| Segment Reporting |
19. Segment Reporting The Company has three reportable operating segments, Banzai Operating Co, Inc., Banzai Reel Acquisition Inc. (OpenReel), and Vidello Limited (Vidello). The Company’s segments deliver SaaS tools that leverage data, analytics, and AI to provide marketing and sales solutions, including video production and editing, for businesses of all sizes. Our Chief Executive Officer, who serves as the Company's chief operating decision maker ("CODM"), primarily uses segment revenue, gross profit, and adjusted EBITDA to allocate resources and assess performance. Segment revenue and gross profit are determined on the same basis as consolidated revenue and consolidated gross profit as shown in the Company’s consolidated statements of operations. Segment adjusted EBITDA is defined as revenue less the following expenses associated with each segment: cost of revenue, people, marketing and advertising, technology, and other segment expenses. Segment adjusted EBITDA excludes certain non-cash items or items that management does not consider reflective of ongoing core operations. Currently, the CODM does not review assets in evaluating the results of the operating segments, and therefore, such information is not presented. The tables below present information about reported segments for the three and nine months ending September 30, 2025:
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Three months ended September 30, 2025 |
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Banzai Operating |
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OpenReel |
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Vidello |
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Total Consolidated |
|
Revenue |
|
$ |
1,143,619 |
|
|
$ |
1,355,810 |
|
|
$ |
345,079 |
|
|
$ |
2,844,508 |
|
Cost of revenue |
|
|
377,481 |
|
|
|
80,425 |
|
|
|
61,505 |
|
|
|
519,411 |
|
Gross profit |
|
|
766,138 |
|
|
|
1,275,385 |
|
|
|
283,574 |
|
|
|
2,325,097 |
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|
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Expenses |
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|
|
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|
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People |
|
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1,427,945 |
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|
711,530 |
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123,527 |
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2,263,002 |
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Marketing and advertising |
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|
408,425 |
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|
26,018 |
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|
106,105 |
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|
540,548 |
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Technology |
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|
215,309 |
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576,169 |
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16,032 |
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|
807,510 |
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Other segment expenses1 |
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338,211 |
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209,817 |
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(59,351 |
) |
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488,677 |
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Total expenses |
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2,389,890 |
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1,523,534 |
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|
186,313 |
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4,099,737 |
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Segment Adjusted EBITDA |
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(1,623,752 |
) |
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(248,149 |
) |
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|
97,261 |
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(1,774,640 |
) |
Transaction, PubCo. Expenses and Stock-based compensation |
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2,328,754 |
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32,385 |
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— |
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2,361,139 |
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Adjusted EBITDA |
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$ |
(3,952,506 |
) |
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$ |
(280,534 |
) |
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$ |
97,261 |
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$ |
(4,135,779 |
) |
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Nine months ended September 30, 2025 |
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Banzai Operating |
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OpenReel |
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Vidello |
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Total Consolidated |
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Revenue |
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$ |
3,314,643 |
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$ |
4,184,291 |
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$ |
1,851,639 |
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$ |
9,350,573 |
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Cost of revenue |
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1,122,552 |
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|
232,927 |
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324,446 |
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1,679,925 |
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Gross profit |
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2,192,091 |
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3,951,364 |
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1,527,193 |
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7,670,648 |
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Expenses |
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People |
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4,034,874 |
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1,977,525 |
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|
210,284 |
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6,222,683 |
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Marketing and advertising |
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|
1,658,275 |
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|
83,512 |
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384,456 |
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2,126,243 |
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Technology |
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|
745,930 |
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1,646,430 |
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|
67,605 |
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2,459,965 |
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Other segment expenses1 |
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2,034,370 |
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|
256,851 |
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203,185 |
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2,494,406 |
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Total expenses |
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8,473,449 |
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3,964,318 |
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|
865,530 |
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|
13,303,297 |
|
Segment Adjusted EBITDA |
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(6,281,358 |
) |
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(12,954 |
) |
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|
661,663 |
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(5,632,649 |
) |
Transaction, PubCo. Expenses and Stock-based compensation |
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|
7,350,603 |
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|
352,867 |
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- |
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|
7,703,470 |
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Adjusted EBITDA |
|
$ |
(13,631,961 |
) |
|
$ |
(365,821 |
) |
|
$ |
661,663 |
|
|
$ |
(13,336,119 |
) |
1 Other segment expenses for each reportable segment includes provision for credit losses, foreign currency exchange rate changes, travel and entertainment expenses, professional expenses other than those included in transaction and PubCo. expenses, insurance expenses, and expenses related to licenses. The tables below present information about reported segments for the three and nine months ending September 30, 2024:
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Three months ended September 30, 2024 |
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Banzai Operating |
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OpenReel1 |
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Vidello1 |
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Total Consolidated |
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Revenue |
|
$ |
1,080,607 |
|
|
$ |
— |
|
|
$ |
— |
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$ |
1,080,607 |
|
Cost of revenue |
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|
338,023 |
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|
|
— |
|
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|
— |
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|
338,023 |
|
Gross profit |
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|
742,584 |
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|
|
— |
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— |
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|
742,584 |
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Expenses |
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|
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|
People |
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|
1,303,100 |
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|
— |
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— |
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|
1,303,100 |
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Marketing and advertising |
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|
427,651 |
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|
— |
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— |
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|
427,651 |
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Technology |
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|
153,297 |
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— |
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— |
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|
153,297 |
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Other segment expenses2 |
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|
148,878 |
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— |
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— |
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|
148,878 |
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Total expenses |
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|
2,032,926 |
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— |
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— |
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|
2,032,926 |
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Segment Adjusted EBITDA |
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(1,290,342 |
) |
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— |
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— |
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|
|
(1,290,342 |
) |
Transaction, PubCo. Expenses and Stock-based compensation |
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|
1,480,516 |
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|
— |
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|
— |
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|
1,480,516 |
|
Adjusted EBITDA |
|
$ |
(2,770,858 |
) |
|
$ |
— |
|
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$ |
— |
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|
$ |
(2,770,858 |
) |
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Nine months ended September 30, 2024 |
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Banzai Operating |
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OpenReel1 |
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Vidello1 |
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Total Consolidated |
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Revenue |
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$ |
3,228,276 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
3,228,276 |
|
Cost of revenue |
|
|
1,049,411 |
|
|
|
— |
|
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|
— |
|
|
|
1,049,411 |
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Gross profit |
|
|
2,178,865 |
|
|
|
— |
|
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|
— |
|
|
|
2,178,865 |
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Expenses |
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|
|
|
|
|
|
|
|
|
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|
People |
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|
3,879,525 |
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|
|
— |
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— |
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|
3,879,525 |
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Marketing and advertising |
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|
1,357,397 |
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|
— |
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|
— |
|
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|
1,357,397 |
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Technology |
|
|
583,722 |
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|
— |
|
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|
— |
|
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|
583,722 |
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Other segment expenses2 |
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|
1,140,510 |
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|
— |
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|
— |
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|
1,140,510 |
|
Total expenses |
|
|
6,961,154 |
|
|
|
— |
|
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|
— |
|
|
|
6,961,154 |
|
Segment Adjusted EBITDA |
|
|
(4,782,289 |
) |
|
|
— |
|
|
|
— |
|
|
|
(4,782,289 |
) |
Transaction, PubCo. Expenses and Stock-based compensation |
|
|
4,760,311 |
|
|
|
— |
|
|
|
— |
|
|
|
4,760,311 |
|
Adjusted EBITDA |
|
$ |
(9,542,600 |
) |
|
$ |
— |
|
|
$ |
— |
|
|
$ |
(9,542,600 |
) |
1 The OpenReel acquisition occurred on December 18, 2024 and therefore is presented at $0 for comparative purposes. The Vidello acquisition occurred on January 31, 2025 (refer to Note 4) and therefore is presented at $0 for comparative purposes. 2 Other segment expenses for each reportable segment includes travel and entertainment expenses, professional expenses other than those included in transaction and PubCo. expenses, the SEPA commitment fee expense and deferred fee expense, the GEM warrant expense, and the GEM commitment fee expense. A reconciliation between EBITDA by reportable segment to consolidated net loss before income taxes for the three months ended September 30, 2025, and 2024, is as follows:
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September 30, 2025 |
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|
September 30, 2024 |
|
EBITDA by segment |
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|
|
|
|
Banzai Operating Co. |
|
$ |
(3,952,506 |
) |
|
|
(2,770,858 |
) |
OpenReel |
|
|
(280,534 |
) |
|
|
— |
|
Vidello |
|
|
97,261 |
|
|
|
— |
|
Total |
|
|
(4,135,779 |
) |
|
|
(2,770,858 |
) |
|
|
|
|
|
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|
Reconciliation to loss before income taxes: |
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|
|
|
|
Changes in fair value of financial instruments |
|
|
(252,831 |
) |
|
|
(59,187 |
) |
Interest income |
|
|
(1,425 |
) |
|
|
— |
|
Interest expense |
|
|
— |
|
|
|
— |
|
Interest expense - related party |
|
|
393,968 |
|
|
|
1,050,363 |
|
Gain on extinguishment of liabilities |
|
|
— |
|
|
|
(152,782 |
) |
Gain on release of Vidello revenue holdback |
|
|
(973,000 |
) |
|
|
— |
|
Loss on debt issuance |
|
|
192,000 |
|
|
|
— |
|
Loss on private placement issuance |
|
|
1,439,000 |
|
|
|
— |
|
Loss on issuance of term notes |
|
|
— |
|
|
|
390,000 |
|
Loss on issuance of convertible bridge notes |
|
|
65,650 |
|
|
|
63,408 |
|
Loss on conversion and settlement of Alco promissory notes - related party |
|
|
— |
|
|
|
4,808,882 |
|
Loss on conversion and settlement of CP BF notes - related party |
|
|
— |
|
|
|
6,529,402 |
|
Loss on extinguishment of term notes |
|
|
— |
|
|
|
— |
|
Yorkville prepayment premium expense |
|
|
— |
|
|
|
14,000 |
|
Loss on Yorkville SEPA advances |
|
|
190,489 |
|
|
|
— |
|
Vidello earnout expense |
|
|
69,053 |
|
|
|
— |
|
Failed acquisition costs |
|
|
— |
|
|
|
— |
|
GEM settlement fee expense |
|
|
— |
|
|
|
60,000 |
|
Other (income) expense, net |
|
|
64,372 |
|
|
|
(62,927 |
) |
Depreciation and amortization expense |
|
|
294,427 |
|
|
|
900 |
|
Loss before income taxes |
|
$ |
(5,617,482 |
) |
|
$ |
(15,412,917 |
) |
A reconciliation between EBITDA by reportable segment to consolidated net loss before income taxes for the nine months ended September 30, 2025, and 2024, is as follows:
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September 30, 2025 |
|
|
September 30, 2024 |
|
EBITDA by segment |
|
|
|
|
|
|
Banzai Operating Co. |
|
$ |
(13,631,961 |
) |
|
$ |
(9,542,600 |
) |
OpenReel |
|
|
(365,821 |
) |
|
|
— |
|
Vidello |
|
|
661,663 |
|
|
|
— |
|
Total |
|
|
(13,336,119 |
) |
|
|
(9,542,600 |
) |
|
|
|
|
|
|
|
Reconciliation to loss before income taxes: |
|
|
|
|
|
|
Changes in fair value of financial instruments |
|
|
315,264 |
|
|
|
(388,187 |
) |
Interest income |
|
|
(1,427 |
) |
|
|
(10 |
) |
Interest expense |
|
|
- |
|
|
|
- |
|
Interest expense - related party |
|
|
1,288,988 |
|
|
|
2,860,768 |
|
Gain on extinguishment of liabilities |
|
|
(4,488,627 |
) |
|
|
(680,762 |
) |
Gain on release of Vidello revenue holdback |
|
|
(973,000 |
) |
|
|
- |
|
Loss on debt issuance |
|
|
444,000 |
|
|
|
171,000 |
|
Loss on private placement issuance |
|
|
2,276,000 |
|
|
|
- |
|
Loss on issuance of term notes |
|
|
110,500 |
|
|
|
390,000 |
|
Loss on issuance of convertible bridge notes |
|
|
146,150 |
|
|
|
63,408 |
|
Loss on conversion and settlement of Alco promissory notes - related party |
|
|
- |
|
|
|
4,808,882 |
|
Loss on conversion and settlement of CP BF notes - related party |
|
|
- |
|
|
|
6,529,402 |
|
Loss on extinguishment of term notes |
|
|
1,769,895 |
|
|
|
- |
|
Yorkville prepayment premium expense |
|
|
- |
|
|
|
94,760 |
|
Loss on Yorkville SEPA advances |
|
|
937,626 |
|
|
|
— |
|
Vidello earnout expense |
|
|
485,720 |
|
|
|
|
Failed acquisition costs |
|
|
1,382,002 |
|
|
|
|
GEM settlement fee expense |
|
|
- |
|
|
|
260,000 |
|
Other (income) expense, net |
|
|
(523,451 |
) |
|
|
(2,900 |
) |
Depreciation and amortization expense |
|
|
841,664 |
|
|
|
3,725 |
|
Loss before income taxes |
|
$ |
(17,347,423 |
) |
|
$ |
(23,652,686 |
) |
Disaggregation of Revenue The following table presents the Company's percentage of revenue generated by SaaS product for the three months ended September 30, 2025, and 2024:
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|
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|
|
|
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|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30, |
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
|
Nine Months Ended September 30, |
|
Revenue % |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
Reach |
|
|
2.9 |
% |
|
|
8.1 |
% |
|
|
2.5 |
% |
|
|
4.1 |
% |
Demio |
|
|
35.5 |
% |
|
|
91.9 |
% |
|
|
33.0 |
% |
|
|
95.5 |
% |
OpenReel |
|
|
47.6 |
% |
|
|
0.0 |
% |
|
|
44.7 |
% |
|
|
0.0 |
% |
Vidello |
|
|
14.0 |
% |
|
|
0.0 |
% |
|
|
19.8 |
% |
|
|
0.0 |
% |
Other |
|
|
0.0 |
% |
|
|
0.0 |
% |
|
|
0.0 |
% |
|
|
0.4 |
% |
Total |
|
|
100.0 |
% |
|
|
100.0 |
% |
|
|
100.0 |
% |
|
|
100.0 |
% |
For disaggregation of revenue by geographic area, refer to Note 6.
|