Press Release: Taboola Reports Strong Q2 2026 Financial Results, & Raises Full-Year Ex-TAC Gross Profit and Adjusted Ebitda Guidance

Dow Jones
Aug 05

NEW YORK, Aug. 05, 2026 (GLOBE NEWSWIRE) -- Taboola (Nasdaq: TBLA), a global leader in delivering performance at scale for advertisers, today announced its results for the second quarter ended June 30, 2026.

"We delivered another quarter beating our ex-TAC Gross Profit and Adjusted EBITDA guidance and raising our full-year guidance for both metrics," said Adam Singolda, CEO of Taboola. "With the momentum we're seeing with Realize, the addition of Fox News and other strategic wins, we are further strengthening our position as a leader in performance advertising and executing on our vision to build the leading platform for the Open Web."

Second Quarter 2026 Financial Results

(All comparisons are to the second quarter of 2025 unless otherwise noted.)

   -- Revenues of $476.8 million, an increase of 2.4%. 
 
   -- Gross Profit of $139.5 million, an increase of 2.9%. Ex-TAC Gross Profit 
      was $192.4 million, an increase of 11.8%. 
 
   -- Net Income was $4.3 million improved from a Net Loss of $(4.3) million. 
      Adjusted EBITDA was $55.5 million, up 22.8%. Adjusted EBITDA margins 
      expanded to 28.8% from 26.2%. 
 
   -- Cash Flow provided by operating activities of $31.3 million, compared to 
      $47.4 million. Free Cash Flow was $17.3 million, compared to $34.2 
      million. 

Third Quarter and Full Year 2026 Guidance

For the Third Quarter and Full Year 2026, the Company currently expects (dollars in millions):

 
                                 Q3 2026         FY 2026 
                                 Guidance        Guidance 
                                        Unaudited 
                              ------------------------------ 
                                  (dollars in millions) 
Revenues                        $460 - $473  $1,930 - $1,956 
Gross profit                    $148 - $152      $605 - $615 
ex-TAC Gross Profit*            $184 - $190      $772 - $783 
Adjusted EBITDA*              $51.5 - $56.5      $228 - $240 
Non-GAAP Net Income (Loss)*       $38 - $42      $168 - $176 
 
 

Although we provide guidance for Adjusted EBITDA and Non-GAAP Net Income (Loss), we are not able to provide guidance for projected net income (loss), the most directly comparable GAAP measure. Certain elements of net income (loss), including share-based compensation expenses are not predictable due to the high variability and difficulty of making accurate forecasts. As a result, it is impractical for us to provide guidance on net income (loss) or to reconcile our Adjusted EBITDA and Non-GAAP Net Income (Loss) guidance without unreasonable efforts. Consequently, no disclosure of projected net income (loss) is included. For the same reasons, we are unable to address the probable significance of the unavailable information.

Webcast & Conference Call

Taboola's senior management team will discuss the Company's earnings on a call that can be accessed via webcast at https://investors.taboola.com.

To access the call by phone, please go to this link: https://register-conf.media-server.com/register/BI9e7de4b306b347a4848f5087865fc7c2 to register at and you will be provided with dial in details. The webcast will be available for replay for one year, through the close of business on August 5, 2027.

*About Non-GAAP Financial Information

This press release includes ex-TAC Gross Profit, Adjusted EBITDA, Ratio of Adjusted EBITDA to ex-TAC Gross Profit, Free Cash Flow, Non-GAAP Net Income (Loss), which are non-GAAP financial measures. These non-GAAP financial measures are not measures of financial performance in accordance with GAAP and may exclude items that are significant in understanding and assessing the Company's financial results. Therefore, these measures should not be considered in isolation or as an alternative to revenues, gross profit, net income (loss), cash flows from operations or other measures of profitability, liquidity or performance under GAAP. You should be aware that the Company's presentation of these measures may not be comparable to similarly-titled measures used by other companies. The Company believes non-GAAP financial measures provide useful supplemental information to management and investors regarding future financial and business trends relating to the Company. The Company believes that the use of these measures provides an additional tool for investors to use in evaluating operating results and trends and in comparing the Company's financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. Non-GAAP financial measures are subject to inherent limitations because they reflect the exercise of judgments by management about which items are excluded or included in calculating them, which may vary from period to period. Please refer to the appendix at the end of this press release for reconciliations to the most directly comparable measures in accordance with GAAP.

Definitions

   -- Ex-TAC Gross Profit: Gross profit adjusted to add back other cost of 
      revenues and non-cash amortization of the Commercial agreement asset. We 
      add back (i) the non-cash amortization of the Commercial agreement asset 
      because it is unique primarily due to the issuance of equity rather than 
      cash and (ii) Publisher's prepayments write-off that are one time non 
      cash, such that ex-TAC Gross Profit includes solely direct cash 
      contribution components. 
 
   -- Adjusted EBITDA: Net income (loss) before finance income (expenses), net, 
      income tax expenses, depreciation and amortization and non-cash 
      amortization of the Commercial agreement asset, further adjusted to 
      exclude share-based compensation including Connexity holdback 
      compensation expenses and other noteworthy income and expense items such 
      as M&A costs and restructuring costs which may vary from 
      period-to-period. 
 
   -- Adjusted EBITDA margins: The ratio of Adjusted EBITDA to ex-TAC Gross 
      Profit as Adjusted EBITDA divided by ex-TAC Gross Profit. 

Note Regarding Forward-Looking Statements

Certain statements in this press release are forward-looking statements. Forward-looking statements generally relate to future events including future financial or operating performance of Taboola.com Ltd. (the "Company"). In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expect", "guidance", "intend", "will", "estimate", "anticipate", "believe", "predict", "target", "potential" or "continue", or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements.

These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by the Company and its management, are inherently uncertain. Uncertainties and risk factors that could affect the Company's future performance and cause results to differ from the forward-looking statements in this press release include, but are not limited to: the Company's ability to grow and manage growth profitably, maintain relationships with customers and retain its management and key employees; changes in applicable laws or regulations; the degree to which, or whether, Realize can achieve its intended performance objectives and attract, retain and grow advertisers and advertising spending; the Company's estimates of expenses and profitability and underlying assumptions with respect to accounting presentations and purchase price and other adjustments; the extent to which we will buyback any of our shares pursuant to authority granted by the Company's Board of Directors, which may depend upon market and economic conditions, other business opportunities and priorities, satisfying required conditions under the Israeli Companies Law and the Companies Regulations or other factors; the ability to attract new digital properties and advertisers; ability to meet minimum guarantee requirements in contracts with digital properties; intense competition in the digital advertising space, including with competitors who have significantly more resources; ability to grow and scale the Company's ad and content platform through new relationships with advertisers and digital properties; ability to secure high quality content from digital properties; ability to maintain relationships with current advertiser and digital property partners; ability to prioritize investments to improve profitability and free cash flow; ability to make continued investments in the Company's AI powered technology platform; the need to attract, train and retain highly-skilled technical workforce; changes in the regulation of, or market practice with respect to, "third party cookies" and its impact on digital advertising; continued engagement by users who interact with the Company's platform on various digital properties; reliance on a limited number of partners for a significant portion of the Company's revenue; changes in laws and regulations related to privacy, data protection, advertising regulation, competition and other areas related to digital advertising; ability to enforce, protect and maintain intellectual property rights; the potential or expected impact of tariffs on advertising spend, consumer and business sentiment, and the general economic environment; risks related to the fact that we are incorporated in Israel and governed by Israeli law; the potential impacts of the war in Israel to the Company's operations; and other risks and uncertainties set forth in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 under Part 1, Item 1A "Risk Factors" and in the Company's subsequent filings with the Securities and Exchange Commission. Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the

contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on these forward-looking statements, which speak only as of the date they were made. The Company undertakes no duty to update these forward-looking statements except as may be required by law.

Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on these forward-looking statements, which speak only as of the date they were made. The Company undertakes no duty to update these forward-looking statements except as may be required by law.

About Taboola

Taboola empowers businesses to grow through performance advertising technology that goes beyond search and social and delivers measurable outcomes at scale.

Taboola works with thousands of businesses who advertise directly on Realize, Taboola's powerful ad platform, reaching over 600 million daily active users across some of the best publishers in the world. Publishers like NBC News, Yahoo, and OEMs such as Samsung, Xiaomi and others use Taboola's technology to grow audience and revenue, enabling Realize to offer unique data, specialized algorithms, and unmatched scale.

Investor Contact:

Aadam Anwar

investors@taboola.com

Press Contact:

Dave Struzzi

press@taboola.com

 
 
CONSOLIDATED BALANCE SHEETS 
--------------------------- 
 

U.S. dollars in thousands, except share and per share data

 
                                                 June 30,    December 31, 
                                                   2026            2025 
                                                        Unaudited 
                                                -------------------------- 
ASSETS 
CURRENT ASSETS 
Cash and cash equivalents                       $  133,052   $     120,865 
Trade receivables (net of allowance for credit 
 losses of $15,227 and $13,889 as of June 30, 
 2026 and December 31, 2025, respectively) 
 (1)                                               316,740         360,166 
Prepaid expenses and other current assets           69,151          77,000 
                                                 ---------      ---------- 
Total current assets                               518,943         558,031 
                                                 ---------      ---------- 
NON-CURRENT ASSETS 
Long-term prepaid expenses                          10,205          15,116 
Commercial agreement asset                         262,129         270,248 
Restricted deposits                                  1,463           1,462 
Deferred tax assets, net                            20,422          20,624 
Operating lease right of use assets                 71,920          79,167 
Property and equipment, net                        104,758          95,335 
Intangible assets, net                               2,578          13,925 
Goodwill                                           555,931         555,931 
                                                 ---------      ---------- 
Total non-current assets                         1,029,406       1,051,808 
                                                 ---------      ---------- 
Total assets                                    $1,548,349   $   1,609,839 
                                                 ---------      ---------- 
 

(1) Includes related party trade receivables of $49,760 and $39,210, as of June 30, 2026 and December 31, 2025, respectively.

 
CONSOLIDATED BALANCE SHEETS 
--------------------------- 
 

U.S. dollars in thousands, except share and per share data

 
                                            June 30,      December 31, 
                                           -----------  ---------------- 
                                              2026            2025 
                                                     Unaudited 
                                           ----------------------------- 
LIABILITIES AND SHAREHOLDERS' EQUITY 
CURRENT LIABILITIES 
Trade payables (2)                         $  275,949    $    330,684 
Short-term operating lease liabilities         33,787          30,408 
Accrued expenses and other current 
 liabilities                                  159,204         159,874 
                                            ---------       --------- 
Total current liabilities                     468,940         520,966 
                                            ---------       --------- 
LONG-TERM LIABILITIES 
Revolving credit facility                      72,000         102,300 
Long-term operating lease liabilities          51,615          61,382 
Warrants liability                                 --             501 
Deferred tax liabilities, net                     561             628 
Other long-term liabilities                    17,240          16,867 
                                            ---------       --------- 
Total long-term liabilities                   141,416         181,678 
                                            ---------       --------- 
COMMITMENTS AND CONTINGENCIES (Note 10) 
SHAREHOLDERS' EQUITY 
Ordinary shares with no par value- 
Authorized: 700,000,000 as of June 30, 
2026 and December 31, 2025; 363,374,228 
and 341,610,237 shares issued, and 
251,850,218 and 246,330,707 shares 
outstanding as of June 30, 2026 and 
December 31, 2025, respectively                    --              -- 
Non-voting Ordinary shares with no par 
value - Authorized: 46,000,000 as of June 
30, 2026 and December 31, 2025; 
33,198,702 and 45,198,702 shares issued, 
and 18,039,644 and 30,039,644 shares 
outstanding as of June 30, 2026 and 
December 31, 2025, respectively                    --              -- 
Treasury Ordinary shares, at cost - 
 126,683,068 (111,524,010 Ordinary shares 
 and 15,159,058 Non-voting Ordinary 
 shares) and 110,438,588 (95,279,530 
 Ordinary shares and 15,159,058 
 Non-voting Ordinary shares) as of June 
 30, 2026 and December 31, 2025, 
 respectively                                (450,826)       (385,651) 
Additional paid-in capital                  1,435,861       1,404,248 
Accumulated other comprehensive income          1,511             534 
Accumulated deficit                           (48,553)       (111,936) 
                                            ---------       --------- 
Total shareholders' equity                    937,993         907,195 
                                            ---------       --------- 
Total liabilities and shareholders' 
 equity                                    $1,548,349    $  1,609,839 
                                            ---------       --------- 
 

(2) Includes related party trade payables of $72,723 and $70,950, as of June 30, 2026 and December 31, 2025, respectively.

 
CONSOLIDATED STATEMENTS OF INCOME (LOSS) 
---------------------------------------- 
 

U.S. dollars in thousands, except share and per share data

 
                        Three months ended              Six months ended 
                             June 30,                       June 30, 
                   ---------------------------- 
                       2026           2025           2026           2025 
                                                  ----------- 
                                            Unaudited 
                   ------------------------------------------------------------ 
Revenues (1)       $    476,826   $    465,474   $    943,221   $    892,967 
Cost of revenues: 
Traffic 
 acquisition cost 
 (2)                    300,705        297,423        603,084        577,220 
Other cost of 
 revenues                36,642         32,440         71,081         60,829 
                    -----------    -----------    -----------    ----------- 
Total cost of 
 revenues               337,347        329,863        674,165        638,049 
                    -----------    -----------    -----------    ----------- 
Gross profit            139,479        135,611        269,056        254,918 
                    -----------    -----------    -----------    ----------- 
Operating 
expenses: 
Research and 
 development, 
 net                     38,435         37,482         78,015         73,438 
Sales and 
 marketing               67,156         71,248        139,721        137,138 
General and 
 administrative          26,629         26,837         51,677         50,560 
Other income, net 
 (3)                         --             --        (77,000)            -- 
                    -----------    -----------    -----------    ----------- 
Total operating 
 expenses               132,220        135,567        192,413        261,136 
                    -----------    -----------    -----------    ----------- 
Operating profit 
 (loss)                   7,259             44         76,643         (6,218) 
Finance income 
 (expenses), net 
 (4)                         33         (2,491)          (212)        (6,991) 
                    -----------    -----------    -----------    ----------- 
Income (loss) 
 before income 
 taxes                    7,292         (2,447)        76,431        (13,209) 
Income tax 
 benefit 
 (expenses)              (2,975)        (1,898)       (13,048)           114 
                    -----------    -----------    -----------    ----------- 
Net income (loss)  $      4,317   $     (4,345)  $     63,383   $    (13,095) 
 
Net income (loss) 
 per share 
 attributable to 
 Ordinary and 
 Non-voting 
 Ordinary 
 shareholders, 
 basic             $       0.02   $      (0.01)  $       0.23   $      (0.04) 
Net income (loss) 
 per share 
 attributable to 
 Ordinary and 
 Non-voting 
 Ordinary 
 shareholders, 
 diluted                   0.01          (0.01)          0.22          (0.04) 
Weighted-average 
 shares used in 
 computing net 
 income (loss) 
 per share 
 attributable to 
 Ordinary and 
 Non-voting 
 Ordinary 
 shareholders, 
 basic              278,160,082    313,572,282    280,185,111    327,578,134 
Weighted-average 
 shares used in 
 computing net 
 income (loss) 
 per share 
 attributable to 
 Ordinary and 
 Non-voting 
 Ordinary 
 shareholders, 
 diluted            291,392,907    313,572,282    290,505,359    327,578,134 
 

(1) Includes revenues from related party of $79,267 and $46,455, for the three months ended June 30, 2026 and 2025, respectively, and $148,947 and $94,780 for the six months ended June 30, 2026 and 2025, respectively.

(2) Includes traffic acquisition cost to related party of $104,270 and $84,154 for the three months ended June 30, 2026 and 2025, respectively, and $201,060 and $159,556 for the six months ended June 30, 2026 and 2025, respectively.

(3) See Note 10 Commitments and Contingencies.

(4) Includes loss on extinguishment of debt of $6,597 for the six months ended June 30, 2025.

 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) 
------------------------------------------------------ 
 

U.S. dollars in thousands

 
 
                      Three months ended      Six months ended 
                           June 30,               June 30, 
                    ----------------------  -------------------- 
                         2026      2025       2026     2025 
                                     Unaudited 
Net income (loss)    $    4,317  $ (4,345)  $63,383  $(13,095) 
Other 
comprehensive 
income: 
Unrealized gains 
 on derivative 
 instruments, net         1,845     3,541       977     2,350 
                        -------   -------    ------   ------- 
Other 
 comprehensive 
 income                   1,845     3,541       977     2,350 
                        -------   -------    ------   ------- 
Other 
 Comprehensive 
 income (loss)       $    6,162  $   (804)  $64,360  $(10,745) 
                        -------   -------    ------   ------- 
 
 
 
 SHARE-BASED COMPENSATION BREAK-DOWN BY EXPENSE LINE 
---------------------------------------------------- 
 

U.S. dollars in thousands

 
                          Three months ended      Six months ended 
                               June 30,               June 30, 
                        ----------------------  -------------------- 
                              2026      2025         2026      2025 
                            --------                ------- 
                                         Unaudited 
                        -------------------------------------------- 
Cost of revenues         $       710  $    956   $    1,449  $ 1,823 
Research and 
 development                   4,524     6,734        9,360   13,128 
Sales and marketing            4,481     4,602        8,741    8,823 
General and 
 administrative                4,412     4,280        8,772    8,315 
                            --------   -------      -------   ------ 
Total share-based 
 compensation 
 expenses                $    14,127  $ 16,572   $   28,322  $32,089 
                            --------   -------      -------   ------ 
 
 
DEPRECIATION AND AMORTIZATION BREAK-DOWN BY EXPENSE 
 LINE 
--------------------------------------------------- 
 

U.S. dollars in thousands

 
                          Three months ended      Six months ended 
                               June 30,               June 30, 
                        ----------------------  -------------------- 
                              2026      2025         2026      2025 
                            --------                ------- 
                                         Unaudited 
                        -------------------------------------------- 
Cost of revenues         $     9,469  $  8,744   $   18,946  $17,443 
Research and 
 development                     733       524        1,215    1,055 
Sales and marketing              422    11,190        6,333   22,453 
General and 
 administrative                  144       318          346      495 
                            --------   -------      -------   ------ 
Total depreciation and 
 amortization expense    $    10,768  $ 20,776   $   26,840  $41,446 
                            --------   -------      -------   ------ 
 
 
CONSOLIDATED STATEMENTS OF CASH FLOWS 
----------------------------------------------------------------- 
U.S. dollars in thousands 
 
                   Three months ended        Six months ended 
                        June 30,                 June 30, 
                 ----------------------  ------------------------ 
                    2026        2025        2026        2025 
                              -------- 
                                    Unaudited 
                 ------------------------------------------------ 
 
Cash flows from 
operating 
activities 
--------------- 
Net income 
 (loss)          $   4,317   $  (4,345)  $  63,383   $ (13,095) 
Adjustments to 
reconcile net 
loss to net 
cash flows 
provided by 
operating 
activities: 
--------------- 
Depreciation, 
 amortization 
 and write-off      10,768      23,705      26,840      44,387 
Share-based 
 compensation 
 expenses           14,127      16,572      28,322      32,089 
Net gain from 
 financing 
 expenses             (649)     (3,637)       (440)     (4,675) 
Revaluation of 
 the Warrants 
 liability            (105)        903        (501)       (823) 
Amortization of 
 loan and 
 credit 
 facility 
 issuance 
 costs                 167         184         351         597 
Loss on 
 extinguishment 
 of debt                --          --          --       6,597 
Commercial 
 agreement 
 asset 
 amortization        4,082       4,082       8,119       8,119 
Loss from 
 disposal of 
 property and 
 equipment             181          --         181          -- 
Change in 
operating 
assets and 
liabilities: 
--------------- 
Decrease in 
 trade 
 receivables, 
 net (1)            (6,831)      9,136      43,426      74,332 
Decrease in 
 prepaid 
 expenses and 
 other current 
 assets and 
 long-term 
 prepaid 
 expenses             (226)     (1,717)     16,031       2,717 
Decrease in 
 trade payables 
 (2)                (4,272)     12,037     (46,501)    (19,721) 
Increase in 
 accrued 
 expenses and 
 other current 
 liabilities 
 and other 
 long-term 
 liabilities         7,226     (11,586)       (297)    (33,782) 
Decrease 
 (Increase) in 
 deferred 
 taxes, net          1,642      (1,689)        135      (4,809) 
Change in 
 operating 
 lease right of 
 use assets          7,762       6,443      14,802      12,654 
Change in 
 operating 
 lease 
 liabilities        (6,936)     (2,691)    (13,943)     (9,079) 
                  --------    --------    --------    -------- 
Net cash 
 provided by 
 operating 
 activities         31,253      47,397     139,908      95,508 
                  --------    --------    --------    -------- 
Cash flows from 
investing 
activities 
Purchase of 
 property and 
 equipment         (13,937)    (13,236)    (32,311)    (25,277) 
Proceeds from 
 maturities of 
 short-term 
 investments            --          --          --       3,780 
                  --------    --------    --------    -------- 
Net cash used 
 in investing 
 activities        (13,937)    (13,236)    (32,311)    (21,497) 
                  --------    --------    --------    -------- 
Cash flows from 
financing 
activities 
--------------- 
Issuance costs          --        (275)         --        (938) 
Exercise of 
 options             8,141       2,501       9,138       3,206 
Payment of tax 
 withholding 
 for 
 share-based 
 compensation 
 expenses           (4,327)     (1,135)     (6,902)     (1,977) 
Repurchase of 
 Ordinary 
 shares and 
 non-voting 
 Ordinary 
 shares            (41,542)   (100,666)    (64,233)   (150,008) 
Payments on 
 account of 
 repurchase of 
 Ordinary 
 shares             (3,059)       (705)     (3,552)     (3,060) 
Repayment of 
 long-term 
 loan                   --          --          --    (122,736) 
Proceeds from 
 revolving 
 credit line, 
 net of 
 issuance 
 costs                  --          --          --     123,985 
Additional 
 proceeds from 
 revolving 
 credit line       133,100      76,000     242,100      76,000 
Repayment of 
 revolving 
 credit line      (127,500)   (114,500)   (272,400)   (114,500) 
                  --------    --------    --------    -------- 
Net cash used 
 in financing 
 activities        (35,187)   (138,780)    (95,849)   (190,028) 
                  --------    --------    --------    -------- 
Exchange rate 
 differences on 
 balances of 
 cash and cash 
 equivalents           648       3,637         439       4,675 
Increase 
 (decrease) in 
 cash and cash 
 equivalents       (17,223)   (100,982)     12,187    (111,342) 
Cash and cash 
 equivalents - 
 at the 
 beginning of 
 the period        150,275     216,223     120,865     226,583 
                  --------    --------    --------    -------- 
Cash and cash 
 equivalents - 
 at end of the 
 period          $ 133,052   $ 115,241   $ 133,052   $ 115,241 
                  --------    --------    --------    -------- 
 

(1) Includes a decrease (increase) in related party trade receivables of $14,032 and $1,553, for the three months ended June 30, 2026 and 2025, respectively, and a decrease (increase) of $(10,550) and $42,125 for the six months ended June 30, 2026 and 2025, respectively.

(2) Includes an increase (decrease) in related party trade payables of $3,083 and $1,494, for the three months ended June 30, 2026 and 2025, respectively, and a (decrease) increase in related party trade payables of $1,773 and $(7,640), for the six months ended June 30, 2026 and 2025, respectively.

 
CONSOLIDATED STATEMENTS OF CASH FLOWS 
------------------------------------- 
 

U.S. dollars in thousands

 
                        Three months ended      Six months ended 
                             June 30,               June 30, 
                      ----------------------  -------------------- 
                           2026       2025         2026     2025 
                                                           ------- 
                                       Unaudited 
                      -------------------------------------------- 
Supplemental 
disclosures of cash 
flow information: 
Cash paid during the 
year for: 
Income taxes           $    6,997   $ 10,443   $   9,592  $ 14,207 
Interest               $    1,333   $  1,766   $   2,824  $  3,955 
Non-cash investing 
and financing 
activities: 
-------------------- 
Purchase of property 
 and equipment         $    2,074   $      3   $   2,691  $  1,898 
Share-based 
 compensation 
 included in 
 capitalized 
 internal-use 
 software              $      552   $    448   $   1,020  $    727 
Exercise of options    $     (450)  $     92   $      35  $     -- 
 

APPENDIX: Non-GAAP Reconciliation

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2026 AND 2025 (UNAUDITED)

The following table provides a reconciliation of revenues to ex-TAC Gross Profit.

 
                          Three months ended     Six months ended 
                               June 30,              June 30, 
                        ----------------------  ------------------ 
                              2026      2025      2026      2025 
                            --------             ------- 
                                  (dollars in thousands) 
Revenues                 $   476,826  $465,474  $943,221  $892,967 
Traffic acquisition 
 cost (1)                    300,705   297,423   603,084   577,220 
Other cost of revenues        36,642    32,440    71,081    60,829 
                            --------   -------   -------   ------- 
Gross profit             $   139,479  $135,611  $269,056  $254,918 
                            --------   -------   -------   ------- 
Add back: Other cost 
 of revenues (1)              52,893    36,522    91,369    68,948 
                            --------   -------   -------   ------- 
ex-TAC Gross Profit      $   192,372  $172,133  $360,425  $323,866 
                            --------   -------   -------   ------- 
 

(1) The three and six months ended June 30, 2026, included $4,082 and $8,119 amortization expense of the non-cash based Commercial agreement asset respectively, and $12,169 write-off of Publisher's prepayments. See Note 1(b) and 2 respectively of Notes to the Unaudited Interim Consolidated Financial Statements.

The following table provides a reconciliation of net income (loss) to Adjusted EBITDA.

 
                Three months ended       Six months ended 
                      June 30,               June 30, 
               ---------------------  ---------------------- 
                    2026      2025      2026       2025 
                   ------              ------- 
                          (dollars in thousands) 
Net income 
 (loss)         $   4,317   $(4,345)  $ 63,383   $(13,095) 
Adjusted to 
exclude the 
following: 
Finance 
 expenses 
 (income), 
 net                  (33)    2,491        212      6,991 
Income tax 
 expenses 
 (benefit)          2,975     1,898     13,048       (114) 
Depreciation 
 and 
 amortization 
 (1)               27,019    27,659     47,128     52,366 
Share-based 
 compensation 
 expenses          14,127    16,571     28,322     32,089 
Reduction in 
 workforce 
 expenses 
 (2)                5,970        --      5,970         -- 
Other costs 
 (3)                1,116       904    (75,884)     2,876 
                   ------    ------    -------    ------- 
Adjusted 
 EBITDA         $  55,491   $45,178   $ 82,179   $ 81,113 
                   ------    ------    -------    ------- 
 

(1) The three and six months ended June 30, 2026, included $4,082 and $8,119 amortization expense of the non-cash based Commercial agreement asset respectively, and $12,169 write-off of Publisher's prepayments. See Note 1(b) and 2 respectively of Notes to the Unaudited Interim Consolidated Financial Statements.

(2) Costs associated with the Company's reduction of its workforce implemented in April 2026.

(3) The three and six months ended June 30, 2026, includes expenses related to a litigation matter in which the Company is the plaintiff and is not related to our ongoing business operations in the amount of $1,116 and the six months ended June 30, 2026 included a pre-tax income of approximately $77,000, net of legal fees and other related expenses related to a binding settlement agreement regarding a legal matter in which the Company acted as the plaintiff. The three and six months ended June 30, 2025, includes professional and legal expenses related to a litigation matter in which the Company is the plaintiff and is not related to our ongoing business operations it the amount of $904 and $2,876, respectively.

The following table provides a reconciliation of net income (loss) to Non-GAAP Net Income (loss).

 
                 Three months ended     Six months ended 
                      June 30,              June 30, 
                 ------------------  ---------------------- 
                   2026      2025      2026       2025 
                  ------              ------- 
                           (dollars in thousands) 
Net income 
 (loss)          $ 4,317   $(4,345)  $ 63,383   $(13,095) 
Amortization of 
 intangible 
 assets (1)       19,210    17,828     31,635     35,611 
Share-based 
 compensation 
 expenses         14,127    16,572     28,322     32,089 
Other costs (2)    1,116       904    (75,884)     2,876 
Reduction in 
 workforce 
 expenses (3)      5,970        --      5,970         -- 
Revaluation of 
 Warrants           (105)      903       (501)      (823) 
Foreign 
 currency 
 exchange rate 
 gains (losses) 
 (4)                (546)      265     (1,227)    (1,259) 
Income tax 
 effects          (2,809)   (1,918)     6,777     (6,788) 
Loss on 
 extinguishment 
 of debt (5)          --        --         --      6,597 
                  ------    ------    -------    ------- 
Non-GAAP Net 
 Income          $41,280   $30,209   $ 58,475   $ 55,208 
                  ------    ------    -------    ------- 
 

(1) The three and six months ended June 30, 2026, included $4,082 and $8,119 amortization expense of the non-cash based Commercial agreement asset respectively, and $12,169 write-off of Publisher's prepayment. See Note 1(b) and 2 respectively of Notes to the Unaudited Interim Consolidated Financial Statements.

(2) The three and six months ended June 30, 2026, include expenses related to a litigation matter in which the Company is the plaintiff and is not related to our ongoing business operations in the amount of $1,116 and the six months ended June 30, 2026 included a pre-tax income of approximately $77,000, net of legal fees and other related expenses related to a binding settlement agreement regarding a legal matter in which the Company acted as the plaintiff. The three and six months ended June 30, 2025, include professional and legal expenses related to a litigation matter in which the Company is the plaintiff and is not related to our ongoing business operations it the amount of $904 and $2,876, respectively.

(3) Costs associated with the Company's reduction of its workforce implemented in April 2026.

(4) Represents foreign currency exchange rate gains or losses related to the remeasurement of monetary assets and liabilities to the Company's functional currency using exchange rates in effect at the end of the reporting period.

(5) See Note 7 of Notes to the Unaudited Consolidated Interim Financial Statements.

The following table provides a reconciliation of net cash provided by operating activities to Free Cash Flow.

 
                Three months ended      Six months ended 
                     June 30,               June 30, 
               --------------------  ---------------------- 
                 2026       2025       2026       2025 
                                                 ------- 
                          (dollars in thousands) 
Net cash 
 provided by 
 operating 
 activities    $ 31,253   $ 47,397   $139,908   $ 95,508 
Purchases of 
 property and 
 equipment, 
 including 
 capitalized 
 internal-use 
 software       (13,937)   (13,236)   (32,311)   (25,277) 
                -------    -------    -------    ------- 
Free Cash 
 Flow          $ 17,316   $ 34,161   $107,597   $ 70,231 
                -------    -------    -------    ------- 
 

APPENDIX: Non-GAAP Guidance Reconciliation

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES FOR Q3 2026 AND FULL YEAR 2026 GUIDANCE

(Unaudited)

The following table provides a reconciliation of projected Gross profit to ex-TAC Gross Profit.

 
                                           Q3 2026            FY 2026 
                                           Guidance           Guidance 
                                                    Unaudited 
                                       ------------------------------------ 
                                              (dollars in millions) 
Revenues                                   $460 - $473      $1,930 - $1,956 
Traffic acquisition cost               ($280) - ($287)  ($1,187) - ($1,202) 
Other cost of revenues                   ($32) - ($34)      ($138) - ($139) 
Gross profit                               $148 - $152          $605 - $615 
Add back: Other cost of revenues (1)     ($36) - ($38)      ($167) - ($168) 
ex-TAC Gross Profit                        $184 - $190          $772 - $783 
 

(1) Third-Quarter and Full-Year 2026 guidance includes $4,126 and $16,372 amortization expense of the non-cash based Commercial agreement asset, respectively. Full-Year 2026 includes $12,169 write-off of Publisher's prepayments. See Note 1(b) and 2 respectively of Notes to the Unaudited Interim Consolidated Financial Statements.

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