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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 04, 2025

 

 

Emerald Holding, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-38076

42-1775077

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

100 Broadway, 14th Floor

 

New York, New York

 

10005

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (949) 226-5700

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, par value $0.01 per share

 

EEX

 

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 


Item 2.02 Results of Operations and Financial Condition.

On August 4, 2025, Emerald Holding, Inc. (the “Company”) issued a press release announcing the financial results of the Company for the second quarter ended June 30, 2025. Copies of the press release and presentation are being furnished as Exhibit 99.1 and Exhibit 99.2, respectively, attached hereto and incorporated by reference herein. The Company will also make the financial results presentation available on its website.

The information furnished pursuant to Item 2.02 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibit.

Exhibit No.

Description

99.1

99.2

104

Press Release of the Company, dated August 4, 2025.

Second Quarter 2025 Financial Results Presentation.

Cover Page Interactive Data File (embedded within the inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

EMERALD HOLDING, INC.

 

 

 

 

Date:

August 4, 2025

By:

/s/ David Doft

 

 

 

David Doft
Chief Financial Officer

 


EX-99.1 2 eex-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

 

Emerald Reports Second Quarter 2025 Financial Results

Emerald Reports Solid Earnings Momentum with Growth in Revenue and Adjusted EBITDA

Reiterates Confidence in Full Year 2025 Outlook

 

 

NEW YORK, N.Y. – August 4, 2025 – Emerald Holding, Inc. (NYSE: EEX) (“Emerald” or the “Company”), America’s largest producer of trade shows and their associated conferences, content and commerce, today reported financial results for the second quarter ended June 30, 2025.

 

Financial Highlights

Revenues of $105.5 million for the second quarter 2025, an increase of $19.5 million, or 22.7%, over the second quarter 2024, primarily due to revenues from acquisitions, offset by three discontinued events that were not contributing to profitability.
Organic Revenues, a non-GAAP measure, which takes into account the impact of acquisitions, scheduling adjustments and discontinued events, if any, of $80.2 million for the second quarter 2025, an increase of $0.3 million, or 0.4%, from $79.9 million for the second quarter 2024. The recent acquisitions of This is Beyond, Insurtech Insights and GRC World Forums would have driven 4.6% year-over-year growth in Organic Revenues had they been part of Emerald’s portfolio in the second quarter ended June 30, 2024. (Refer to Schedule 1 for a reconciliation to revenues, the most directly comparable GAAP measure).
Net loss of $1.4 million for the second quarter 2025, compared to net loss of $2.8 million for the second quarter 2024.
Adjusted EBITDA, a non-GAAP measure, of $24.4 million for the second quarter 2025, compared to $15.3 million for the second quarter 2024, a 59.5% increase (Refer to Schedule 3 for a reconciliation to net (loss) income, the most directly comparable GAAP measure).
Ended the quarter with $156.4 million in cash and full availability of its $110.0 million revolving credit facility.
Emerald reaffirms its previously stated Full Year 2025 guidance of $450 - 460 million of Revenue and $120-125 million of Adjusted EBITDA.

 

Operational and Capital Structure Updates

Emerald repurchased $6.9 million of its common stock in the second quarter at an average price of $4.24 per share. Year to date, Emerald repurchased $15.7 million of its common stock at an average price of $4.29 per share.
On July 29, 2025, Emerald’s Board of Directors declared a dividend for the quarter ending September 30, 2025, of $0.015 per share.

 

Hervé Sedky, Emerald’s President and Chief Executive Officer, said, “Our second quarter results reflect focused execution and the resilience of our business model. We’ve taken meaningful steps to streamline the portfolio, concentrate on high-growth markets, and strengthen our value proposition. As a result, Emerald is evolving into a more performance-oriented platform with a strong foundation for long-term growth.”

“Our strategy is grounded in creating long-term value through a customer-centric platform that delivers measurable outcomes and fosters year-round engagement. The acquisition of This is Beyond and Insurtech Insights supports this vision, broadening our reach in key growth markets that deepen client relationships and enhance our ability to scale through targeted portfolio expansion. At the same time, we’re navigating dynamic market conditions with continued discipline and focus. These efforts reflect our evolution into a more focused and operationally agile organization, well-positioned to scale with intention and deliver lasting value.”

David Doft, Emerald’s Chief Financial Officer, added, “We continued to build on our momentum in the second quarter, delivering solid year-over-year growth in both Revenue and Adjusted EBITDA. As anticipated, reported organic growth was muted at 0.4% this quarter, due to event timing and mix. However, on a pro-forma basis, assuming the recently completed acquisitions were part of the portfolio in the second quarter of 2024, organic growth would have been 4.6% this quarter, a more accurate reflection of the performance of our business as it is constituted on a go-forward basis with the inclusion of these acquisitions. Similarly, while reported free cash flow was impacted by the timing of these acquisitions, underlying cash generation was stronger when adjusted for these effects. As we cycle past these transactions, we expect free cash flow conversion to improve and more accurately reflect the cash generating power of the business.”


 

“These results are in line with expectations and reflect the disciplined execution of our focused strategy, reinforcing our confidence in achieving our full-year 2025 guidance. Encouraging booking trends into the first half of 2026, combined with trade shows consistently delivering among the highest ROI of any marketing channel, give us continued confidence in our trajectory for sustained year-over-year growth.”

 

 

Second Quarter 2025 Financial Performance and Highlights

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2025

 

 

2024

 

 

Change

 

 

% Change

 

 

2025

 

 

2024

 

 

Change

 

 

% Change

 

 

 

(unaudited, dollars in millions, except percentages and per share data)

 

Revenues

 

$

105.5

 

 

$

86.0

 

 

$

19.5

 

 

 

22.7

%

 

$

253.2

 

 

$

219.4

 

 

$

33.8

 

 

 

15.4

%

Net (loss) income

 

$

(1.4

)

 

$

(2.8

)

 

$

1.4

 

 

NM

 

 

$

13.9

 

 

$

8.2

 

 

$

5.7

 

 

 

69.5

%

Net cash provided by
  operating activities

 

$

15.9

 

 

$

9.8

 

 

$

6.1

 

 

 

62.2

%

 

$

28.5

 

 

$

17.1

 

 

$

11.4

 

 

 

66.7

%

Diluted (loss) income per share

 

$

(0.01

)

 

$

(0.03

)

 

$

0.02

 

 

NM

 

 

$

0.07

 

 

$

(0.04

)

 

$

0.11

 

 

NM

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP measures:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

$

24.4

 

 

$

15.3

 

 

$

9.1

 

 

 

59.5

%

 

$

78.0

 

 

$

56.1

 

 

$

21.9

 

 

 

39.0

%

Adjusted EBITDA excluding event cancellation insurance proceeds

 

$

24.4

 

 

$

15.3

 

 

$

9.1

 

 

 

59.5

%

 

$

78.0

 

 

$

55.1

 

 

$

22.9

 

 

 

41.6

%

Free Cash Flow

 

$

13.8

 

 

$

7.1

 

 

$

6.7

 

 

 

94.4

%

 

$

24.6

 

 

$

11.9

 

 

$

12.7

 

 

 

106.7

%

Free cash flow excluding event cancellation insurance proceeds, net

 

$

13.8

 

 

$

7.1

 

 

$

6.7

 

 

 

94.4

%

 

$

24.6

 

 

$

10.9

 

 

$

13.7

 

 

 

125.7

%

 

Second quarter 2025 revenues were $105.5 million, an increase of $19.5 million or 22.7% versus the second quarter 2024, driven primarily by $23.6 million in revenue from acquisitions and scheduling adjustments of $1.6 million, offset by prior year revenue of $2.8 million related to three discontinued events that were not contributing to profitability and a $0.3 million increase in Organic Revenues. The recent acquisitions of This is Beyond, Insurtech Insights and GRC World Forums would have driven 4.6% year-over-year growth in Organic Revenues had they been part of Emerald’s portfolio in the second quarter ended June 30, 2024.
Second quarter 2025 Organic Revenues from the Connections reportable segment were $70.1 million, an increase of $1.2 million or 1.7% versus the second quarter 2024, due to an increase in recurring revenues.
Second quarter 2025 Organic Revenues from the All Other category were $10.1 million, a decrease of $0.9 million or 8.2% versus the second quarter 2024, due to a $1.0 million decrease in Content revenues, offset by a $0.1 million increase in Commerce revenues.
Second quarter 2025 net loss was $1.4 million, compared to net loss of $2.8 million for the second quarter 2024, principally as a result of higher income from ongoing operations, largely attributable to acquisitions, offset by higher non-recurring expenses, primarily related to contingent consideration remeasurement adjustments and higher provision for income taxes recognized during the quarter of 2025.
Second quarter 2025 Adjusted EBITDA was $24.4 million, compared to $15.3 million for the second quarter 2024.

 

For a discussion of the Company’s presentation of Organic revenues and Adjusted EBITDA, which are non-GAAP measures, see below under the heading “Non-GAAP Financial Information.” Refer to Schedule 1 for a reconciliation of Organic revenues to revenues (discussed in the first paragraph of this section), the most directly comparable GAAP measure, and refer to Schedule 3 for a reconciliation of Adjusted EBITDA to net income (loss) (discussed in the second paragraph of this section), the most directly comparable GAAP measure.


Cash Flow

Second quarter 2025 net cash provided by operating activities was $15.9 million, compared to $9.8 million in the second quarter 2024.
Second quarter 2025 capital expenditures were $2.1 million, compared to $2.7 million in the second quarter 2024.
Second quarter 2025 Free Cash Flow excluding event cancellation insurance proceeds, net, which the Company defines as net cash provided by operating activities less capital expenditures, event cancellation insurance proceeds and taxes paid on event cancellation insurance proceeds, was $13.8 million, compared to $7.1 million in the second quarter 2024. The calculation of second quarter 2025 Free Cash Flow excluding event cancellation insurance proceeds, net, includes non-recurring acquisition related transaction costs of $1.1 million, acquisition integration and restructuring-related transition costs of $1.9 million and non-recurring financing fees charged to interest expense of $0.9 million for the January 2025 debt refinancing. The calculation of second quarter 2024 Free Cash Flow excluding event cancellation insurance proceeds, net, includes non-recurring acquisition related transaction costs of $0.9 million, acquisition integration, restructuring-related transition costs of $1.0 million, and non-recurring legal and consulting fees of $0.7 million. The total of these items is $3.9 million and $2.6 million for the quarters ended June 30, 2025 and 2024, respectively.
Free Cash Flow in second quarter 2025 as reported reflects the impact of certain acquisition-timing effects. As the This is Beyond acquisition closed shortly before its major events staged, a portion of event-related cash was reflected in the purchase price, rather than being captured in Emerald’s operating cash flow. The amount of this impact would have represented approximately $17.0 million of incremental cash flows from operations.

 

For a review of the Company’s presentation of Free Cash Flow, which is a non-GAAP measure, see below under the heading “Non-GAAP Financial Information.” Refer to Schedule 4 for a reconciliation of Free Cash Flow to net cash provided by operating activities (discussed in the first paragraph of this section), the most directly comparable GAAP measure.

Dividend

On July 29, 2025, Emerald’s Board of Director’s declared a dividend for the quarter ending September 30, 2025, of $0.015 per share payable on August 25, 2025 to holders of Emerald’s common stock as of August 14, 2025.

Emerald Share Repurchase Program

On April 30, 2025, Emerald’s Board of Directors approved an expansion of the Company’s share repurchase program that allows for the repurchase of $25.0 million of its common stock through December 31, 2025. In the three months ended June 30, 2025, Emerald bought back 1,630,679 shares for $6.9 million at an average price of $4.24 per share. Year-to-date ended June 30, 2025, Emerald bought back 3,660,124 shares for $15.7 million at an average price of $4.29 per share. At quarter end, Emerald had $20.8 million remaining available under the existing repurchase authorization.

Since the restart of the share repurchase program in 2021 through June 30, 2025, the Company has bought back a total of 16.9 million shares of common stock for an aggregate of $69.4 million.

Conference Call Webcast Details

As previously announced, the Company’s leadership will hold a conference call to discuss its second quarter 2025 results at 8:30 am EDT on Monday, August 4, 2025.

The conference call can be accessed by dialing 1-800-715-9871 (domestic) or 1-646-307-1963 (international). A telephonic replay will be available beginning at 11:30 am ET by dialing 1-800-770-2030, or for international callers, 1-647-362-9199. The passcode for the replay is 1558503. The replay will be available until 11:59 pm ET on August 11, 2025.

Interested investors and other parties can access the webcast of the live conference call by visiting the Investors section of Emerald’s website at https://investor.emeraldx.com. An online replay will be available on the same website immediately following the call.

 

About Emerald

Emerald Holding, Inc. (NYSE: EEX) is the largest U.S.-based B2B event organizer, empowering businesses year-round by expanding meaningful connections, developing influential content, and delivering powerful commerce-driven solutions. As the owner and operator of a curated portfolio of B2B events spanning trade shows, conferences, B2C showcases and a scaled hosted buyer platform, Emerald also delivers dynamic solutions across leading industries through its robust content and e-commerce marketplace. Emerald is a trusted partner for its thousands of customers, predominantly small and medium-sized businesses, playing a pivotal role in driving ongoing commerce through streamlined buying, selling, and networking opportunities. Powered by an experienced team, Emerald is fostering impactful engagement and delivering unparalleled market access with a commitment to driving business growth 365 days a year.

 


Non-GAAP Financial Information

This press release presents certain “non-GAAP” financial measures. The components of these non-GAAP measures are computed by using amounts that are determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). These non-GAAP financial measures are in addition to, and not as a substitute for or superior to, measures of financial performance prepared in accordance with GAAP. The Company believes that these non-GAAP financial measures enhance the reader’s understanding of our past financial performance and our prospects for the future. The non-GAAP financial information is presented for supplemental informational purposes only and should not be considered a substitute for financial information presented in accordance with GAAP and may be different from similarly titled non-GAAP measures used by other companies. A reconciliation of non-GAAP financial measures used in this press release to their nearest comparable GAAP financial measures is included in the schedules attached hereto.

 

Organic Revenue

We define “Organic revenue growth” and “Organic revenue decline” as the growth or decline, respectively, in our revenue from one period to the next, adjusted for the revenue impact of: (i) acquisitions and dispositions, (ii) discontinued events and (iii) material show scheduling adjustments. We disclose changes in Organic revenue because we believe it assists investors and analysts in comparing Emerald’s operating performance across reporting periods on a consistent basis by excluding items that we do not believe provide a fair comparison of the trends underlying our existing event portfolio given changes in timing or strategy. Management and Emerald’s board of directors evaluate changes in Organic revenue to evaluate our historical and prospective financial performance and understand underlying revenue trends of our events.

 

Adjusted EBITDA

We use Adjusted EBITDA because we believe it assists investors and analysts in comparing Emerald’s operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. Management and Emerald’s board of directors use Adjusted EBITDA to assess our financial performance and believe it is helpful in highlighting trends because it excludes the results of decisions that are outside the control of management, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate, and capital investments. Adjusted EBITDA should not be considered as an alternative to net income (loss) as a measure of financial performance or to cash flows from operations as a liquidity measure.

 

We define Adjusted EBITDA as net income (loss) before (i) interest expense, net, (ii) provision for income taxes, (iii) depreciation and amortization, (iv) stock-based compensation, (v) goodwill and other intangible asset impairment charges and (vi) other items that management believes are not part of our core operations.

 

We have also presented Adjusted EBITDA excluding event cancellation insurance proceeds in order to illustrate the amount of Adjusted EBITDA from continuing operations.

 

Note: Schedule 3 provides reconciliations for 2025 and 2024 Adjusted EBITDA to net income (loss), however, it is not possible, without unreasonable efforts, to estimate the impacts of show scheduling adjustments, acquisitions and certain other special items that may occur in 2025 as these items are inherently uncertain and difficult to predict. As a result, the Company is unable to quantify certain amounts that would be included in a reconciliation of 2025 projected Adjusted EBITDA to projected net income (loss) without unreasonable efforts and has not provided reconciliations for these forward-looking non-GAAP financial measures.

 

Free Cash Flow

We present Free Cash Flow because we believe it is a useful indicator of liquidity that provides information to management and investors about the amount of cash generated from our core operations that, after capital expenditures, can be used to maintain and grow our business, for the repayment of indebtedness, payment of dividends and to fund strategic opportunities. Free Cash Flow is a supplemental non-GAAP measure of liquidity and is not based on any standardized methodology prescribed by GAAP. Free Cash Flow should not be considered in isolation or as an alternative to cash flows from operating activities or other measures determined in accordance with GAAP.

 

We have also presented Free Cash Flow excluding event cancellation insurance proceeds, net in order to illustrate the amount of Free Cash Flow from continuing operations.

 

Other companies may compute these measures differently. No non-GAAP metric should be considered as an alternative to any other measure derived in accordance with GAAP.

 


Cautionary Statement Concerning Forward-Looking Statements

This press release contains and our earnings call will contain certain forward-looking statements, including, but not limited to, statements regarding our ability to return our business to pre-COVID levels; general economic conditions, or more specifically about the markets in which we operate, including growth of our various markets, and our expectations, beliefs, plans, strategies, objectives, prospects, assumptions or future events or performance; the multiple avenues to return to organic growth; expectations regarding interest rates and economic conditions, among others; our guidance with respect to estimated revenues and Adjusted EBITDA; our ability or inability to obtain insurance coverage relating to event cancellations or interruptions; our intention to continue to pay regular quarterly dividends; our ability to successfully identify and acquire acquisition targets; our expectations arising from the ongoing impact of natural disasters, or outbreaks of contagious disease or the potential for infection (including COVID-19) on our business; how we integrate and grow acquired businesses; and how we expand our international operations. In particular, the declaration, timing and amount of any future dividends will be subject to the discretion and approval of the Board and will depend on a number of factors, including the Company’s results of operations, cash flows, financial position and capital requirements, any applicable restrictions under the Company’s debt facilities, as well as general business conditions, legal, tax and regulatory restrictions and other factors the Board deems relevant at the time it determines to declare such dividends. These statements are based on management’s current expectations as well as estimates and assumptions prepared by management as of the date hereof, and although they are believed to be reasonable, they are inherently uncertain and not guaranteed. These statements involve risks and uncertainties, including, but not limited to, economic, competitive, governmental and technological factors outside of the Company’s control that may cause its business, industry, strategy, financing activities or actual results to differ materially. See “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in the Company’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings. The Company undertakes no obligation to update or revise any of the forward-looking statements contained herein, whether as a result of new information, future events or otherwise.

Contact

Emerald Holding, Inc.

Investor Relations

investor.relations@emeraldx.com

1-866-339-4688 (866EEXINVT)


Emerald Holding, Inc.

Condensed Consolidated Statements of Income (Loss)

(unaudited, dollars in millions, share data in thousands, except income (loss) per share data)

 

 

Three Months Ended
June 30, 2025

 

 

Three Months Ended
June 30, 2024

 

 

Six Months Ended
June 30, 2025

 

 

Six Months Ended
June 30, 2024

 

Revenues

 

$

105.5

 

 

$

86.0

 

 

$

253.2

 

 

$

219.4

 

Other income, net

 

 

 

 

 

 

 

 

 

 

 

1.0

 

Cost of revenues

 

 

40.6

 

 

 

33.1

 

 

 

92.0

 

 

 

80.6

 

Selling, general and administrative expense

 

 

47.1

 

 

 

39.5

 

 

 

101.2

 

 

 

95.0

 

Depreciation and amortization expense

 

 

7.6

 

 

 

7.0

 

 

 

14.0

 

 

 

14.1

 

Operating income

 

 

10.2

 

 

 

6.4

 

 

 

46.0

 

 

 

30.7

 

Interest expense

 

 

10.9

 

 

 

12.0

 

 

 

28.3

 

 

 

24.1

 

Interest income

 

 

1.3

 

 

 

2.1

 

 

 

3.6

 

 

 

4.4

 

Income (loss) before income taxes

 

 

0.6

 

 

 

(3.5

)

 

 

21.3

 

 

 

11.0

 

Provision for (benefit from) income taxes

 

 

2.0

 

 

 

(0.7

)

 

 

7.4

 

 

 

2.8

 

Net (loss) income attributable to Emerald Holding, Inc.

 

$

(1.4

)

 

$

(2.8

)

 

$

13.9

 

 

$

8.2

 

Accretion to redemption value of redeemable convertible preferred stock

 

 

 

 

 

(2.0

)

 

 

 

 

 

(12.7

)

Net (loss) income attributable to Emerald Holding, Inc.
   common stockholders

 

$

(1.4

)

 

$

(4.8

)

 

$

13.9

 

 

$

(4.5

)

Basic (loss) income per share

 

 

(0.01

)

 

 

(0.03

)

 

 

0.07

 

 

 

(0.04

)

Diluted (loss) income per share

 

 

(0.01

)

 

 

(0.03

)

 

 

0.07

 

 

 

(0.04

)

Basic weighted average common shares outstanding

 

 

198,650

 

 

 

155,915

 

 

 

199,614

 

 

 

109,477

 

Diluted weighted average common shares outstanding

 

 

198,650

 

 

 

155,915

 

 

 

200,089

 

 

 

109,477

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


Emerald Holding, Inc.

Condensed Consolidated Balance Sheets

(dollars in millions, share data in thousands, except par value)

 

 

June 30,
2025

 

 

December 31,
2024

 

 

 

(unaudited)

 

Assets

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

156.4

 

 

$

194.8

 

Trade and other receivables, net of allowances of $2.1 million and $1.6 million, as of June 30, 2025 and December 31, 2024, respectively

 

 

102.0

 

 

 

82.5

 

Prepaid expenses and other current assets

 

 

20.6

 

 

 

29.6

 

Total current assets

 

 

279.0

 

 

 

306.9

 

Noncurrent assets

 

 

 

 

 

 

Property and equipment, net

 

 

1.7

 

 

 

1.8

 

Intangible assets, net

 

 

184.5

 

 

 

155.9

 

Goodwill, net

 

 

726.7

 

 

 

573.8

 

Right-of-use assets

 

 

6.1

 

 

 

6.4

 

Other noncurrent assets

 

 

4.1

 

 

 

3.9

 

Total assets

 

$

1,202.1

 

 

$

1,048.7

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Accounts payable and other current liabilities

 

$

49.6

 

 

$

40.7

 

Income taxes payable

 

 

1.7

 

 

 

 

Cancelled event liabilities

 

 

1.1

 

 

 

1.2

 

Deferred revenues

 

 

199.9

 

 

 

190.5

 

Contingent consideration

 

 

2.7

 

 

 

0.7

 

Right-of-use liabilities, current portion

 

 

4.5

 

 

 

4.0

 

Term loan, current portion

 

 

5.2

 

 

 

4.2

 

Total current liabilities

 

 

264.7

 

 

 

241.3

 

Noncurrent liabilities

 

 

 

 

 

 

Term loan, net of discount and deferred financing fees

 

 

501.6

 

 

 

398.5

 

Deferred tax liabilities, net

 

 

12.6

 

 

 

4.9

 

Right-of-use liabilities, noncurrent portion

 

 

4.1

 

 

 

5.5

 

Other noncurrent liabilities

 

 

29.7

 

 

 

12.6

 

Total liabilities

 

 

812.7

 

 

 

662.8

 

Commitments and contingencies

 

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

 

Common stock, $0.01 par value; authorized shares at June 30, 2025
   and December 31, 2024: 800,000; 197,977 and 201,447 shares
   issued and outstanding at June 30, 2025 and December 31, 2024, respectively

 

 

2.0

 

 

 

2.0

 

Additional paid-in capital

 

 

1,018.1

 

 

 

1,034.0

 

Accumulated other comprehensive income

 

 

5.5

 

 

 

 

Accumulated deficit

 

 

(636.2

)

 

 

(650.1

)

Total stockholders’ equity

 

 

389.4

 

 

 

385.9

 

Total liabilities and stockholders’ equity

 

$

1,202.1

 

 

$

1,048.7

 

 


Schedule 1

Emerald Holding, Inc.

UNAUDITED RECONCILIATION OF REVENUES TO ORGANIC REVENUES

 

 

Three Months Ended
June 30,

 

 

Change

 

 

Six Months Ended
June 30,

 

 

Change

 

Consolidated

 

2025

 

 

2024

 

 

$

 

 

%

 

 

2025

 

 

2024

 

 

$

 

 

%

 

 

 

(dollars in millions)
(unaudited)

 

Revenues

 

$

105.5

 

 

$

86.0

 

 

$

19.5

 

 

 

22.7

%

 

$

253.2

 

 

$

219.4

 

 

$

33.8

 

 

 

15.4

%

Deduct:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition revenues (1)

 

 

(23.6

)

 

 

 

 

 

 

 

 

 

 

 

(28.6

)

 

 

 

 

 

 

 

 

 

Discontinued events

 

 

 

 

 

(2.8

)

 

 

 

 

 

 

 

 

 

 

 

(4.6

)

 

 

 

 

 

 

Scheduling adjustments(2)

 

 

(1.7

)

 

 

(3.3

)

 

 

 

 

 

 

 

 

(1.7

)

 

 

(0.2

)

 

 

 

 

 

 

Organic revenues

 

$

80.2

 

 

$

79.9

 

 

$

0.3

 

 

 

0.4

%

 

$

222.9

 

 

$

214.6

 

 

$

8.3

 

 

 

3.9

%

 

 

 

Three Months Ended
June 30,

 

 

Change

 

 

Six Months Ended
June 30,

 

 

Change

 

Connections

 

2025

 

 

2024

 

 

$

 

 

%

 

 

2025

 

 

2024

 

 

$

 

 

%

 

 

 

(dollars in millions)
(unaudited)

 

Revenues

 

$

95.4

 

 

$

75.0

 

 

$

20.4

 

 

 

27.2

%

 

$

233.7

 

 

$

198.4

 

 

$

35.3

 

 

 

17.8

%

Deduct:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition revenues

 

 

(23.6

)

 

 

 

 

 

 

 

 

 

 

 

(28.6

)

 

 

 

 

 

 

 

 

 

Discontinued events

 

 

 

 

 

(2.8

)

 

 

 

 

 

 

 

 

 

 

 

(4.6

)

 

 

 

 

 

 

Scheduling adjustments(2)

 

 

(1.7

)

 

 

(3.3

)

 

 

 

 

 

 

 

 

(1.7

)

 

 

(0.2

)

 

 

 

 

 

 

Organic revenues

 

$

70.1

 

 

$

68.9

 

 

$

1.2

 

 

 

1.7

%

 

$

203.4

 

 

$

193.6

 

 

$

9.8

 

 

 

5.1

%

 

 

 

Three Months Ended
June 30,

 

 

Change

 

 

Six Months Ended
June 30,

 

 

Change

 

All Other

 

2025

 

 

2024

 

 

$

 

 

%

 

 

2025

 

 

2024

 

 

$

 

 

%

 

 

 

(dollars in millions)
(unaudited)

 

Revenues

 

$

10.1

 

 

$

11.0

 

 

$

(0.9

)

 

 

(8.2

%)

 

$

19.5

 

 

$

21.0

 

 

$

(1.5

)

 

 

(7.1

%)

Deduct:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Discontinued events

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Scheduling adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Organic revenues

 

$

10.1

 

 

$

11.0

 

 

$

(0.9

)

 

 

(8.2

%)

 

$

19.5

 

 

$

21.0

 

 

$

(1.5

)

 

 

(7.1

%)

Notes:

 

(1)
For the three months ended June 30, 2025, represents revenues from the acquisitions of This is Beyond, Insurtech and GRC World Forums. For the comparable period in the prior year, these businesses generated revenues of $18.1 million. Assuming prior year foreign currency rates, these revenues would have been $22.3 million for the three months ended June 30, 2025, resulting in a 4.6% year-over-year increase in Organic Revenues. For the six months ended June 30, 2025, represents revenues from the acquisitions of This is Beyond, Insurtech and GRC World Forums. For the comparable period in the prior year, these businesses generated revenues of $22.7 million. Assuming prior year foreign currency rates, these revenues would have been $27.2 million for the six months ended June 30, 2025, resulting in a 5.6% year-over-year increase in Organic Revenues.
(2)
For the three months ended June 30, 2025, represents revenues from three events that staged in the second quarter of fiscal 2025, but staged in a different quarter in fiscal 2024, and revenues from two events that staged in the second quarter of fiscal 2024 but are scheduled to stage in a different quarter in fiscal 2025. For the six months ended June 30, 2025, represents revenues from four events that staged in the first six months of fiscal 2025, but staged later in fiscal 2024, and revenues from one event that staged in the first six months of fiscal 2024 but is scheduled to stage in the second half of fiscal 2025.

Schedule 2

Emerald Holding, Inc.

UNAUDITED RECONCILIATION OF REVENUES TO DISAGGREGATED REVENUES

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(dollars in millions)
(unaudited)

 

Connections

 

$

95.4

 

 

$

75.0

 

 

$

233.7

 

 

$

198.4

 

Content

 

 

4.9

 

 

 

5.9

 

 

 

9.1

 

 

 

10.6

 

Commerce

 

 

5.2

 

 

 

5.1

 

 

 

10.4

 

 

 

10.4

 

Total Revenues

 

$

105.5

 

 

$

86.0

 

 

$

253.2

 

 

$

219.4

 

 


Schedule 3

Emerald Holding, Inc.

UNAUDITED RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(dollars in millions)
(unaudited)

 

Net (loss) income

 

$

(1.4

)

 

$

(2.8

)

 

$

13.9

 

 

$

8.2

 

Add (deduct):

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

9.6

 

 

 

9.9

 

 

 

24.7

 

 

 

19.7

 

Provision for (benefit from) income taxes

 

 

2.0

 

 

 

(0.7

)

 

 

7.4

 

 

 

2.8

 

Depreciation and amortization

 

 

7.6

 

 

 

7.0

 

 

 

14.0

 

 

 

14.1

 

Stock-based compensation

 

 

3.0

 

 

 

1.5

 

 

 

5.6

 

 

 

4.0

 

Other items(1)

 

 

3.6

 

 

 

0.4

 

 

 

12.4

 

 

 

7.3

 

Adjusted EBITDA

 

$

24.4

 

 

$

15.3

 

 

$

78.0

 

 

$

56.1

 

Deduct:

 

 

 

 

 

 

 

 

 

 

 

 

Event cancellation insurance proceeds

 

 

 

 

 

 

 

 

 

 

 

1.0

 

Adjusted EBITDA excluding event cancellation insurance proceeds

 

$

24.4

 

 

$

15.3

 

 

$

78.0

 

 

$

55.1

 

Notes:

(1)
Other items for the three months ended June 30, 2025 included: (i) $1.1 million in acquisition-related transaction costs; (ii) $1.9 million in acquisition integration and restructuring-related transition costs and (iii) $0.6 million in expense related to the remeasurement of contingent consideration. Other items for the three months ended June 30, 2024 included: (i) $0.9 million in acquisition-related transaction costs; (ii) $1.0 million in acquisition integration and restructuring related transition costs; (iii) $0.7 million in non-recurring legal, audit and consulting fees and (iv) $2.2 million in gains related to the remeasurement of contingent consideration. Other items for the six months ended June 30, 2025 included: (i) $4.9 million in acquisition-related transaction costs; (ii) $2.5 million in acquisition integration and restructuring-related transition costs; (iii) $1.4 million in non-recurring legal, audit and consulting fees and (iv) $3.6 million in expense related to the remeasurement of contingent consideration. Other items for the six months ended June 30, 2024 included:(i) $1.2 million in acquisition-related transaction costs; (ii) $5.8 million in acquisition integration and restructuring related transition costs; (iii) $1.0 million in non-recurring legal, audit and consulting fees and (iv) $0.7 million in gains related to the remeasurement of contingent consideration.

Schedule 4

Emerald Holding, Inc.

UNAUDITED RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(dollars in millions)
(unaudited)

 

Net Cash Provided by Operating Activities

 

$

15.9

 

 

$

9.8

 

 

$

28.5

 

 

$

17.1

 

Less:

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

 

 

2.1

 

 

 

2.7

 

 

 

3.9

 

 

 

5.2

 

Free Cash Flow

 

$

13.8

 

 

$

7.1

 

 

$

24.6

 

 

$

11.9

 

Event cancellation insurance proceeds

 

 

 

 

 

 

 

 

 

 

 

(1.0

)

Free cash flow excluding event cancellation insurance proceeds, net

 

$

13.8

 

 

$

7.1

 

 

$

24.6

 

 

$

10.9

 

 


Schedule 5

Emerald Holding, Inc.

UNAUDITED RECONCILIATION OF REPORTABLE SEGMENTS RESULTS TO INCOME (LOSS) BEFORE TAXES

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

 

 

(dollars in millions)
(unaudited)

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

Connections

 

$

95.4

 

 

$

75.0

 

 

$

233.7

 

 

$

198.4

 

All Other

 

 

10.1

 

 

 

11.0

 

 

 

19.5

 

 

 

21.0

 

Total revenues

 

$

105.5

 

 

$

86.0

 

 

$

253.2

 

 

$

219.4

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income, net

 

 

 

 

 

 

 

 

 

 

 

 

Connections

 

$

 

 

$

 

 

$

 

 

$

1.0

 

Total other income, net

 

$

 

 

$

 

 

$

 

 

$

1.0

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

 

 

 

 

 

 

 

 

 

 

 

Connections

 

$

35.2

 

 

$

26.4

 

 

$

101.3

 

 

$

82.6

 

All Other

 

 

1.8

 

 

 

1.8

 

 

 

2.5

 

 

 

2.1

 

Adjusted EBITDA (excluding General corporate expenses)

 

$

37.0

 

 

$

28.2

 

 

$

103.8

 

 

$

84.7

 

 

 

 

 

 

 

 

 

 

 

 

 

General corporate expenses

 

 

(12.6

)

 

 

(12.9

)

 

 

(25.8

)

 

 

(28.6

)

Interest expense, net

 

 

(9.6

)

 

 

(9.9

)

 

 

(24.7

)

 

 

(19.7

)

Depreciation and amortization expense

 

 

(7.6

)

 

 

(7.0

)

 

 

(14.0

)

 

 

(14.1

)

Stock-based compensation expense

 

 

(3.0

)

 

 

(1.5

)

 

 

(5.6

)

 

 

(4.0

)

Other items

 

 

(3.6

)

 

 

(0.4

)

 

 

(12.4

)

 

 

(7.3

)

Income (loss) before income taxes

 

$

0.6

 

 

$

(3.5

)

 

$

21.3

 

 

$

11.0

 

 


EX-99.2 3 eex-ex99_2.htm EX-99.2

Slide 1

Emerald Holding, Inc. Second Quarter 2025 August 4, 2025 Exhibit 99.2


Slide 2

Legal Disclaimer Forward-Looking Statements The information provided in this presentation is for general informational purposes only. This presentation contains certain forward-looking statements regarding Emerald Holding, Inc. and its subsidiaries (the “Company”), including, but not limited to, statements regarding the Company’s ability to return its business to pre-COVID levels; general economic conditions, or more specifically about the markets in which the Company operates, including growth of the Company’s various markets, and the Company’s expectations, beliefs, plans, strategies, objectives, prospects, assumptions or future events or performance; the multiple avenues to return to organic growth; expectations regarding interest rates and economic conditions, among others; the Company’s guidance with respect to estimated revenues and Adjusted EBITDA; the Company’s ability or inability to obtain insurance coverage relating to event cancellations or interruptions; the Company’s ability to successfully identify and acquire acquisition targets; the Company’s expectations arising from the ongoing impact of natural disasters, or outbreaks of contagious disease or the potential for infection (including COVID-19) on its business; how the Company integrates and grows acquired businesses; how the Company expands its international operations; and the Company’s intention to continue to pay regular quarterly dividends. In particular, the declaration, timing and amount of any future dividends will be subject to the discretion and approval of the Company’s Board of Directors, and will depend on a number of factors. The forward-looking statements contained herein are based on management’s current expectations as well as estimates and assumptions prepared by management as of the date hereof, and although they are believed to be reasonable, they are inherently uncertain and not guaranteed. These statements involve risks and uncertainties, including, but not limited to, economic, competitive, governmental and technological factors outside of the Company’s control that may cause its business, industry, strategy, financing activities or actual results to differ materially. There can be no assurance that the projected results and forward-looking statements in this presentation will prove to be accurate. In addition, even if the Company’s results of operations, financial condition and liquidity, and events in the industry in which it operates, are consistent with the forward-looking statements contained in this presentation, they may not be predictive of results or developments in future periods. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Forward looking statements include all statements that are not historical facts and can be identified by terms such as “anticipate,” “believe, “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “objective,” “ongoing,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” or “would” or similar expressions and the negatives of those terms. For factors that could cause actual results to differ materially from the forward-looking statements in this presentation, please see the risks and uncertainties identified under the headings “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in the Company’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings, which are available on the Company’s Investor Relations website at investor.emeraldx.com and on the SEC’s EDGAR website at www.sec.gov. The Company disclaims any obligation to update or revise any of the forward-looking statements contained herein, whether as a result of new information, future events or otherwise. Past results are not indicative of future performance. Industry and Market Information To the extent this presentation includes information concerning the industry and the markets in which the Company operates, including general observations, expectations, market position, market opportunity and market size, such information is based on management's knowledge and experience in the markets in which the Company operates, including publicly available information from independent industry analysts and publications, which the Company believes to be reasonable, but which are inherently uncertain and imprecise. Accordingly, you are cautioned not to place undue reliance on such market and industry information. Non-GAAP Financial Information This presentation also includes certain non-GAAP financial measures. These non-GAAP financial measures are in addition to, and should not be considered as a substitute for or superior to, measures of financial performance prepared in accordance with generally accepted accounting principles (“GAAP”). The non-GAAP measures included herein may be different from similarly titled non-GAAP measures used by other companies. A reconciliation is provided herein for each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with GAAP. Readers are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures.


Slide 3

Participants Hervé Sedky President and Chief Executive Officer David Doft Chief Financial Officer


Slide 4

Key Q2 2025 Takeaways Strategic portfolio refinement continues to yield results, fueling 22.7% year-over-year growth in Revenue and 59.5% year-over-year growth in Adjusted EBITDA Reported Organic Revenue of +0.4% year-over-year, reflecting a stable performance in a quarter impacted by event timing and mix The recent acquisitions of This is Beyond, Insurtech Insights and GRC World Forums would have driven approximately 5% year-over-year growth in Organic Revenues had they been part of Emerald’s portfolio in Q2 2024 Repurchased $6.9 million of its common stock at an average price of $4.24 per share in the second quarter Board of Director’s declared dividend for the quarter ending September 30, 2025, of $0.015 per share Reaffirms Full Year 2025 guidance of Revenue in the range of $450 to $460 million and Adjusted EBITDA in the range of $120 to $125 million


Slide 5

Emerald at a Glance Business Overview Emerald is the largest U.S. based B2B events platform with significant diversification across end markets. The company operates across three business lines: Connections (~90% of revenue) (1): Leading and “must attend” B2B events and conferences bringing together industry-specific communities Content (~5% of revenue): B2B websites and publications across 20 sectors Commerce (~5% of revenue): B2B wholesale e-commerce software and marketplace offerings Founded in 2013 after Nielsen Expositions was acquired by Onex and subsequently rebranded as Emerald Emerald is headquartered in New York, NY and has ~738 employees Key Stats 100+ Events & Media Products 2.6 mm Active Customers $20bn Total Global Addressable Market 18k+ Exhibitors ~500k Attendees 17.5mm Website Visitors Select Trade Shows Source: Company reports 2024-2025, Company Management. (1) Revenue mix numbers are as of FY 2024. (2) Guidance for FY 2025 Revenue of $450-$460 million and Adjusted EBITDA of $120-$125 million, respectively $450–460mm(2) 2025E Revenue $120-125mm(2) 2025 Adj. EBITDA Leading event in the advertising, marketing, media and technology sectors Consumer goods wholesale buying event North America’s largest trade show dedicated to all aspects of Kitchen and bath design Leading trade fair and conference for boutique hotel design High-end designer fine jewelry and luxury timepiece market World’s largest trade show for the pizzeria industry Luxury travel event business. Currently produces seven events globally Portfolio of events centered around insurance technology


Slide 6

Emerald’s Monetization Engine Provides Diverse And Highly Visible Revenue Generation Across Its Three Segments Collection of leading B2B trade shows and conferences that bring together industry-specific communities Revenue is generated from the production of trade shows and conference events, including booth space sales, registration fees and sponsorship fees B2B websites and publications that provide industry specific business news and information across multiple sectors Revenue primarily consists of advertising sales for industry publications and digital products SaaS software enables year-round B2B buying and selling which averages $1 billion per month of wholesale gross transaction volume Revenue consists of subscription revenue, implementation fees and professional services Connections (~90% of FY 2024 Revenue) Content Commerce


Slide 7

Top US Scaled Exhibition Organizers are a Small Part of Overall Market (1) B2B US Marketing Spend for Events and Sponsorship ($Bn)(2) Significant Opportunity for Growth in a Large, Fragmented Market Emerald’s leading market position and successful track record of accretive acquisitions makes it the acquiror of choice in a large and highly fragmented market Today, marketers are allocating a larger share of spend to in-person events than any other channel(2) B2B US Marketing spend for events and sponsorships is expected to grow by a CAGR of +7% through 2030 As marketers double down on measurable outcomes, Emerald’s live events deliver proven value through qualified lead generation, sales acceleration, and deep brand engagement 1) Activate Consulting, Technology & Media Outlook 2025; Stax Consulting 2) Plural Strategy, “Marketing Spend Outlook 2025-2030.” March 2025. Large US Exhibition OrganizersRest of Market Largest US based player in B2B trade show market // CAGR 2025-2030: + 7%


Slide 8

Leading B2B Events Provide High ROI Marketing and Lead Generation for Recurring Client Base Source: Plural Strategy. “Marketing Spend Outlook 2025-2030.” March 2025. Source: Events Industry Council & Oxford Economics. (2023) 2023 Global Economic Significance of Business Events. Source: Harvard Business Review. (2020). When Do We Really Need Face-to-Face Interactions Source: McKinsey & Company. (2022). The New B2B Growth Equation: Customers Want an Always-On, Personalized, Omnichannel Experience. The Worlds Best Sellers are Giving it To Them. Source: Plural Strategy. “Marketing Spend Outlook 2025-2030.” March 2025. In-person trade shows and events continue to be an integral part of businesses’ marketing budgets and among the highest ROI Generate leads and sales Introduce new products Build brands Strengthen relationships Educate the market Service customers Fulfill procurement needs Source new suppliers Reconnect with existing suppliers Identify trends Learn about new products / services Network with industry peers Value to Exhibitors Value to Attendees 99% of B2B marketers say their event budgets have returned to or exceeded pre-pandemic levels (1) 38 New leads generated, on average, per trade show event (2) 60% of executives report that in-person events – lead to significant knowledge transfer and LT partnerships.(3) 70% of buyers prefer hybrid and in-person experiences where there is increased trust and deeper engagement(4) +7% 2025E-2030E CAGR projected for marketer spend on US B2B events and sponsorships(5)


Slide 9

Technology, Advertising & Marketing Diversified and Growing Portfolio of Market-Leading Brands Well-balanced and diversified Emerald’s largest five shows represent 30% ofFY 2024A revenues No single customer is more than 1% of revenue,and largest trade show is in single-digit % of revenue 90% of FY 2024A revenues from Live Events(1) 90%+ of trade show franchises hold market-leading positions within their respective industry verticals All Content publications complement our trade show portfolio Enterprise SaaS Commerce platform enables wholesale buying and selling Design & Construction Gift, Home & General Merchandise Action Sports Industrial Luxury Food (1) Includes revenue from Trade Shows and Other Events.


Slide 10

Three Pillars of Value CreationEmerald’s focus is on maximizing value of operations and expanding offerings Action the holistic consolidated customer database Focuses on allowing customer to do business on their terms at higher ROI Value-based pricing structure Rigorous, perpetual brand reviews via 3-year brand operating plans across portfolio Improved customer retention Higher revenue per customer Focused investment in evolving brands Optimized event success and customer ROI Customer Centricity Targeted accretive M&A Partnership opportunities Emerald Xcelerator New event and content launches in growth categories Platform acquisitions in new growth categories Tuck-in acquisitions in existing strategic categories Portfolio Optimization Daily content and insights across multiple industries Scaled B2B marketplace Increased cadence of online offerings New revenue streams Powerful first-party data Improved cross selling efforts 365-Day Engagement


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History of Acquiring and Integrating High-Quality Events with a Robust Acquisition Pipeline Selected Recent Acquisitions April 2024 Premier conference and leading multi-channel hosted-buyer business Successfully acquired and integrated over 30 trade show and B2B brands over the last 10 years into a singular, go-to-market platform Growing footprint through acquisition of high-quality events across key industry verticals Historically, acquisitions purchased in mid-to-high single digits multiple range Ability to achieve cost and revenue synergies in most transactions Accretive M&A potential within a highly fragmented industry at attractive valuations Commentary Emerald Has Completed and Integrated Over 30 Acquisitions Over the Last Decade Totaling Approx. $1.0 bn in Capital Deployed Historical # of Acquisitions per Annum 2015 4 2016 5 2018 2 2020 1 2021 2 2019 1 2017 4 2022 2 2023 1 2024 4 May 2025 London-based luxury travel event business. Currently produces seven events globally March 2025 Portfolio of events centered around insurance technology 2025 4 (1) (1) M&A activity as of July 31, 2025. January 2023 Producer of Overland Expo series of vehicle-based, adventure travel consumer shows January 2024 Portfolio of events centered around Governance, Risk and Regulation


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12 Adj. EBITDA(1) Ex-Insurance Free Cash Flow(2) Net Income (Loss) Diluted Income (Loss) Per Share ($ in Millions) ($ in Millions) (1) See slide 14 of this presentation for a reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA excluding event cancellation insurance proceeds. (2) The calculation of second quarter 2025 Free Cash Flow excluding event cancellation insurance proceeds, net, includes non-recurring acquisition related transaction costs of $1.1 million, acquisition integration and restructuring-related transition costs of $1.9 million and non-recurring financing fees charged to interest expense of $0.9 million for the January 2025 debt refinancing. The calculation of second quarter 2024 Free Cash Flow excluding event cancellation insurance proceeds, net, includes non-recurring acquisition related transaction costs of $0.9 million, acquisition integration, restructuring-related transition costs of $1.0 million, and non-recurring legal and consulting fees of $0.7 million. The total of these items is $3.9 million and $2.6 million for the quarters ended June 30, 2025 and 2024, respectively. See slide 15 of this presentation for a reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow and Free Cash Flow excluding event cancellation insurance proceeds, net. (3) Consolidated trailing twelve month EBITDA as of June 30, 2025 as defined in the Second Amended and Restated Senior Secured Credit Facilities. Net debt is defined as total principal face value of borrowings outstanding under the Second Amended and Restated Term Loan Facility and Second Amended and Restated Revolving Credit Facilities, less combined cash and cash equivalents. Earnings Results Revenues of $105.5 million Diluted loss per share of $(0.01) Net (loss) income of $(1.4) million Adjusted EBITDA, ex-insurance, of $24.4 million(1) Free cash flow of $13.8 million(2) Highlights and Developments Repurchased ~1.6 million shares in Q2 2025 for $6.9 million at an average price of $4.24 per share On July 29, 2025, Emerald’s Board of Director’s declared a dividend for the quarter ending September 30, 2025, of $0.015 per share payable on August 25, 2025 to holders of Emerald’s common stock as of August 14, 2025 Balance Sheet(as of 6/30/2025) $156.4 million of cash and cash equivalents and full availability on $110 million revolver. Net debt of $358.6 million, including $515.0 million outstanding term loan balance(3) Net debt / EBITDA(3) of 2.56x as of June 30th Approximately 198.0 million common shares outstanding as of June 30th Emerald experienced year over year growth in revenue and Adjusted EBITDA across all categories ($ in Millions) ($0.03) Q2 2025 Financial Highlights and Current Liquidity Position


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13 ($ in Millions) Revenue and Adjusted EBITDA by Segment Quarterly Connections $75.6 $62.0 $90.4 $123.4 $75.0 $62.4 $94.3 $138.3 $95.4 All Other $10.9 $10.5 $11.1 $10.0 $11.0 $10.2 $12.5 $9.4 $10.1 Total $86.5 $72.5 $101.5 $133.4 $86.0 $72.6 $106.8 147.7 $105.5 Connections $282.6 $340.2 $355.1 All Other $43.3 $42.6 $43.7 Total $325.9 $382.8 $398.8 Annual Connections $25.1 $22.5 $39.8 $56.1 $26.4 $23.6 $36.1 $66.2 $35.2 All Other $1.0 $1.3 $1.6 $0.2 $1.8 $1.6 $2.5 $0.7 $1.8 Corporate ($11.5) ($13.0) ($5.5) ($15.5) ($12.9) ($12.7) ($5.5) ($13.3) ($12.6) Adj. EBITDA $14.6 $10.8 $35.9 $40.8 $15.3 $12.5 $33.1 $53.6 $24.4 Less: Insurance Proceeds -- $2.8 -- $1.0 -- -- $0.5 -- -- Adj. EBITDA ex-Insurance $14.6 $8.0 $35.9 $39.8 $15.3 $12.5 $32.6 $53.6 $24.4 $74.8 $84.1 $95.0 $98.3 $99.0 $103.5 $100.2 $114.0 $123.1 Revenue Adjusted EBITDA Connections $133.0 $136.8 $142.3 All Other $0.2 $3.6 $6.2 Corporate ($42.2) ($42.6) ($46.8) Adj. EBITDA $91.0 $97.8 $101.7 Less: Insurance Proceeds $34.2 $2.8 $1.5 Adj. EBITDA ex-Insurance $56.8 $95.0 $100.2 Adjusted EBITDA Revenue TTM Adj. EBITDA ex-Insurance


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14 2025 Guidance(1) Signals Continued Growth and Margin Expansion Revenue ($ in Millions) Adjusted EBITDA ex-Insurance(1) ($ in Millions) Reaffirms FY 2025 Revenue Guidance FY 2025 Revenue expected to be $450 - $460 million (1) Guidance for FY 2025 Revenue of $450-$460 million and Adjusted EBITDA of $120-$125 million, respectively. See slide 14 of this presentation for a reconciliation of Net Income (Loss) to Adjusted EBITDA and Adjusted EBITDA excluding event cancellation insurance proceeds. Reaffirms FY 2025 Adjusted EBITDA Guidance FY 2025 Adjusted EBITDA(2) expected to be $120-$125 million (1)


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Defined as the ratio of net debt to consolidated trailing twelve month EBITDA as defined in the Second Amended and Restated Senior Secured Credit Facilities. Annual Recurring Dividends Re-introduce recurring quarterly cash dividend given free cash flow generative nature of business Gradually increase the dividend over time Current common stock dividend at an annualized level of $12m, ($0.015/share) or $3.0m per quarter Target ongoing payout ratio of up to 25% of FCF Maintain Net Leverage Ratio(1) Target 2.0 – 3.0x long-term Net Leverage Ratio Pro forma leverage is 2.56x as of June 30, 2025, including the impact of the recently completed This is Beyond and Insurtech Insights acquisitions, which is within the targeted range Opportunistic Share Buybacks Capitalize on stock price volatility by using excess liquidity to buy back stock when accretive to value Ongoing $25 million share repurchase program, representing approx. 3% of the current equity market capitalization Priorities Objectives Actions Capital Allocation and Financial Policy Supplement Organic Growth with M&A Acquire leading B2B events or related assets in existing verticals and/or new, growing verticals to diversify exposure Capture revenue and/or cost synergies Multiple arbitrage Consider B2C events only in existing scale verticals Completed 13 acquisitions over the past 4 years


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Appendix


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Adjusted EBITDA UNAUDITED RECONCILIATION OF NET (LOSS) INCOME TO ADJUSTED EBITDA (1) Other items for the three months ended June 30, 2025 included: (i) $1.1 million in acquisition-related transaction costs; (ii) $1.9 million in acquisition integration and restructuring-related transition costs and (iii) $0.6 million in expense related to the remeasurement of contingent consideration. Other items for the three months ended June 30, 2024 included: (i) $0.9 million in acquisition-related transaction costs; (ii) $1.0 million in acquisition integration and restructuring related transition costs; (iii) $0.7 million in non-recurring legal, audit and consulting fees and (iv) $2.2 million in gains related to the remeasurement of contingent consideration. Other items for the six months ended June 30, 2025 included: (i) $4.9 million in acquisition-related transaction costs; (ii) $2.5 million in acquisition integration and restructuring-related transition costs; (iii) $1.4 million in non-recurring legal, audit and consulting fees and (iv) $3.6 million in expense related to the remeasurement of contingent consideration. Other items for the six months ended June 30, 2024 included:(i) $1.2 million in acquisition-related transaction costs; (ii) $5.8 million in acquisition integration and restructuring related transition costs; (iii) $1.0 million in non-recurring legal, audit and consulting fees and (iv) $0.7 million in gains related to the remeasurement of contingent consideration.     Three Months EndedJune 30,     Six Months EndedJune 30,       2025     2024     2025     2024       (dollars in millions) (unaudited)   Net (loss) income   $ (1.4 )   $ (2.8 )   $ 13.9     $ 8.2   Add (deduct):                         Interest expense, net     9.6       9.9       24.7       19.7   Provision for (benefit from) income taxes     2.0       (0.7 )     7.4       2.8   Depreciation and amortization     7.6       7.0       14.0       14.1   Stock-based compensation     3.0       1.5       5.6       4.0   Other items(1)     3.6       0.4       12.4       7.3   Adjusted EBITDA   $ 24.4     $ 15.3     $ 78.0     $ 56.1   Deduct:                         Event cancellation insurance proceeds     —       —       —       1.0   Adjusted EBITDA excluding event cancellation insurance proceeds   $ 24.4     $ 15.3     $ 78.0     $ 55.1  


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Free Cash Flow UNAUDITED RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW     Three Months EndedJune 30,     Six Months EndedJune 30,       2025     2024     2025     2024       (dollars in millions)(unaudited)   Net Cash Provided by Operating Activities   $ 15.9     $ 9.8     $ 28.5     $ 17.1   Less:                         Capital expenditures     2.1       2.7       3.9       5.2   Free Cash Flow   $ 13.8     $ 7.1     $ 24.6     $ 11.9   Event cancellation insurance proceeds     —       —       —       (1.0 ) Free cash flow excluding event cancellation insurance proceeds, net   $ 13.8     $ 7.1     $ 24.6     $ 10.9  


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Income Statement – Consolidated Emerald UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)       FY 2023   FY 2024   FY 2025       Q1   Q2   Q3   Q4   Total   Q1   Q2   Q3   Q4   Total   Q1   Q2   Total                                           Consolidated                                                       Revenue   $ 122.3   $ 86.5   $ 72.5   $ 101.5   $ 382.8   $ 133.4   $ 86.0   $ 72.6   $ 106.8   $ 398.8   $ 147.7   $ 105.5   $ 253.2   Other income, net   —   —   2.8   —   2.8   1.0   —   —   0.5   1.5   —   —   —   Cost of Revenue   43.2   32.8   25.9   35.7   137.6   47.5   33.1   23.1   43.8   147.5   51.4   40.6   92.0   Selling, general and administrative expenses   48.8   41.8   41.6   36.1   168.3   55.5   39.5   40.8   34.6   170.4   54.1   47.1   101.2   Depreciation and amortization expense   13.5   12.9   8.8   9.8   45.0   7.1   7.0   7.1   7.1   28.3   6.4   7.6   14.0   Intangible asset impairments   —   —   —   —   —   —   —   6.3   1.0   7.3   —   —   —   Operating income (loss)   $ 16.8   $ (1.0)   $ (1.0)   $ 19.9   $ 34.7   $ 24.3   $ 6.4   $ (4.7)   $ 20.8   $ 46.8   $ 35.8   $ 10.2   $ 46.0


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Income Statement – Connections Reportable Segment UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) – CONNECTIONS REPORTABLE SEGMENT       FY 2023   FY 2024   FY 2025       Q1   Q2   Q3   Q4   Total   Q1   Q2   Q3   Q4   Total   Q1   Q2   Total                                           Connections                                                       Revenue   $ 112.2   $ 75.6   $ 62.0   $ 90.4   $ 340.2   $ 123.4   $ 75.0   $ 62.4   $ 94.3   $ 355.1   $ 138.3   $ 95.4   $ 233.7   Other income, net   —   —   2.8   —   2.8   1.0   —   —   0.5   1.5   —   —   —   Cost of Revenue   40.9   30.3   23.8   33.0   128.0   45.3   30.5   20.9   39.9   136.6   48.8   38.1   86.9   Selling, general and administrative expenses   22.1   20.4   19.5   17.4   79.4   22.4   18.5   18.1   19.0   78.0   23.4   22.1   45.5   Depreciation and amortization expense   11.5   10.5   6.2   6.6   34.8   4.5   4.2   4.1   4.2   17.0   3.4   4.5   7.9   Intangible asset impairments   —   —   —   —   —   —   —   6.3   1.0   7.3   —   —   —   Operating income   $ 37.7   $ 14.4   $ 15.3   $ 33.4   $ 100.8   $ 52.2   $ 21.8   $ 13.0   $ 30.7   $ 117.7   $ 62.7   $ 30.7   $ 93.4


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Income Statement – All Other Category UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) – ALL OTHER CATEGORY       FY 2023   FY 2024   FY 2025       Q1   Q2   Q3   Q4   Total   Q1   Q2   Q3   Q4   Total   Q1   Q2   Total                                           All Other                                                       Revenue   $ 10.1   $ 10.9   $ 10.5   $ 11.1   $ 42.6   $ 10.0   $ 11.0   $ 10.2   $ 12.5   $ 43.7   $ 9.4   $ 10.1   $ 19.5   Cost of Revenue   2.3   2.5   2.1   2.7   9.6   2.2   2.6   2.2   3.9   10.9   2.6   2.5   5.1   Selling, general and administrative expenses   8.1   7.4   7.1   6.8   29.4   7.6   6.7   6.4   6.0   26.7   6.1   5.8   11.9   Depreciation and amortization expense   1.3   1.7   1.8   2.4   7.2   1.8   2.0   2.1   2.2   8.1   2.2   2.4   4.6   Operating (loss) income   $ (1.6)   $ (0.7)   $ (0.5)   $ (0.8)   $ (3.6)   $ (1.6)   $ (0.3)   $ (0.5)   $ 0.4   $ (2.0)   $ (1.5)   $ (0.6)   $ (2.1)


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Income Statement – Corporate-Level Activities UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) – CORPORATE-LEVEL ACTIVITIES       FY 2023   FY 2024   FY 2025       Q1   Q2   Q3   Q4   Total   Q1   Q2   Q3   Q4   Total   Q1   Q2   Total                                           Corporate                                                       Selling, general and administrative expenses   $ 18.6   $ 14.0   $ 15.0   $ 11.9   $ 59.5   $ 25.5   $ 14.3   $ 16.3   $ 9.6   $ 65.7   $ 24.6   $ 19.2   $ 43.8   Depreciation and amortization expense   0.7   0.7   0.8   0.8   3.0   0.8   0.8   0.9   0.7   3.2   0.8   0.7   1.5   Total operating expenses   $ 19.3   $ 14.7   $ 15.8   $ 12.7   $ 62.5   $ 26.3   $ 15.1   $ 17.2   $ 10.3   $ 68.9   $ 25.4   $ 19.9   $ 45.3