June 30, 2025 and December 31, 2024 , the Company exceeded the federally insured limit of $ 250,000 for interest and non-interest-bearing accounts.
−Removed: The Company held a cash balance with a single financial institution in excess of the Federal Deposit Insurance Corporation ("FDIC") insured limit in the amount of $ 1.4 million as of June 30, 2025, and $ 2.3 million as of December 31, 2024.
−Removed: As of June 30, 2025 and December 31, 2024 , the Company did not exceed the insurance limit of $ 29,000 for its international bank accounts.
+Added: As of September 30, 2025 and December 31, 2024 , the Company exceeded the federally insured limit of $ 250,000 for interest and non-interest-bearing accounts.
+Added: The Company held a cash balance with a single financial institution in excess of the Federal Deposit Insurance Corporation ("FDIC") insured limit in the amount of $ 249,000 as of September 30, 2025, and $ 2.3 million as of December 31, 2024.
+Added: As of September 30, 2025 and December 31, 2024, the Company did not exceed the insurance limit of $ 31,000 for its international bank accounts.
Any loss incurred or a lack of access to such funds could have a significant adverse effect on the Company's financial condition, results of operations, and cash flows.
−Removed: At June 30, 2025, and December 31, 2024, the Company had $ 1.7 million and $ 2.5 million , respectively, in cash and cash equivalents.
+Added: At September 30, 2025, and December 31, 2024, the Company had $ 553,000 and $ 2.5 million , respectively, in cash and cash equivalents.
Restricted Cash
1 unchanged sentence
The Company reports restricted cash as a separate line item in the consolidated balance sheets.
−Removed: At June 30, 2025 and December 31, 2024, the Company had $ 1.9 million in restricted cash for both periods, which is designated specifically for settlement of a legal judgment.
+Added: At September 30, 2025 and December 31, 2024, the Company had $ 1.9 million in restricted cash for both periods, which is designated specifically for settlement of a legal judgment.
See Note 16, Commitments and Contingencies, to the unaudited consolidated financial statements.
Off-balance Sheet Arrangements
−Removed: There were no off-balance sheet arrangements as of June 30, 2025 and December 31, 2024 .
+Added: There were no off-balance sheet arrangements as of September 30, 2025 and December 31, 2024 .
Use of Estimates
3 unchanged sentences
Our consolidated financial statements would be affected to the extent there are material differences between these estimates and actual results.
−Removed: Significant estimates included in the accompanying consolidated financial statements include, valuation of goodwill and intangible assets, allowance for current expected credit losses, percentage of completion for revenue recognition, estimates of amortization period for intangible assets, estimates of depreciation period for property and equipment, discount rates used in the valuation of right-of-use assets and lease liabilities, litigation reserves, the valuation of equity-based transactions, valuation of the Centre Lane Senior Secured Facility carrying value regarding debt modification or extinguishment, and the valuation allowance on deferred tax assets.
+Added: Significant estimates included in the accompanying consolidated financial statements include, valuation of goodwill and intangible assets, allowance for current expected credit losses, percentage of completion for revenue recognition, estimates of amortization period for intangible assets, estimates of depreciation period for property and equipment, discount rates used in the valuation of right-of-use assets and lease liabilities, litigation reserves, the valuation of equity-based transactions, valuation of the Centre Lane Senior Secured Credit Facility carrying value regarding debt modification or extinguishment, and the valuation allowance on deferred tax assets.
While these estimates are based on our best knowledge of current events and actions that may affect us in the future, actual results may differ materially from these estimates.
6 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
+Added: September 30, 2025
Concentrations of Credit Risk
9 unchanged sentences
Three Months Ended
−Removed: Six Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: Nine Months Ended
+Added: September 30, 2025
+Added: September 30, 2024
+Added: September 30, 2025
+Added: September 30, 2024
Revenue Concentration
3 unchanged sentences
* Represents a customer revenue balance less than the 10% threshold.
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
10 unchanged sentences
The new standard was effective January 1, 2024 (early adoption was permitted, but not earlier than January 1, 2021).
−Removed: This standard did no t have an impact on our consolidated financial statements for the period ended June 30, 2025.
+Added: This standard did no t have an impact on our consolidated financial statements for the period ended September 30, 2025.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
For 2024 annual reporting, we adopted ASU No.
2 unchanged sentences
This new standard requires an enhanced disclosure of significant segment expenses on an annual and interim basis, effective for fiscal years beginning after December 15, 2024.
−Removed: The adoption of ASU 2023-07 did no t have a significant impact on our consolidated financial statements for the period ended June 30, 2025.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
+Added: The adoption of ASU 2023-07 did no t have a significant impact on our consolidated financial statements for the period ended September 30, 2025 .
+Added: Consistent with ASC 280, our Chief Financial Officer reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance.
+Added: Our components are digital publishing, advertising technology, consumer insights, creative services, and media services.
+Added: There are no segment managers who are held accountable by the Chief Financial Officer, or anyone else, for operations, operating results and planning for levels or components below the consolidated unit level.
+Added: Accordingly, we determined we have one operating and reportable segment.
+Added: Accounting Pronouncements Not Yet Adopted
In December 2023, the FASB issued ASU No.
2 unchanged sentences
It also includes certain other amendments to improve the effectiveness of income tax disclosures.
−Removed: The adoption of ASU 2023-09 did no t have a significant impact on our consolidated financial statements for the period ended June 30, 2025.
−Removed: Accounting Pronouncements Not Yet Adopted
+Added: This guidance is effective for our Annual Report on Form 10-K for the year ended December 31, 2025.
+Added: The guidance should be applied on a prospective application, with retrospective application permitted.
+Added: We are evaluating the effect that this guidance will have on our consolidated financial statements and related disclosures.
+Added: In July 2024, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326):
+Added: Measurement of Credit Losses for Accounts Receivable and Contract Assets .
+Added: When applying the current expected credit loss model to current accounts receivable and contract assets arising from transactions accounted for under ASC 606, this standard provides a practical expedient that assumes that current conditions as of the balance sheet date do not change for the remaining life of the asset.
+Added: Entities are required to disclose whether they have elected the practical expedient and should be applied prospectively.
+Added: This guidance is effective for our Annual Report on Form 10-K for the year ended December 31, 2025.
+Added: We are evaluating the effect that this guidance will have on our consolidated financial statements and related disclosures.
In November 2024, and as amended in January 2025, the FASB issued ASU No.
5 unchanged sentences
We are evaluating the effect that this guidance will have on our consolidated financial statements and related disclosures.
+Added: In September 2025, the FASB issued ASU No.
+Added: 2025-06, Intangibles - Goodwill and Other Internal-Use Software (Subtopic 350-40):
+Added: Targeted Improvements to the Accounting for Internal-Use Software .
+Added: This update provides revised guidance aimed at refining how costs related to internal-use software are accounted for.
+Added: The update removes the concept of distinct project phases and requires that capitalization of software costs begins when management authorizes and commits to funding a computer software project, and when there is a high likelihood the project will be completed and the software will be used to perform the function as intended.
+Added: When assessing whether completion is probable, entities must carefully consider any substantial uncertainties in development.
+Added: In addition, the guidance introduces a requirement to disclose capitalized software costs as part of property and equipment.
+Added: The new standard will take effect in the first quarter of 2028, though early adoption is permitted at the start of any annual reporting period.
+Added: Entities may adopt the guidance using prospective application, retrospective application, or a modified transition approach.
+Added: We are evaluating the effect that this guidance will have on our consolidated financial statements and related disclosures.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
NOTE 3 – ACCOUNTS RECEIVABLE
Accounts receivable, net, consisted of the following:
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
6 unchanged sentences
Accounts receivable, net, at January 1, 2024 was $ 14.7 million.
−Removed: Expected credit losses (recoveries) were approximately $ 68,000 and $ 23,000 for the three months ended June 30, 2025 and 2024, respectively, and $ 79,000 and $( 14,000 ) for the six months ended June 30, 2025 and 2024 , respectively.
+Added: Expected credit losses (recoveries) were approximately $ 24,000 and $ 5,000 for the three months ended September 30, 2025 and 2024, respectively, and $ 103,000 and $( 9,000 ) for the nine months ended September 30, 2025 and 2024 , respectively.
These amounts are included in general and administrative expenses in the consolidated statements of operations and comprehensive loss.
1 unchanged sentence
Prepaid expenses and other assets consisted of the following:
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
7 unchanged sentences
Prepaid expenses and other current assets
−Removed: (1) - Includes approximat ely $ 94,000 and $ 291,000 which is being paid over a period of time and is included in accounts payable at June 30, 2025 and December 31, 2024 , respectively.
−Removed: (2) - Includes approximately $ 624,000 and $ 121,000 which is being pa id over a period of time and is included in accounts payable at June 30, 2025 and December 31, 2024 , respectively.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
+Added: (1) - Includes approximately $ 0 and $ 291,000 which is being paid over a period of time and is included in accounts payable at September 30, 2025 and December 31, 2024 , respectively.
+Added: (2) - Includes approximately $ 142,000 and $ 121,000 which is being paid over a period of time and is included in accounts payable at September 30, 2025 and December 31, 2024, respectively.
NOTE 5 – PROPERTY AND EQUIPMENT, NET
Property and equipment, net, consisted of the following:
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
4 unchanged sentences
Property and equipment, net
−Removed: Depreciation and amortization expense for the three months ended June 30, 2025 and 2024, was $ 15,000 and $ 35,000, res pectively, and $ 28,000 and $ 75,000 for the six months ended June 30, 2025 and 2024 , respectively.
+Added: Depreciation and amortization expense for the three months ended September 30, 2025 and 2024, was $ 11,000 and $ 36,000 , respectively, and $ 39,000 and $ 111,000 for the nine months ended September 30, 2025 and 2024 , respectively.
The amounts are included in general and administrative expenses in the consolidated statements of operations and comprehensive loss.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
NOTE 6 – INTANGIBLE ASSETS, NET
Website acquisitions, net, consisted of the following:
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
5 unchanged sentences
Other intangible assets, net, consisted of the following:
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
4 unchanged sentences
Other intangible assets, net
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
2 unchanged sentences
Intangible assets, net
−Removed: Amortization expense for the three months ended June 30, 2025 and 2024 was approximately $ 485,000 and $ 481,000 respectively, and $ 970,000 and $ 962,000 for the six months ended June 30, 2025 and 2024, respectively.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
−Removed: As of June 30, 2025, expected remaining amortization expense of intangible assets and website acquisition by fiscal year is as follows:
+Added: Amortization expense for the three months ended September 30, 2025 and 2024 was approximately $ 446,000 and $ 480,000, respectively, and $ 1.4 million and $ 1.4 million for the nine months ended September 30, 2025 and 2024, respectively.
+Added: As of September 30, 2025, expected remaining amortization expense of intangible assets and website acquisition by fiscal year is as follows (in thousands):
Remainder of 2025
Total expected amortization expense
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
NOTE 7 – GOODWILL
−Removed: The following table represents the allocation of goodwill as of June 30, 2025, and December 31, 2024:
+Added: The following table represents the allocation of goodwill as of September 30, 2025, and December 31, 2024:
Owned & Operated
1 unchanged sentence
December 31, 2024
−Removed: June 30, 2025
+Added: September 30, 2025
We allocate goodwill to reporting units based on the expected benefit and synergies with our current reporting units.
4 unchanged sentences
During the year ended December 31, 2024 , an impairment assessment was performed on goodwill for the Ad Network, Owned & Operated and Insights reporting units.
−Removed: The assessment used a qualitative assessment, including consideration of the economic, industry and market conditions in addition to the overall financial performance of the Company and these assets.
−Removed: Our qualitative assessment concluded that it was more likely than not that the estimated fair value of the Ad Network, Owned & Operated and Insights reporting units exceeds their carrying amounts.
+Added: The assessment used a quantitative assessment, including consideration of the economic, industry and market conditions in addition to the overall financial performance of the Company and these assets.
+Added: Our quantitative assessment concluded that it was more likely than not that the estimated fair value of the Ad Network, Owned & Operated and Insights reporting units exceeds their carrying amounts.
Since the assets are considered recoverable, no impairment charge was recognized for the year ended December 31, 2024.
−Removed: There was no triggering event or impairment for the six months ended June 30, 2025 .
+Added: There was no triggering event or impairment for the nine months ended September 30, 2025 .
NOTE 8 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES
Accounts payable and accrued expenses consisted of the following:
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
6 unchanged sentences
Total accounts payable and accrued expenses
−Removed: (1) - Accounts payable includes $ 5.4 million and $ 5.2 million at June 30, 2025 and December 31, 2024 , respectively, for Slutzky & Winshman Ltd.
+Added: (1) - Accounts payable includes $ 5.4 million and $ 5.2 million at September 30, 2025 and December 31, 2024 , respectively, for Slutzky & Winshman Ltd.
and Mediahouse Inc., whose operations were terminated during the year ended December 31, 2023.
+Added: Accounts payable includes $ 299,000 and $ 266,000 at September 30, 2025 and December 31, 2024 , respectively, for Wild Sky Media, Ltd., whose operations were terminated during the year ended December 31, 2024.
BRIGHT MOUNTAIN MEDIA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
+Added: September 30, 2025
NOTE 9 – OTHER CURRENT LIABILITIES
Other current liabilities consisted of the following:
−Removed: June 30, 2025
+Added: September 30, 2025
December 31, 2024
(in thousands)
−Removed: Current portion of long-term lease
+Added: Current portion of long-term operating and financing leases
Dividend payable
12 unchanged sentences
Additional Draws
−Removed: As of June 30, 2025, Centre Lane Partners had loaned the Company an additional $ 39.9 million through Amendments One through Eight (the “Second Out Loans”), Amendments Nine through Sixteen and Nineteen (the “First Out Loans”), and Amendments Seventeen, Twenty-One, and Twenty-Two (the “Third Out Loans”) to provide liquidity to fund operations.
+Added: As of September 30, 2025, Centre Lane Partners had loaned the Company an additional $ 39.9 million through Amendments One through Eight (the “Second Out Loans”), Amendments Nine through Sixteen and Nineteen (the “First Out Loans”), and Amendments Seventeen and Twenty-One (the “Third Out Loans”) to provide liquidity to fund operations.
+Added: The Nineteenth Amendment Term Loan had a maturity date of December 31, 2024 , and the loan balance was repaid.
The Centre Lane Senior Secured Credit Facility has been determined to qualify as a related party transaction as shares were issued to Centre Lane Partners as part of the transaction.
6 unchanged sentences
In connection with the Twenty-First Amendment, and as consideration therefore, the Company agreed to issue a number of shares of the common stock of the Company, par value $ 0.01 per share, equal to 2.5 % of the fully diluted pro forma ownership of the Company, or 5,001,991 shares of the common stock, to an affiliate of the Lenders.
−Removed: As of June 30, 2025, BV Agency, LLC, and Centre Lane Partners owned approximately 15.0 % and 8.6 % of the Company’s outstanding common stock, respectively.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
Optional Prepayment
2 unchanged sentences
However, partial or full prepayments of the Centre Lane Senior Secured Credit Facility is required in the event of certain future capital raises.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
Repayment of Loans
2 unchanged sentences
• Changing the Second Out Loans PIK rate to the Term Secured Overnight Financing Rate (" SOFR ") plus 3 % and the Second Out Loans cash interest rate to 2 %.
−Removed: At June 30, 2025 , the SOFR floor was 5.00 % per annum, thus the overall PIK rate on these facilities was 8.00 % ;
+Added: At September 30, 2025 , the SOFR floor was 5.00 % per annum, thus the overall PIK rate on these facilities was 8.00 % ;
• Changing the First Out Loans cash interest rate to the Term SOFR plus 2 %.
−Removed: The overall PIK rate on these facilities was 7.00 % at June 30, 2025;
+Added: The overall PIK rate on these facilities was 7.00 % at September 30, 2025;
• Changing the Third Out Loans PIK rate to 15 %;
• Adjusting the amortization of the Second Out Loans such that quarterly installments of 1 % of the aggregate principal amount (after giving effect to capitalized PIK interest) are paid for each quarter in 2025, and quarterly installments of 2 % of the aggregate principal amount (after giving effect to capitalized PIK interest) are paid thereafter until maturity;
−Removed: • Adjusting the amortization of the First Out Loans such that an installment of $ 700,000 was paid on March 31, 2025, and quarterly installments of $ 575,000 are paid thereafter until maturity.
−Removed: For the three and six months ended June 30, 2025, the Company paid approximately $ 2.0 million toward the principal loan balance.
−Removed: For the three and six months ended June 30, 2024 , the Company paid approximately $ 879,000 toward the principal loan balance.
−Removed: During the three and six months ended June 30, 2025, the Company paid approximately $ 532,000 toward outstanding interest payable.
−Removed: During the three and six months ended June 30, 2024 , the Company paid approximately $ 139,000 toward outstanding interest payable.
−Removed: The below table summarizes the loan balances at June 30, 2025, and December 31, 2024:
−Removed: June 30, 2025
+Added: • Adjusting the amortization of the First Out Loans such that an installment of $ 700,000 was paid on March 31, 2025, and quarterly installments of $ 575,000 were to be paid thereafter until maturity.
+Added: Effective September 30, 2025, the Company, the Lenders, and Centre Lane Partners entered into the Twenty-Third Amendment to the Credit Agreement, which applied the following adjustments to loans with outstanding payments due on September 30, 2025, including the following temporary modifications:
+Added: • Converting the First Out Loans cash interest due on September 30, 2025 to interest PIK;
+Added: • Reducing the First Out Loans amortization payment from $ 575,000 to $ 250,000 due on September 30, 2025, with the difference deferred to the maturity date of the First Out Loans, which is December 20, 2026 ;
+Added: • Incurring an amendment fee equal to 25 basis points of the First Out Loans, approximately $ 8,000 , which was added to the principal balance of the First Out Loans as of September 30, 2025;
+Added: • Converting the Second Out Loans cash interest due on September 30, 2025 to interest PIK;
+Added: • Deferring the Second Out Loans amortization payment due on September 30, 2025 to the maturity date of the Second Out Loans, which is December 20, 2026 ;
+Added: • Following the payments made on September 30, 2025, all loan terms, including cash interest and PIK rates, will revert to the terms established under the Twenty-Second Amendment.
+Added: Quarterly amortization payments will resume and become due commencing on December 31, 2025.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
+Added: Also in connection with the Twenty-Third Amendment, the Company agreed to issue a number of shares of the common stock of the Company, par value $ 0.01 per share, equal to 1.5 % of the fully-diluted pro forma ownership of the Company, or 2,832,485 shares of the common stock, to Centre Lane Partners.
+Added: As of September 30, 2025 , BV Agency, LLC, an affiliate of the lenders, and Centre Lane Partners owned approximately 14.8 % and 10.1 % of the Company’s outstanding common stock, respectively.
+Added: For the three and nine months ended September 30, 2025 , the Company paid approximately $ 250,000 and $ 2.3 million toward the principal loan balance, respectively.
+Added: For the three and nine months ended September 30, 2024 , the Company paid $ 0 and $ 879,000 toward the principal loan balance, respectively.
+Added: During the three and nine months ended September 30, 2025 , the Company paid approximately $ 0 and $ 532,000 toward outstanding interest payable, respectively.
+Added: During the three and nine months ended September 30, 2024 , the Company paid approximately $ 150,000 and $ 288,000 toward outstanding interest payable, respectively.
+Added: At December 31, 2025, the total amount of principal repayment and interest due is approximately $ 1.2 million.
+Added: At each of March 31, 2026, June 30, 2026, and September 30, 2026, the total amount of principal repayment and interest due is approximately $ 1.6 million.
+Added: At December 31, 2026, the balance of approximately $ 90.5 million is due.
+Added: The below table summarizes the loan balances at September 30, 2025, and December 31, 2024:
+Added: September 30, 2025
December 31, 2024
5 unchanged sentences
Outstanding principal
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
−Removed: The below table summarizes the movement in the outstanding principal during the six months ended June 30, 2025 and the year ended December 31, 2024:
−Removed: June 30, 2025
+Added: The below table summarizes the movement in the outstanding principal during the nine months ended September 30, 2025 and the year ended December 31, 2024:
+Added: September 30, 2025
December 31, 2024
7 unchanged sentences
The accumulated administrative fee since inception of the fa cility is $ 210,000 and is included in outstanding principal.
−Removed: The administrative fee charged during the three and six months ended June 30, 2025 and 2024 was $ 35,000 and $ 35,000 , respectively.
+Added: The administrative fee charged during the nine months ended September 30, 2025 and 2024 was $ 35,000 and $ 35,000 , respectively.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
Amendments to Centre Lane Senior Secured Credit Facility
2 unchanged sentences
In addition, as part of the transaction, there are exit fees (the "Exit Fees"), which are added and capitalized to the principal amount of the original loan.
−Removed: As of June 30, 2025, there were 22 amendments to the Credit Agreement.
+Added: As of September 30, 2025, there were 23 amendments to the Credit Agreement.
Consistent with FASB Accounting Standards Codification ("ASC") Topic 470, Debt (“ASC 470”), the Company is required to perform an analysis of the change in each amendment to determine whether the change is a modification or an extinguishment of debt.
7 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
−Removed: The below table summarizes the amendments that were executed by the Company from the inception of the facility to June 30, 2025 (in thousands, except for share data):
+Added: September 30, 2025
+Added: The below table summarizes the amendments that were executed by the Company from the inception of the facility to September 30, 2025 (in thousands, except for share data):
Amendment No.
2 unchanged sentences
Interest Rate
+Added: Amendment Fee
Common Stock Issued
4 unchanged sentences
Extinguishment
−Removed: a) - Added and capitalized to the principal amount of the original loan and the original loan terms apply.
−Removed: b) - The Centre Lane Senior Secured Credit Facility was amended to permit the Company to raise up to $ 6.0 million of total cash proceeds from the sale of its preferred stock prior to December 31, 2021, without having to make a mandatory prepayment of the loans.
−Removed: Additionally, the Company may issue up to $ 800,000 in dividends from the previous limit of $ 500,000 per annum.
−Removed: c) - New rates in effect in connection with Amendment 22.
−Removed: d) - New rates in effect in connection with Amendment 22.
−Removed: e) - Second Out Loans.
−Removed: f) - First Out Loans.
−Removed: g) - Third Out Loans.
−Removed: h) - There was no impact on principal or interest and no fees incurred by the Company as a result of Amendment 18 and Amendment 22, thus they are not included in the above table.
+Added: a) - New rates in effect in connection with Amendment Twenty-Two.
+Added: b) - Added and capitalized to the principal amount of the original loan.
+Added: c) - Second Out Loans.
+Added: d) - First Out Loans.
+Added: e) - Third Out Loans.
+Added: f) - There was no impact on principal or interest and no fees incurred by the Company under Amendments Eighteen and Twenty-Two, thus they are excluded from the table.
+Added: g) - There was no loan draw under Amendments Twenty and Twenty-Three, thus no interest rates were incurred.
+Added: Amendments Twenty and Twenty-Three adjusted the existing outstanding loan terms, thus the balances of the interest rate PIK and interest rate cash are 0.00 %.
Our debt financing arrangements, including long-term debt, expose us to counterparty credit risk as they are solely with a single related party lender.
1 unchanged sentence
No other financial institutions are involved in our debt obligations.
−Removed: As of June 30, 2025 and December 31, 2024, the carrying value of the Centre Lane Senior Secured Credit Facility was $ 78.5 million and $ 74.9 million , respectively, net of unamortized debt discount of $ 2.8 million and $ 4.0 million , respectively.
+Added: As of September 30, 2025 and December 31, 2024, the carrying value of the Centre Lane Senior Secured Credit Facility was $ 81.2 million and $ 74.9 million , respectively, net of unamortized debt discount of $ 2.3 million and $ 4.0 million , respectively.
The discount is being amortized over the remaining life of the Centre Lane Senior Secured Credit facility using the effective interest method.
−Removed: During the three and six months ended June 30, 2025, the Company recorded amortization of debt discount of $ 556,000 and $ 1.2 million , respectively, on the Centre Lane Senior Secured Credit Facility.
−Removed: Amortization of debt discount for the three and six months ended June 30, 2024, was $ 936,000 and $ 1.6 million , respectively.
+Added: During the three and nine months ended September 30, 2025, the Company recorded amortization of debt discount of $ 489,000 and $ 1.7 million , respectively, on the Centre Lane Senior Secured Credit Facility.
+Added: Amortization of debt discount for the three and nine months ended September 30, 2024, was $ 691,000 and $ 2.2 million , respectively.
BRIGHT MOUNTAIN MEDIA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
−Removed: Interest expense for the three and six months ended June 30, 2025 and 2024, consisted of the following:
+Added: September 30, 2025
+Added: Interest expense for the three and nine months ended September 30, 2025 and 2024, consisted of the following:
Three Months Ended
−Removed: Six Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: Nine Months Ended
+Added: September 30, 2025
+Added: September 30, 2024
+Added: September 30, 2025
+Added: September 30, 2024
(in thousands)
13 unchanged sentences
The Company has the option to renew the lease for one additional five-year term.
−Removed: At June 30, 2025 and December 31, 2024, the operating lease right-of-use asset was $ 215,000 and $ 253,000 , respectively, and is included under assets on the consolidated balance sheets.
−Removed: At June 30, 2025 and December 31, 2024, the operating lease right-of-use liability was $ 215,000 and $ 252,000, respectively, including the current portion of $ 87,000 and $ 79,000 , respectively, and is included under liabilities on the consolidated balance sheets.
+Added: At September 30, 2025 and December 31, 2024, the operating lease right-of-use asset was $ 195,000 and $ 253,000 , respectively, and is included under assets on the consolidated balance sheets.
+Added: At September 30, 2025 and December 31, 2024, the operating lease right-of-use liability was $ 182,000 and $ 252,000, respectively, including the current portion of $ 91,000 and $ 79,000 , respectively, and is included under liabilities on the consolidated balance sheets.
Over the lease term, the Company is required to amortize the operating lease asset and record interest expense on the lease liability created at lease commencement.
−Removed: Operating lease expense was approximately $ 46,000 and $ 39,000 for the three months ended June 30, 2025 and 2024, respectively.
−Removed: Operating lease expense was approximately $ 91,000 and $ 79,000 for the six months ended June 30, 2025 and 2024, respectively.
+Added: Operating lease expense was approximately $ 47,000 and $ 43,000 for the three months ended September 30, 2025 and 2024, respectively.
+Added: Operating lease expense was approximately $ 139,000 and $ 128,000 for the nine months ended September 30, 2025 and 2024, respectively.
The Company’s non-lease components are primarily related to property maintenance and other operating services, which vary based on future outcomes and are recognized in rent expense when incurred and not included in the measurement of the lease liability.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
Operating Lease Subleases
On April 14, 2024 and July 1, 2024, the Company entered into two sublease agreements for its Boca Raton corporate office suites.
−Removed: The subleases will continue for the remaining term on the initial lease agreement of three years with no option to extend.
+Added: The subleases continue for the remaining term on the initial lease agreement of three years with no option to extend.
The aggregate minimum annual rental income under the subleases is approximately $ 137,000 with 3 % escalations per annum.
−Removed: The Company retained the ability to use the address as its corporate office.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
−Removed: At June 30, 2025 and December 31, 2024, the operating lease subleases right-of-use liability was $ 12,000 , and is included as an offset to right-of-use assets within other non-current liabilities on the consolidated balance sheet.
−Removed: Operating lease sublease income was approximately $ 34,000 and $ 17,000 for the three months ended June 30, 2025 and 2024, respectively.
−Removed: Operating lease sublease income was approximately $ 68,000 and $ 17,000 for the six months ended June 30, 2025 and 2024, respectively.
+Added: The Company retains the ability to use the address as its corporate office.
+Added: At September 30, 2025 and December 31, 2024, the operating lease subleases right-of-use liability was $ 12,000 , and is included as an offset to right-of-use assets within other non-current liabilities on the consolidated balance sheet.
+Added: Operating lease sublease income was approximately $ 34,000 and $ 35,000 for the three months ended September 30, 2025 and 2024, respectively.
+Added: Operating lease sublease income was approximately $ 102,000 and $ 55,000 for the nine months ended September 30, 2025 and 2024, respectively.
Finance Lease
On October 1, 2023, the Company entered into a lease agreement for computer equipment with a lease term of three years .
−Removed: At June 30, 2025 and December 31, 2024, finance lease asset was $ 31,000 and $ 42,000 , respectively, and is included under assets on the consolidated balance sheets.
−Removed: At June 30, 2025 and December 31, 2024, finance lease liability was $ 31,000 and $ 42,000 , respectively, including the current portion of $ 24,000 and $ 22,000 , respectively, and is included under liabilities on the consolidated balance sheets.
−Removed: Finance lease expense for the three months ended June 30, 2025 was $ 7,300 , inclusive of interest of $ 1,900 and amortization of $ 5,400 , and $ 14,500 for the six months ended June 30, 2025, inclusive of interest of $ 4,000 and amortization of $ 10,500 .
−Removed: Finance lease expense for the three months ended June 30, 2024 was $ 7,000 , inclusive of interest of $ 3,000 and amortization of $ 4,000 , and $ 14,500 for the six months ended June 30, 2024 , inclusive of interest of $ 6,000 and amortization of $ 8,500 .
−Removed: As of June 30, 2025 and December 31, 2024, the asset and lease liability for the operating and finance lease are summarized as follows (in thousands):
−Removed: June 30, 2025
+Added: At September 30, 2025 and December 31, 2024, finance lease asset was $ 26,000 and $ 42,000 , respectively, and is included under assets on the consolidated balance sheets.
+Added: At September 30, 2025 and December 31, 2024, finance lease liability was $ 26,000 and $ 42,000 , respectively, including the current portion of $ 26,000 and $ 22,000 , respectively, and is included under liabilities on the consolidated balance sheets.
+Added: Finance lease expense for the three months ended September 30, 2025 was $ 7,300 , inclusive of interest of $ 1,600 and amortization of $ 5,700 , and $ 21,600 for the nine months ended September 30, 2025, inclusive of interest of $ 5,500 and amortization of $ 16,100 .
+Added: Finance lease expense for the three months ended September 30, 2024 was $ 7,200 , inclusive of interest of $ 2,600 and amortization of $ 4,600 , and $ 21,700 for the nine months ended September 30, 2024 , inclusive of interest of $ 8,600 and amortization of $ 13,100 .
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
+Added: As of September 30, 2025 and December 31, 2024, the asset and lease liability for the operating and finance lease are summarized as follows (in thousands):
+Added: September 30, 2025
December 31, 2024
18 unchanged sentences
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
+Added: September 30, 2025
NOTE 13 – REVENUE RECOGNITION
1 unchanged sentence
Three Months Ended
−Removed: Six Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: Nine Months Ended
+Added: September 30, 2025
+Added: September 30, 2024
+Added: September 30, 2025
+Added: September 30, 2024
(in thousands)
7 unchanged sentences
Revenue by geography is based on the country of the Company’s contracting entity.
−Removed: Total United States revenue was approximately 100 % of total revenue for the three months ended June 30, 2025 and 2024 and the six months ended June 30, 2025 and 2024, respectively.
−Removed: As of June 30, 2025, and December 31, 2024 , approximately 100 % of our long-lived assets, including websites and other intangible assets used in revenue generation, were attributable to operations in the United States.
+Added: Total United States revenue was approximately 100 % of total revenue for the three months ended September 30, 2025 and 2024 and the nine months ended September 30, 2025 and 2024, respectively.
+Added: As of September 30, 2025, and December 31, 2024 , approximately 100 % of our long-lived assets, including websites and other intangible assets used in revenue generation, were attributable to operations in the United States.
Deferred Revenue
−Removed: The movement in deferred revenue during the six months ended June 30, 2025 and the year ended December 31, 2024 comprised the following:
−Removed: June 30, 2025
+Added: The movement in deferred revenue during the nine months ended September 30, 2025 and the year ended December 31, 2024 comprised the following:
+Added: September 30, 2025
December 31, 2024
9 unchanged sentences
The 2022 Stock Option Plan has a term of 10 years and authorizes the issuance of up to 22,500,000 shares of the Company’s common stock.
−Removed: As of June 30, 2025 , 12,123,017 s hares were remaining under the Stock Option Plan for future issuance.
−Removed: As of June 30, 2025, options to purchase 10,376,983 shares of common stock were outstanding, in the aggregate, under the Company's 2013 Stock Option Plan, 2015 Stock Option Plan, 2019 Stock Option Plan, and the Stock Option Plan at a weighted-average exercise price of $ 0.10 per share.
+Added: As of September 30, 2025 , 12,283,017 s hares were remaining under the 2022 Stock Option Plan for future issuance.
+Added: As of September 30, 2025, options to purchase 10,216,983 shares of common stock were outstanding, in the aggregate, under the Company's 2013 Stock Option Plan, 2015 Stock Option Plan, 2019 Stock Option Plan, and the 2022 Stock Option Plan at a weighted-average exercise price of $ 0.10 per share.
No further grants can be made under any of the Company's stock option plans other than the 2022 Stock Option Plan.
−Removed: Compensation expense recorded in connection with the Stock Option Plan was $ 34,000 and $ 70,000 for the three months ended June 30, 2025 and 2024, respectively, and $ 71,000 and $ 135,000 for the six months ended June 30, 2025 and 2024, respectively.
−Removed: These amounts have been recognized as a component of general and administrative expenses in the accompanying consolidated financial statements.
BRIGHT MOUNTAIN MEDIA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
−Removed: The following table presents the activity of the Company’s outstanding common stock options for the six months ended June 30, 2025:
+Added: September 30, 2025
+Added: Compensation expense recorded in connection with the 2022 Stock Option Plan was $ 27,000 and $ 57,000 for the three months ended September 30, 2025 and 2024, respectively, and $ 98,000 and $ 191,000 for the nine months ended September 30, 2025 and 2024, respectively.
+Added: These amounts have been recognized as a component of general and administrative expenses in the accompanying consolidated financial statements.
+Added: The following table presents the activity of the Company’s outstanding common stock options for the nine months ended September 30, 2025:
Number of Options
4 unchanged sentences
Balance outstanding at December 31, 2024
−Removed: Balance outstanding at June 30, 2025
−Removed: Exercisable at June 30, 2025
−Removed: Unvested at June 30, 2025
−Removed: During the six months ended June 30, 2025, 400,000 options were issued.
−Removed: No options were issued during the same period of 2024.
−Removed: As of June 30, 2025, there were total unrecognized compensation costs related to non-vested share-based compensation arrangements of $ 145,000 to be recognized through July 2027.
+Added: Balance outstanding at September 30, 2025
+Added: Exercisable at September 30, 2025
+Added: Unvested at September 30, 2025
+Added: During the nine months ended September 30, 2025, 400,000 options were issued.
+Added: During the nine months ended September 30, 2024 , 219,673 options were issued.
+Added: As of September 30, 2025, there were total unrecognized compensation costs related to non-vested share-based compensation arrangements of $ 110,000 to be recognized through July 2027.
The Company estimates the fair value of share-based compensation utilizing the Black-Scholes option pricing model, which is dependent upon several variables such as the expected option term, expected volatility of our stock price over the expected option term, expected risk-free interest rate over the expected option term, expected dividend yield rate over the expected option term, and an estimate of expected forfeiture rates.
−Removed: The following table provides the weighted-average assumptions used in determining the fair value of the stock option awards for the six months ended June 30, 2025 and 2024:
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: The following table provides the weighted-average assumptions used in determining the fair value of the stock option awards for the nine months ended September 30, 2025 and 2024:
+Added: September 30, 2025
+Added: September 30, 2024
Expected life (years)
7 unchanged sentences
Treasury yields with terms equivalent to the expected term of the related option at the time of the grant.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
Dividend yield is based on historical trends.
1 unchanged sentence
The Company has elected to account for forfeitures as they occur.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
NOTE 15 – FAIR VALUE MEASUREMENTS
16 unchanged sentences
These assets include goodwill and intangible assets, net.
−Removed: The below table shows the quantitative information for assets measured at fair value on a non-recurring basis:
−Removed: Quantitative Information about Level 3 Fair Value Measurements
−Removed: Valuation Technique
−Removed: Unobservable Input
−Removed: (Weighted-Average Cost of Capital)
−Removed: (in thousands)
−Removed: Discounted cash flow
−Removed: Discount rate
−Removed: Intangible assets, net
−Removed: Discounted cash flow
−Removed: Discount rate
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
Goodwill and Intangibles Assets
2 unchanged sentences
We estimated the fair value of our reporting units utilizing an income approach (discounted cash flow method), which incorporated significant unobservable Level 3 inputs.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
During the year ended December 31, 2024 , an impairment assessment was performed on goodwill for the Ad Network, Owned & Operating and Insights reporting units.
−Removed: The assessment used a qualitative assessment, including consideration of the economic, industry and market conditions in addition to the overall financial performance of the Company and these assets.
−Removed: Our qualitative assessment concluded that it was more likely than not that the estimated fair value of the Ad Network, Owned & Operating and Insights reporting units exceeds its carrying amount.
+Added: The assessment used a quantitative assessment, including consideration of the economic, industry and market conditions in addition to the overall financial performance of the Company and these assets.
+Added: Our quantitative assessment concluded that it was more likely than not that the estimated fair value of the Ad Network, Owned & Operating and Insights reporting units exceeds its carrying amount.
Since the assets are considered recoverable, no impairment charge was recognized for the year ended December 31, 2024.
−Removed: There was no triggering event or impairment for the six months ended June 30, 2025.
+Added: There was no triggering event or impairment for the nine months ended September 30, 2025.
Centre Lane Senior Secured Credit Facility
3 unchanged sentences
The Company utilizes a third-party valuation company to calculate the present value of the cash flows under the terms of each new amendment and determines if it was substantially different by at least 10 % from the present value of the remaining cash flow of the original debt instrument.
−Removed: Amendment Twenty-Two was considered a modification.
+Added: Amendments Twenty-Two and Twenty-Three were considered modifications.
For further information on modifications and extinguishments, see the amendments table within Note 10, Centre Lane Senior Secured Credit Facility, to the consolidated financial statements.
7 unchanged sentences
The Company will then continue to monitor the matter for further developments that could affect the amount of any such accrued liability.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
On July 11, 2023, Ladenburg Thalmann & Co.
11 unchanged sentences
This motion was denied on January 30, 2025.
+Added: Also on December 26, 2024, the Company and its subsidiaries entered into the Twenty-First Amendment to the Credit Agreement with Centre Lane Partners for the purpose of securing a bond to stay execution of the judgment.
+Added: See Note 10, Centre Lane Senior Secured Credit Facility, to the consolidated financial statements.
+Added: The Company obtained the bond and a stay of execution of the judgment was granted on February 3, 2025.
On May 9, 2025, the Company appealed to the United States Court of Appeals for the Eleventh Circuit.
−Removed: Ladenburg filed a response on July 9, 2025.
−Removed: The Company has until August 29, 2025 to reply to the response.
−Removed: Upon our response, the matter will be fully briefed for the appellate court.
+Added: Ladenburg filed a response on July 9, 2025, and the Company accrued an additional $ 242,000 to cover fees related to this matter.
+Added: The Company replied to Ladenburg's response on August 29, 2025.
+Added: The matter is now fully briefed for the appellate court.
The outcome of this matter is not determinable as of the date of issuance of these consolidated financial statements.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
Other Litigation
16 unchanged sentences
The designations, rights and preferences of the Series F-1, Series F-2 and Series F-3 are identical, other than the dividend rate, liquidation preference and date of automatic conversion into shares of our common stock.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
Additional terms of the designations, rights and preferences of the Series F-1, Series F-2 and Series F-3 include:
7 unchanged sentences
• the shares are not redeemable by the Company.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
Other designations, rights and preferences of each series of preferred stock are identical, including:
4 unchanged sentences
Both the voluntary and automatic conversion formulas are subject to proportional adjustment in the event of stock splits, stock dividends and similar corporate events.
−Removed: There were no shares of preferred stock issued or outstanding at June 30, 2025, and December 31, 2024.
−Removed: At June 30, 2025 and December 31, 2024, there was an accrued unpaid preference dividend of $ 691,000 .
−Removed: This amount is payable to the Company's former Chairman, Mr.
+Added: There were no shares of preferred stock issued or outstanding at September 30, 2025, and December 31, 2024.
+Added: At September 30, 2025 and December 31, 2024, there was an accrued unpaid preference dividend of $ 691,000 .
+Added: This amount is payable to the Company's former Chairman of the Board, Mr.
Kip Speyer, and is included under other current liabilities in the consolidated balance sheets.
2 unchanged sentences
The 2022 Stock Option Plan has a term of 10 years and authorizes the issuance of up to 22,500,000 shares of the Company’s common stock.
−Removed: As of June 30, 2025, 12,123,017 shares were remaining under the 2022 Stock Option Plan for future issuance.
+Added: As of September 30, 2025, 12,283,017 shares were remaining under the 2022 Stock Option Plan for future issuance.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
Issue of Common Stock
−Removed: During the three and six months ended June 30, 2025, the Company issued shares of our common stock as follows (in thousands, except share data):
+Added: During the three and nine months ended September 30, 2025, the Company issued shares of our common stock as follows (in thousands, except share data):
Three Months Ended
−Removed: Six Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2025
+Added: Nine Months Ended
+Added: September 30, 2025
+Added: September 30, 2025
+Added: Common stock issued to Centre Lane related to debt financing
Common stock issued for options exercised
Shares of common stock issued, net
−Removed: During the three and six months ended June 30, 2024, the Company issued shares of our common stock as follows (in thousands, except share data):
+Added: During the three and nine months ended September 30, 2024, the Company issued shares of our common stock as follows (in thousands, except share data):
Three Months Ended
−Removed: Six Months Ended
−Removed: June 30, 2024
−Removed: June 30, 2024
+Added: Nine Months Ended
+Added: September 30, 2024
+Added: September 30, 2024
Common stock issued for options exercised
1 unchanged sentence
Shares of common stock issued, net
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
Treasury Stock
−Removed: During the six months ended June 30, 2025 , one shareholder relinquished 200,000 shares of the Company's common stock, which were acquired by the Company at no cost to the Company.
+Added: During the nine months ended September 30, 2025 , two shareholders relinquished 557,200 shares of the Company's common stock, which were acquired by the Company at no cost to the Company.
A total of 1,907,375 shares of the Company's common stock, with a value of $ 220,000 , are being held as Treasury Stock by the Company.
−Removed: At June 30, 2025 and December 31, 2024, we had 4,431,200 and 10,573,700 c ommon stock warrants outstanding to purchase shares of our common stock, respectively, with exercise prices ranging between $ 0.75 and $ 1.00 per share.
−Removed: Of the 4,431,200 common stock warrants outstanding at June 30, 2025, 4,256,200 will expire in 2025, and 175,000 will expire in 2030.
−Removed: Approximately 1,025,000 common stock warrants expired during the three and six months ended June 30, 2025, and 1,579,000 common stock warrants expired during the three and six months ended June 30, 2024.
−Removed: A summary of the Company’s warrants outstanding as of June 30, 2025 and December 31, 2024, is presented below.
−Removed: June 30, 2025
+Added: At September 30, 2025 and December 31, 2024, we had 175,000 and 10,573,700 c ommon stock warrants outstanding to purchase shares of our common stock, respectively, with exercise prices ranging between $ 0.75 and $ 1.00 per share.
+Added: Of the 175,000 common stock warrants outstanding at September 30, 2025, all 175,000 will expire in 2030.
+Added: Approximately 4,256,200 and 10,398,700 common stock warrants expired during the three and nine months ended September 30, 2025, respectively, and 660,720 and 3,153,470 common stock warrants expired during the three and nine months ended September 30, 2024, respectively.
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
+Added: A summary of the Company’s warrants outstanding as of September 30, 2025 and December 31, 2024, is presented below.
+Added: September 30, 2025
Exercise Price
1 unchanged sentence
Gross Cash Proceeds
−Removed: (if exercised)
+Added: (if exercised, in thousands)
December 31, 2024
2 unchanged sentences
Gross Cash Proceeds
−Removed: (if exercised)
+Added: (if exercised, in thousands)
NOTE 18 – LOSS PER SHARE
−Removed: As of June 30, 2025 and 2024, there were 177,515,227 and 172,445,836 shares of common stock issued, respectively, and 175,965,052 and 171,095,661 shares of common stock outstanding, respectively.
−Removed: Outstanding shares as of June 30, 2025 and 2024, have been adjusted to reflect 1,550,175 and 1,350,175 treasury shares, respectively.
+Added: As of September 30, 2025 and 2024, there were 180,347,712 and 172,462,836 shares of common stock issued, respectively, and 178,440,337 and 171,112,661 shares of common stock outstanding, respectively.
+Added: Outstanding shares as of September 30, 2025 and 2024, have been adjusted to reflect 1,907,375 and 1,350,175 treasury shares, respectively.
Basic net loss per share is computed by dividing the net earnings attributable to common shareholders by the weighted-average number of common shares outstanding during the period.
2 unchanged sentences
The dilutive effect, if any, of outstanding common share equivalents is reflected in diluted earnings per share by application of the treasury stock method, and if-converted method, as applicable.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
−Removed: The following tables reconcile actual basic and diluted earnings per share for the three and six months ended June 30, 2025 and 2024.
+Added: The following tables reconcile actual basic and diluted earnings per share for the three and nine months ended September 30, 2025 and 2024.
Three Months Ended
−Removed: Six Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: Nine Months Ended
+Added: September 30, 2025
+Added: September 30, 2024
+Added: September 30, 2025
+Added: September 30, 2024
(in thousands, except per share data)
1 unchanged sentence
Net loss per common share
−Removed: The anti-dilutive securities excluded from the weighted-average shares used to calculate the diluted net loss per common share for the three and six months ended June 30, 2025 and 2024 were as follows:
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: BRIGHT MOUNTAIN MEDIA, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: September 30, 2025
+Added: The anti-dilutive securities excluded from the weighted-average shares used to calculate the diluted net loss per common share for the three and nine months ended September 30, 2025 and 2024 were as follows:
+Added: September 30, 2025
+Added: September 30, 2024
Shares unvested and subject to exercise of stock options
3 unchanged sentences
Centre Lane Partners has provided, and continues to provide, funding to assist the Company with its liquidity needs through the Centre Lane Senior Secured Credit Facility.
−Removed: In connection with the Seventeenth Amendment, on April 20, 2023, the Company issued 21,401,993 shares of common stock of the Company to BV Agency, LLC, an entity beneficially owned by Centre Lane Partners.
−Removed: In connection with the Twenty-First Amendment, on December 26, 2024, the Company issued an additional 5,001,991 shares of common stock of the Company to BV Agency, LLC, an entity beneficially owned by Centre Lane Partners.
+Added: In connection with the Twenty-First Amendment, on December 26, 2024, the Company issued 5,001,991 shares of common stock of the Company to BV Agency, LLC, an entity beneficially owned by Centre Lane Partners.
+Added: In connection with the Twenty-Third Amendment, on September 30, 2025, the Company issued an additional 2,832,485 shares of common stock of the Company to Centre Lane Partners.
BV Agency, LLC, and Centre Lane Partners own approximately 14.8 % and 10.1 % of the Company’s outstanding common stock, respectively.
1 unchanged sentence
As a result, BV Agency, LLC, and Centre Lane Partners together are considered to be related parties of the Company.
−Removed: Through June 30, 2025, the Company has entered into 22 amendments to the Credit Agreement between itself and Centre Lane Partners.
−Removed: The total related party debt owed to Centre Lane Partners was $ 81.3 million and $ 78.8 million as of June 30, 2025 and December 31, 2024, respectively.
+Added: Through September 30, 2025, the Company has entered into 23 amendments to the Credit Agreement between itself and Centre Lane Partners.
+Added: The total related party debt owed to Centre Lane Partners was $ 83.6 million and $ 78.8 million as of September 30, 2025 and December 31, 2024, respectively.
See Note 10, Centre Lane Senior Secured Credit Facility, to the Company’s consolidated financial statements for details on this facility.
Preferred Stock
−Removed: At June 30, 2025 and December 31, 2024, there was an accrued unpaid preference dividend of $ 691,000 .
−Removed: This amount is payable to the Company's former Chairman, Mr.
−Removed: BRIGHT MOUNTAIN MEDIA, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: June 30, 2025
+Added: At September 30, 2025 and December 31, 2024, there was an accrued unpaid preference dividend of $ 691,000 .
+Added: This amount is payable to the Company's former Chairman of the Board, Mr.
NOTE 20 – INCOME TAXES
−Removed: The Company recorded a tax provision of $ 0 for the three and six months ended June 30, 2025 and 2024, due in large part to its expected tax losses for the period and maintained a full valuation allowance against its net deferred tax assets.
−Removed: At June 30, 2025 and December 31, 2024 , the Company had no unrecognized tax benefits or accrued interest and penalties recorded.
−Removed: No interest and penalties were recognized during the three and six months ended June 30, 2025 and 2024.
+Added: The Company recorded a tax provision of $ 0 for the three and nine months ended September 30, 2025 and 2024, due in large part to its expected tax losses for the period and maintained a full valuation allowance against its net deferred tax assets.
+Added: At September 30, 2025 and December 31, 2024 , the Company had no unrecognized tax benefits or accrued interest and penalties recorded.
+Added: No interest and penalties were recognized during the three and nine months ended September 30, 2025 and 2024.
On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") was signed into law.
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.