8 unchanged sentences
The strength of the advertising market can fluctuate in response to the economic prospects of specific advertisers or industries, advertisers' spending priorities, and the economy in general.
−Removed: Over the past two years, macroeconomic factors including inflation, capital market disruptions and recession concerns have caused some advertisers to reduce or delay advertising expenditures.
+Added: In recent years, macroeconomic factors including inflation, capital market disruptions and recession concerns have caused some advertisers to reduce or delay advertising expenditures.
Recent developments in U.S.
8 unchanged sentences
We have a senior secured financing agreement (the "Credit Agreement") with a borrowing capacity of $60.0 million.
−Removed: As of June 30, 2025, we had outstanding borrowings totaling $44.8 million under the Credit Agreement.
+Added: As of September 30, 2025, we had outstanding borrowings totaling $44.7 million under the Credit Agreement.
Amounts outstanding under the Credit Agreement are made at the Adjusted Term SOFR rate or the Reference Rate (each as defined in the Credit Agreement) and bear interest at a rate per annum equal to (i) the Adjusted Term SOFR rate, subject to a 3.0% floor, plus an applicable margin of 7.0%, or (ii) the Reference Rate, subject to a 4.0% floor, plus an applicable margin of 6.0%.
−Removed: As of June 30, 2025, the applicable interest rate was 11.56%.
+Added: As of September 30, 2025, the applicable interest rate was 11.26%.
In addition, the Credit Agreement provides for an unused commitment fee equal to 1.0% per annum of the unused revolving commitments.
13 unchanged sentences
to restructure or refinance our debt (which we may be unable to do on acceptable terms or at all), dispose of assets or, potentially, enter into liquidation or bankruptcy.
+Added: The consummation of our proposed recapitalization transaction is subject to a number of conditions, some of which are outside of our control, and, if these conditions are not satisfied or waived on a timely basis, the transaction may not be completed.
+Added: On September 26, 2025, we entered into separate Stock Exchange Agreements (the "Exchange Agreements") with the holders of our Preferred Stock, pursuant to which, at the closing of the transactions contemplated thereby (the "Closing"), each holder will exchange the Preferred Stock currently owned by such holder for shares of Series C Preferred Stock and Common Stock.
+Added: If consummated, the proposed recapitalization transaction would result in the exchange and retirement of all shares of Preferred Stock, the elimination of related dividend rights, and a reduction in the holders' director designation rights, among other things.
+Added: We believe the transaction would improve alignment of interests across our stockholders, strengthen corporate governance, and provide us with increased financial flexibility to invest in our business.
+Added: The Closing is subject to various closing conditions, including approval by our stockholders.
+Added: We currently intend to hold a special meeting of stockholders in December 2025 to seek approval of the transaction and related matters and, if approved, to complete the Closing shortly thereafter.
+Added: If we are unable to obtain stockholder approval or satisfy other closing conditions, however, the Exchange Agreements may be terminated and the Closing may not occur.
+Added: In such case, we and our stockholders would not realize the expected benefits of the transaction, and our business and financial results could be harmed.
+Added: In addition, failure to complete the transaction could adversely affect our stock price, including to the extent that the current market price of our Common Stock is positively affected by a market assumption that the transaction will close.
+Added: Finally, any delay in completing the transaction could cause us not to realize some or all of the expected benefits and could materially increase our costs.
+Added: There can be no assurance that the conditions to Closing will be satisfied or that the transaction will be completed within the expected timeframe or at all.
Our outstanding securities and dividend obligations, the stock or securities that we may issue under existing or future agreements, and certain provisions of those securities, may cause immediate and substantial dilution to our existing stockholders.
Our existing stockholders have experienced and may continue to experience substantial dilution as a result of our obligations to issue shares of Common Stock.
−Removed: As of June 30, 2025, our Preferred Stock was convertible into an aggregate of 5,151,204 shares of Common Stock at the election of the holders.
+Added: As of September 30, 2025, our Preferred Stock was convertible into an aggregate of 5,251,758 shares of Common Stock at the election of the holders.
In addition, holders of Preferred Stock are entitled to a cumulative annual dividend at a rate of 7.5% per annum, subject to increase under certain circumstances.
3 unchanged sentences
As described above, however, our Credit Facility prohibits the payment of cash dividends on the Preferred Stock prior to April 1, 2026 and imposes certain limitations on cash dividends on and after that date.
−Removed: These restrictions make it more likely that we may become obligated to pay annual dividends on the Preferred Stock in the form of securities.
−Removed: As of June 30, 2025, accrued dividends for the Preferred Stock totaled $17.9 million.
−Removed: As of June 30, 2025, 99,266 shares of Common Stock were reserved for issuance pursuant to outstanding stock options under our equity incentive plans (including stock option awards we assumed in the Shareablee acquisition), 294,446 shares of Common Stock were reserved for issuance pursuant to outstanding restricted stock unit and deferred stock unit awards under our equity incentive plans and arrangements (including Shareablee plan awards and an employment inducement award we granted in 2021), and 2,761,946 shares of Common Stock were available for future equity awards under our 2018 Equity and Incentive Compensation Plan.
−Removed: On August 5, 2025, we announced that as part of an ongoing strategic review by our Board of Directors, Goldman Sachs & Co.
−Removed: LLC has been retained to advise on strategic and capital structure alternatives for the Company that could benefit our stockholders.
−Removed: The outcome of this review could result in our issuance of additional securities, including additional shares of Common Stock and/or other securities convertible into shares of Common Stock.
−Removed: The issuance of shares of Common Stock (i) upon the conversion of or payment of dividends on our Preferred Stock, (ii) pursuant to outstanding and future equity awards, (iii) in connection with our strategic review, or (iv) upon the conversion of other existing or future convertible securities, may result in substantial dilution to each of our stockholders by reducing that stockholder's percentage ownership of our outstanding Common Stock.
+Added: These restrictions make it more likely that we may become obligated to pay annual dividends on the Preferred Stock in the form of securities, particularly if the proposed recapitalization transaction is not approved and consummated.
+Added: As of September 30, 2025, accrued dividends for the Preferred Stock totaled $22.9 million.
+Added: As described above, the proposed recapitalization transaction would result in the exchange and retirement of all shares of Preferred Stock and the elimination of related dividend rights.
+Added: However, the transaction would also result in the issuance of 9,860,475 new shares of Common Stock and 12,670,863 shares of Series C Preferred Stock, which would be convertible into Common Stock at an initial rate of 1:1.
+Added: On an as-converted basis, assuming full conversion of the Series C Preferred Stock on a 1:1 basis without regard to limitations on conversion, the aggregate number of shares of Common Stock expected to be issued in the transaction represents approximately 81.8% of the total Common Stock on a post-closing basis.
+Added: As of September 30, 2025, 98,726 shares of Common Stock were reserved for issuance pursuant to outstanding stock options under our equity incentive plans (including stock option awards we assumed in the Shareablee acquisition), 383,196 shares of Common Stock were reserved for issuance pursuant to outstanding restricted stock unit and deferred stock unit awards under our equity incentive plans and arrangements (including Shareablee plan awards and an employment inducement award we granted in 2021), and 2,582,844 shares of Common Stock were available for future equity awards under our 2018 Equity and Incentive Compensation Plan.
+Added: The issuance of shares of Common Stock (i) upon the conversion of or payment of dividends on our Preferred Stock, (ii) in connection with the proposed recapitalization transaction, (iii) pursuant to outstanding and future equity awards, or (iv) upon the conversion of other existing or future convertible securities, may result in substantial dilution to each of our stockholders by reducing that stockholder's percentage ownership of our outstanding Common Stock.
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.