10-Q: Angel Studios Q3 2025: Revenue Soars, Losses Widen
Quarterly Report
Angel Studios reported a significant revenue increase in Q3 2025 driven by Angel Guild growth and content licensing, alongside a substantial rise in net losses due to increased marketing and operating expenses.
Summary
- Total revenue for the three months ended September 30, 2025, increased by 280% to $76.5 million, and for the nine months ended September 30, 2025, increased by 223% to $211.6 million.
- Net loss for the three months ended September 30, 2025, widened to $(38.6) million, compared to $(13.9) million in the prior year, and for the nine months ended September 30, 2025, increased to $(91.9) million, compared to $(51.3) million in the prior year.
- Angel Guild membership grew from 0.3 million as of September 30, 2024, to 1.6 million as of September 30, 2025, contributing $140.7 million in revenue for the nine months ended September 30, 2025.
- Selling and marketing expenses surged by 222% to $176.7 million for the nine months ended September 30, 2025, primarily due to Angel Guild promotion and theatrical releases.
- Cash and cash equivalents increased by $56.1 million to $63.3 million as of September 30, 2025.
- The company completed its Business Combination with Southport Acquisition Corporation on September 10, 2025, becoming publicly listed.
- A new $100.0 million term loan facility was secured in September 2025, with an initial $40.0 million funded.
- The $7.8 million Disney settlement amount was fully repaid by September 30, 2025, and the Slingshot litigation was resolved through a joint venture and asset purchase agreement for the "DAVID" animated film.
Sentiment
Score: 4
Explanation: While revenue growth and membership expansion are strong positives, the significant increase in net losses, operating losses, and cash burn from operations, coupled with a growing accumulated deficit, indicates substantial financial challenges and a high-risk growth strategy. The reliance on continuous capital raises and the inherent volatility of the bitcoin treasury strategy add to the financial uncertainty, despite the resolution of past legal issues.
Positives
- Total revenue for the three months ended September 30, 2025, increased by 280% to $76.5 million, and for the nine months ended September 30, 2025, increased by 223% to $211.6 million.
- Angel Guild revenue for the three months ended September 30, 2025, surged by 556% to $59.2 million, and for the nine months ended September 30, 2025, by 562% to $140.7 million.
- Angel Guild membership grew significantly from 0.3 million to 1.6 million members year-over-year.
- Content licensing revenue for the three months ended September 30, 2025, increased by 363% to $9.0 million, and for the nine months ended September 30, 2025, by 41% to $18.2 million, driven by larger deals from 2025 theatrical releases.
- Successful completion of the Business Combination on September 10, 2025, making the company publicly listed.
- Secured a new $100.0 million term loan facility, with an initial $40.0 million funded, providing significant capital.
- Resolved the Slingshot litigation through a joint venture (Giant Slayer Media LLC) and asset purchase agreement for the "DAVID" animated film, dismissing the lawsuit with prejudice.
- Fully repaid the $7.8 million Disney settlement amount by September 30, 2025, resolving a long-standing legal obligation.
- Cash and cash equivalents increased substantially by $56.1 million to $63.3 million as of September 30, 2025.
- Digital assets (bitcoin) carrying value increased from $12.5 million at December 31, 2024, to $34.5 million at September 30, 2025, with a net gain on digital assets of $6.2 million for the nine months ended September 30, 2025.
- Angel App installs reached over 100 million as of September 30, 2025, up from 59.9 million at December 31, 2024.
Negatives
- Net loss for the three months ended September 30, 2025, increased by 178% to $(38.6) million, and for the nine months ended September 30, 2025, increased by 79% to $(91.9) million.
- Operating loss for the three months ended September 30, 2025, increased by 152% to $(38.1) million, and for the nine months ended September 30, 2025, increased by 61% to $(93.2) million.
- Selling and marketing expenses for the three months ended September 30, 2025, increased by 290% to $64.7 million, and for the nine months ended September 30, 2025, increased by 222% to $176.7 million, driven by Angel Guild promotion and theatrical releases.
- Cost of revenues for the three months ended September 30, 2025, increased by 323% to $34.3 million, and for the nine months ended September 30, 2025, increased by 159% to $81.1 million, primarily due to increased memberships and higher royalties.
- General and administrative expenses for the three months ended September 30, 2025, increased by 67% to $10.1 million, and for the nine months ended September 30, 2025, increased by 71% to $27.3 million, due to increased employee costs, option issuance costs, and accounting/auditing services related to the merger.
- Interest expense for the three months ended September 30, 2025, increased by 780% to $(4.0) million, and for the nine months ended September 30, 2025, increased by 321% to $(8.3) million, due to higher P&A and other notes outstanding.
- Accumulated deficit increased to $(175.8) million as of September 30, 2025, from $(99.9) million at December 31, 2024.
- Used $58.7 million in cash from operating activities for the nine months ended September 30, 2025.
- Merchandise revenue decreased by 26% for the nine months ended September 30, 2025, due to less focus on merchandise.
- Pay it Forward and Theatrical Pay it Forward revenue decreased by 82% and 46% respectively for the nine months ended September 30, 2025, as the focus shifted to the Angel Guild.
Risks
- An investment in the company is speculative, with no assurance of realizing investment objectives or avoiding entire investment loss.
- Inability to successfully implement the business plan could adversely affect revenue generation.
- Potential violation of the Disney Settlement Agreement regarding unauthorized use of copyrighted works could lead to acceleration of a $62.5 million promissory note and foreclosure on all company assets and equity owned by Neal Harmon and Jeffrey Harmon.
- Subject to liens on personal property, including intellectual property, under the Reorganization Plan, which if enforced, would significantly impair intellectual property rights and the ability to continue as a going concern.
- The business model has a limited track record, making future performance difficult to evaluate.
- A history of net losses exists, with no guarantee of future profitability.
- Inability to attract and retain customers could adversely affect the business.
- The popularity of SVOD releases is difficult to predict and can change rapidly, leading to significant fluctuations in revenues.
- The video industry is subject to rapid technological change, requiring continuous enhancement and improvement of technology.
- Changes in competitive offerings for entertainment video, including the potential rapid adoption of piracy-based video offerings, could adversely impact the business.
- Inability to manage change and growth could adversely affect the business.
- Failure to maintain or establish a positive reputation with customers could adversely affect the ability to attract or retain customers.
- Changes in how the company markets its service could adversely affect marketing expenses and the customer base.
- Risks, such as unforeseen costs and potential liability, exist in connection with content acquired and/or distributed through the service.
- Theatrical distribution typically involves significant risk and high upfront marketing costs, which can cause financial results to vary.
- Reliance on a number of partners (e.g., Roku, Google, Apple, Samsung) to make the service available on their devices.
- Any significant disruption in or unauthorized access to computer systems or those of third parties utilized in operations, including cybersecurity or cyber-attacks, could result in loss or degradation of service, unauthorized disclosure of data, or theft of intellectual property.
- Reliance upon certain third-party cloud computing service providers to operate certain aspects of the service.
- If the technology used in operating the business fails, becomes unavailable, or does not operate as expected, the business and operating results could be adversely impacted.
- If government regulations relating to the internet or other areas of the business change, the company may need to alter its business conduct or incur greater operating expenses.
- Changes in how network operators handle and charge for access to data that travel across their networks could adversely impact the business.
- Privacy concerns could limit the ability to collect and leverage customer data, and disclosure of customer data could adversely impact the business and reputation.
- Subject to payment processing risk, including disruptions, increases in fees, or fraudulent use of payment methods.
- If trademarks and other proprietary rights are not adequately protected, the value of the brand and other intangible assets may be diminished.
- Intellectual property claims against the company could be costly and result in the loss of significant rights.
- Engaged in legal proceedings that could cause unforeseen expenses and occupy a significant amount of management's time and attention.
- Seeking additional capital may result in stockholder dilution or others having rights senior to those of stockholders.
- Dependent on senior management to achieve objectives, and loss of, or inability to obtain, key personnel or attract and retain highly skilled employees could delay or hinder business and growth strategies.
- Ability to monetize content distributed is heavily reliant on factors outside of control, such as key talent, budget overruns, content quality, and timeliness of production.
- Holders of common stock have only limited rights regarding management and cannot actively influence day-to-day business.
- Operational policies and business and growth strategies may change without stockholder consent, potentially exposing the company to different and more significant risks.
- The ability of a stockholder to recover all or any portion of their investment in the event of a dissolution or termination may be limited.
- The Board and executive officers have limited liability for, and are indemnified and held harmless from, losses.
- The business may be subject to regulatory or legislative changes.
- Members of the Board and executive officers may have other business interests and obligations to other entities.
- Provisions in governing documents and under Delaware law could discourage a takeover that stockholders may consider favorable.
- Financial forecasting may differ materially and adversely from actual results.
- Future indebtedness may limit the ability to declare and pay dividends and may affect operations, including the ability to repay existing debt obligations.
- The requirements of being a reporting company may strain resources, divert management's attention, and affect the ability to attract and retain additional executive management and qualified Board members.
- No intention to pay dividends for the foreseeable future.
- The bitcoin treasury strategy exposes the company to various risks, including bitcoin being a highly volatile asset that does not pay interest or dividends, and its holdings significantly impacting financial results and stock price.
- The bitcoin treasury strategy has not been tested over an extended period or under different market conditions.
- Subject to counterparty risks, particularly relating to custodians, with applicable insolvency law for digital assets not fully developed.
- The broader digital assets industry is subject to counterparty risks, which could adversely impact the adoption rate, price, and use of bitcoin.
- Changes in the trading price of bitcoin could have significant accounting impacts, including increasing the volatility of results due to ASU No. 2023-08.
- The broader digital assets industry, including technology, adoption rate, market perception, and legal/regulatory/accounting treatment, is constantly developing and changing, with potential future risks.
- Changes in ownership of bitcoin could have accounting, regulatory, and other impacts.
- Bitcoin holdings are and will be less liquid than cash and cash equivalents and may not serve as a source of liquidity to the same extent.
- A significant decrease in the market value of bitcoin holdings could adversely affect the ability to satisfy financial obligations.
- Risks relating to the custody of bitcoin, including loss or destruction of private keys and cyberattacks or other data loss.
- The emergence or growth of other digital assets, including those with significant private or public sector backing, could have a negative impact on the price of bitcoin.
- The bitcoin treasury strategy could subject the company to enhanced regulatory oversight.
- Due to the unregulated nature and lack of transparency surrounding the operations of many bitcoin trading venues, they may experience greater fraud, security failures, or regulatory/operational problems.
Future Outlook
Management anticipates incurring operating losses and using cash in operating activities during 2025 and into 2026 due to continued marketing expenses for Angel Guild memberships and theatrical releases. The company is working to increase revenues through the growth of Angel Guild memberships, its pipeline of theatrical releases through 2026, and additional streaming agreements. Management believes it will be able to fund operating capital shortfalls through November 2026 through the issuance of debt and Common Stock. The bitcoin treasury strategy contemplates entering into capital raising transactions collateralized by bitcoin holdings, creating income streams from bitcoin, and periodically selling bitcoin for general corporate purposes.
Management Comments
- "Management is working to increase revenues through the growth of Angel Guild memberships, the Company’s pipeline of theatrical releases through 2026 and additional streaming agreements."
- "Management believes the Company will be able to continue to fund operating capital shortfalls through November 2026 through the issuance of debt and Common Stock."
- "While there is no assurance of success, management remains committed to its plans to grow revenues and manage expenses."
- "If these efforts are not successful, or if securing debt and selling Common Stock on acceptable terms proves challenging, the Company can reduce its spend on marketing of the Angel Guild, which could materially affect its growth, its financial condition and/or its ability to continue as a going concern."
- "We plan to hold bitcoin as a strategic treasury asset as an adjunct to our core film and TV distribution business."
- "The overall strategy contemplates that we may (i) enter into capital raising transactions that are collateralized by its bitcoin holdings, (ii) consider pursuing strategies to create income streams or otherwise generate funds using its bitcoin holdings and (iii) periodically sell bitcoin for general corporate purposes, including to generate cash to meet its operating requirements."
Industry Context
Angel Studios operates as a unique, values-based media distribution company, leveraging a crowd-sourced model through its Angel Guild to select, fund, and support content. This approach differentiates it from traditional Hollywood studios and mainstream streaming services, which typically rely on internal greenlighting processes. The substantial growth in Angel Guild memberships and associated revenue indicates a successful niche strategy in a competitive entertainment landscape. The company's bitcoin treasury strategy is an unconventional move for a media entity, suggesting a diversification into digital assets, potentially for inflation hedging or alternative funding, which is not a common industry trend. The increase in content licensing revenue aligns with broader industry trends of content syndication and maximizing asset monetization across various platforms. The continued high marketing spend is characteristic of the intense competition in both streaming and theatrical distribution, where audience acquisition and engagement are critical.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Board Member | NA | Steve Sarowitz | September 2025 | Appointed following a note and warrant purchase agreement with an unaffiliated third party he controls. |
| Board Member | NA | Benton Crane | October 22, 2025 | Appointed as part of the Board expansion; also an executive producer and board member at related content entities. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Board Size Increase | The Board of Directors voted to increase its size from five to seven directors. | October 22, 2025 | Expands board oversight and potentially brings in new expertise, as evidenced by the appointment of Benton Crane. |
| Charter Documents | Second Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws of Angel Studios, Inc. were incorporated by reference. | September 16, 2025 | Reflects the new corporate structure post-Business Combination and outlines governance rules, including anti-takeover provisions. |
Legal Proceedings
- Disney Litigation: Fully resolved with the $7.8 million settlement amount repaid by September 30, 2025. The $62.5 million promissory note will be cancelled if no breaches occur over 14 years.
- ClearPlay Litigation: Resolved through a settlement agreement on August 30, 2024, involving a $1.8 million royalty payment by VidAngel Entertainment, LLC, leading to dismissal with prejudice.
- The Chosen Arbitration: Resolved with the arbitrator's award upheld on June 13, 2025, terminating the Chosen Agreement and granting $30.0 thousand in damages. A settlement and release agreement was entered into on July 11, 2025.
- Slingshot Litigation: Resolved through a joint venture (Giant Slayer Media LLC) and asset purchase agreement for the "DAVID" film, leading to the dismissal of the lawsuit with prejudice on October 8, 2025.
Related Party Transactions
- Marketing services contract with an entity owned by one or more directors, officers, and stockholders, incurring $0.5 million in expenses for the nine months ended September 30, 2025.
- Lease payments of $0.3 million for the nine months ended September 30, 2025, to an entity 50% owned by the company, which owns the office building.
- Revolving P&A loan agreement with Angel P&A, LLC, 100% owned by one or more directors, officers, and stockholders, with $7.7 million outstanding as of September 30, 2025.
- May 2025 convertible note and warrant purchase agreement with an unaffiliated third party whose controlling person, Steve Sarowitz, became a board member in September 2025.
- Benton Crane, a new board member appointed October 22, 2025, is an executive producer and board member at Black Autumn Snow LLC (creator of Homestead film/TV series) and Tuttle Twins Show LLC. Payments to Homestead film/series were $4.9 million, and total payments including Tuttle Twins Show LLC were $2.8 million for the nine months ended September 30, 2025.
Stakeholder Impact
- Shareholders face potential dilution from recent and future stock issuances and capital raises. Increased net losses and accumulated deficit could negatively impact share value, while the dual-class voting structure (Class A: 1 vote, Class B: 10 votes) affects voting power.
- Employees benefit from additional employee costs for support staff and R&D personnel, indicating workforce growth, and increased stock-based compensation expense due to options granted.
- Customers, particularly Angel Guild members, show strong engagement and value perception, evidenced by significant membership and revenue growth, with new content and theatrical releases aimed at enhancing their experience.
- Filmmakers and content creators are benefiting from higher royalties earned and continued funding for content-producing entities.
- Creditors face increased debt obligations due to the new $100.0 million term loan facility and other notes payable, with existing debt secured by substantially all company assets.
- Regulatory authorities will have increased oversight as the company is now publicly listed, subject to more stringent reporting requirements, although the resolution of past legal proceedings reduces immediate legal risks.
Next Steps
- Continue to increase revenues through growth of Angel Guild memberships.
- Execute on the pipeline of theatrical releases through 2026.
- Secure additional streaming agreements.
- Negotiate and execute definitive agreements for the Giant Slayer Media JV, including the Limited Liability Company Agreement and a Distribution Agreement.
- Potentially draw additional tranches of the $100.0 million term loan facility, subject to achieving certain conditions (e.g., minimum annualized recurring revenue, minimum net cash proceeds from equity sales).
- Continue to fund operating capital shortfalls through the issuance of debt and Common Stock.
- Potentially enter into capital raising transactions collateralized by bitcoin holdings.
- Consider pursuing strategies to create income streams or generate funds using bitcoin holdings.
- Periodically sell bitcoin for general corporate purposes, including to meet operating requirements.
- Comply with new income tax disclosure requirements (ASU 2023-09) for annual periods beginning after December 15, 2024.
Key Dates
| Date | Description |
|---|---|
| 2016-12-12 | U.S. District Court granted preliminary injunction against the Company (then VidAngel) for copyright infringement and DMCA violations. |
| 2017-10-18 | Company filed a voluntary petition for relief under Chapter 11 bankruptcy. |
| 2019-09-05 | California Court issued a permanent injunction against the Company. |
| 2019-09-23 | Judgment entered against the Company for $62.4 million in the Disney Litigation. |
| 2020-08-26 | Company entered into a Settlement Agreement with the Disney plaintiffs. |
| 2020-09-04 | Bankruptcy Court confirmed the Joint Plan of Reorganization. |
| 2020-09-30 | The Reorganization Plan became effective. |
| 2020-11-17 | Bankruptcy Court issued a final decree closing the Bankruptcy Case. |
| 2021-03-01 | VidAngel Asset Purchase Agreement signed. |
| 2021-04-20 | Bankruptcy Court lifted the stay on ClearPlay litigation. |
| 2021-07-01 | Company purchased a 50.0% interest in the entity that owns its office building. |
| 2021-11-04 | Company informed the court of VidAngel sale to VidAngel Entertainment. |
| 2022-01-14 | ClearPlay filed a response stating Angel Studios and VidAngel Entertainment are liable for past infringement. |
| 2022-07-01 | Company purchased an 8.0% interest in a content-producing entity for $1.7 million. |
| 2023-04-04 | The Chosen initiated a private binding arbitration against the company. |
| 2023-08-01 | Company entered into negotiations to acquire a content-producing entity in full. |
| 2024-02-01 | Company entered into a revolving P&A loan agreement with Angel P&A, LLC. |
| 2024-08-01 | Company agreed to a non-binding term sheet to acquire rights related to a project for $30.0 million. |
| 2024-08-30 | Company entered into a settlement agreement with ClearPlay for a $1.8 million royalty. |
| 2024-09-11 | Agreement and Plan of Merger signed with Southport Acquisition Corporation. |
| 2024-09-25 | Arbitrator issued Award in The Chosen arbitration, terminating the agreement and granting $30.0 thousand in damages. |
| 2024-09-30 | Company entered into a stock purchase agreement with Off the Chain, LP for $10.0 million in bitcoin. |
| 2024-10-10 | Sale of Class A Common Stock to Off the Chain, LP closed. |
| 2024-10-25 | Company filed an appeal of The Chosen arbitration Award. |
| 2024-12-31 | Angel Guild members totaled approximately 0.6 million; Angel App installs totaled 59,877,979. |
| 2025-01-01 | Adoption of ASU 2023-08 for digital asset accounting. |
| 2025-04-01 | Company entered into a non-binding term sheet to acquire Black Autumn Show, Inc. for up to $28.2 million in stock. |
| 2025-05-02 | Company entered into a note and warrant purchase agreement for a $5.0 million convertible note. |
| 2025-05-01 | Company agreed to purchase IP for Sketch from Wonder Project Inc. for $6.0 million cash. |
| 2025-06-13 | Appellate panel upheld The Chosen arbitration Award. |
| 2025-07-01 | Company entered into a First Look Agreement with an artist, paying a $3.0 million cash bonus. |
| 2025-07-11 | Company entered into a settlement and release agreement with The Chosen. |
| 2025-08-01 | Company entered into two notes with unaffiliated third parties for private placement of subordinated convertible promissory notes. |
| 2025-09-08 | Company entered into a Loan and Security Agreement for up to $100.0 million term loan. |
| 2025-09-10 | Consummation of Business Combination (Merger) with Southport Acquisition Corporation, changing name to Angel Studios, Inc. and becoming publicly listed. |
| 2025-09-01 | Steve Sarowitz became a member of the Board of Directors. |
| 2025-09-30 | Angel Guild members totaled approximately 1.6 million; Angel App installs totaled 100,245,157. The Disney settlement amount of $7.8 million was fully repaid. |
| 2025-10-01 | Maturity date for the September 2025 term loan. |
| 2025-10-07 | Term Sheet with 2521 Entertainment, LLC became binding, forming Giant Slayer Media LLC and acquiring assets related to the "DAVID" film. Asset Purchase Agreement with Slingshot USA LLC also dated. |
| 2025-10-08 | Slingshot dismissed lawsuit against Angel Studios Licensing, LLC with prejudice. |
| 2025-10-22 | Board of Directors voted to increase size from five to seven directors; Benton Crane appointed as a new member. |
| 2025-11-10 | Shares outstanding: Class A Common Stock: 110,757,879 shares; Class B Common Stock: 57,873,188 shares. |
| 2025-11-13 | Condensed consolidated financial statements were available to be issued. |
Recommendation
holdAngel Studios demonstrates impressive revenue and membership growth, indicating strong market traction for its unique content distribution model. The resolution of multiple significant legal proceedings and the successful public listing are positive developments. However, the substantial and widening net losses, high operating expenses (especially marketing), and increasing debt levels raise concerns about profitability and cash burn. The bitcoin treasury strategy introduces additional volatility and risk. While the growth story is compelling, the financial performance suggests a high-risk, high-reward scenario, warranting a "Hold" recommendation for investors to monitor the path to profitability and sustainable cash flow generation.
Keywords
Angel Studios, Media Distribution, Angel Guild, Content Licensing, Theatrical Release, Bitcoin Treasury Strategy, Digital Assets, SEC Filing, 10-Q, Financial Results, Corporate Governance, Legal Proceedings, Merger, Capital Raise, Entertainment Industry, Streaming, Filmmaking, Regulation A, P&A Loans, Southport Acquisition Corporation, DAVID film, Slingshot Litigation, The Chosen Arbitration, Disney Litigation
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