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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): November 13, 2025

 

Angel Studios, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware   001-41150   86-3483780
(State or other jurisdiction of
incorporation or organization)
  (Commission File Number)     (I.R.S. Employer
Identification No.)
         
295 W Center St.
Provo, UT 84601
(Address of principal executive offices)
 
(760) 933-8437
(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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

Class A Common Stock, par value $0.0001 per share ANGX The 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 x

 

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 November 13, 2025, Angel Studios, Inc. (the “Company”) issued a press release announcing its financial results and operational highlights for the Company’s quarter ended September 30, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

 

The information under Item 2.02 of this Report, including Exhibit 99.1, attached hereto, is furnished and 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 in any filing under the Exchange Act or Securities Act of 1933, as amended, expect as expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits.

 

Exhibit
No.

Description

   
99.1 Press release dated November 13, 2025
   
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

SIGNATURE

 

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.

 

 

  ANGEL STUDIOS, INC.
     
Date: November 13, 2025 By: /s/ Scott Klossner
    Scott Klossner
    Chief Financial Officer

 

 

EX-99.1 2 tm2531235d1_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

 

Angel Studios Reports Third Quarter 2025 Financial Results

 

~ Third Quarter Record Revenue of $76.5 Million, Growth of 280% YoY ~

 

~ Revenue for the Nine Month Period of $211.6 Million, Growth of 223% YoY ~

 

~ The Angel Guild, the Company’s Recurring Revenue Stream, represents 77% of Total Third Quarter Revenue, Growth of 556% YoY ~

 

~ Angel Made its Public Debut on the New York Stock Exchange, and Commenced Trading as ‘ANGX’ On September 11, 2025 ~

 

Provo, UT November 13, 2025 -- Angel (NYSE: ANGX) (the “Company”), a media and technology company guided by 1.6 million grassroots Angel Guild members championing values-driven stories, today reported financial results for the third quarter ended September 30, 2025.

 

Company Highlights

 

Third Quarter Revenues increased 280% year-over-year to $76.5 million. Revenues for the nine-month period ended September 30, grew 223% to $211.6 million.
The Company’s recurring revenue stream, the Angel Guild, contributed $59.2 million, representing 77% of total revenues for the quarter, growth of more than 556% compared to 2024.
The Angel Guild grew to 1.6 million members in the third quarter, compared to 1.3 million members in the second quarter of 2025, and 258,000 members at the end of the third quarter of 2024, an increase of 19% from the second quarter of 2025, and up 620% year-over-year.
Average Revenue Per Member “ARPM” was $13.70 for the trailing twelve months ended September 30, 2025.
As the Angel Guild continues to grow beyond 1.6 million members, the demand for original television series is extremely strong. Angel will continue to invest in compelling, values-driven series that inspire and encourage ongoing Guild engagement.
Net loss for the third quarter was $38.6 million, compared to $13.9 million in 2024, driven largely by increased marketing and content-related expenses tied to growth of the Angel Guild and theatrical releases. Contributing to the net loss were one-time expenses associated with the Company’s NYSE debut.
In conjunction with its public listing, the Company closed a $100 million credit facility with Trinity Capital, a leading alternative asset manager.
Total fully diluted shares outstanding were 168,631,209 as of September 30, 2025.

 

Subsequent Event

 

Subsequent to quarter end, Angel and 2521 Entertainment announced the acquisition of the DAVID franchise and intellectual property from Slingshot USA. DAVID is an animated film and television series based on the biblical story. David’s journey from humble shepherd to anointed king tests the limits of faith, courage, and love – culminating in a battle for the soul of a kingdom. One of Angel's most highly anticipated films, DAVID will be released in theatres on December 19, 2025.

 

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Upcoming Slate

 

Theatrical:

o December 19, 2025: David
o January 9, 2026: I Was a Stranger
o February 6, 2026: Solo Mio starring Kevin James

 

Returning to the Guild:

o Season 18 of Dry Bar Comedy, our flagship ‘funny for everyone’ franchise, with more than 6 billion online views.
o Earlier this month, Season Four of the hit animated television series Tuttle Twins premiered. Angel Guild members have watched more than 124 million minutes of Tuttle Twins on the platform.
o The Wingfeather Saga, the bestselling book series by Andrew Peterson, now an epic animated series, launched the first two episodes of Season Three on November 12th.
o Additional episodes of Homestead Season One, the most popular franchise on the Angel platform.

 

Management Commentary

 

“Our third-quarter results underscore the strength of our community and the momentum of our audience-first model,” said Neal Harmon, Co-Founder and CEO of Angel. “The Angel Guild has grown more than 500% year over year to 1.6 million paying members – a remarkable community that doesn’t just watch, but decides which values-driven films and series get made. We have an exciting slate of projects headed to theaters and the Angel platform, and as audiences seek stories that uplift and inspire, Angel is just beginning to meet that demand.”

 

Third Quarter 2025 Financial Results

 

Total revenue was $76.5 million in the third quarter, and $211.6 million for the nine months ended September 30, compared to $20.1 million and $65.5 million in the prior year periods, respectively. The quarterly increase in revenues was due to an increase in Angel Guild Revenue of $50.2 million year-over-year.

 

Total cost of revenues for the third quarter was $34.3 million, compared to $8.1 million in the prior year. The increase was due to higher royalty expense of $17.0 million as a result of royalties earned by filmmakers, as they receive an allocation of net revenues generated during the quarter. We also saw higher costs related to the Angel Guild of $7.3 million driven by the increase in memberships during the quarter, consisting of increased transaction processing fees of $5.4 million.

 

Selling and marketing expense for the third quarter was $64.7 million, compared to $16.6 million in the prior year. This represents $44.1 million in strategic investments made to grow the Angel Guild, and $16.7 million to promote theatrical box office releases. As we continue to bring on additional content, drive Angel Guild memberships and promote future theatrical releases, this cost is expected to fluctuate, but overall remain high and be a significant component of our operating expenses.

 

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Net loss was $38.6 million, a loss of ($0.25) per share, compared to a net loss of $13.9 million, a loss of ($0.10) per share, in the third quarter of 2024.

 

Liquidity

 

As of September 30, 2025, Angel has cash and cash equivalents of $63.3 million, compared to $7.2 million as of December 31, 2024.

 

The Company continues to execute its treasury strategy to hold Bitcoin as a strategic reserve asset, with BTC holdings now valued at $34.5 million.

 

Angel Third Quarter 2025 Earnings Webinar

 

The Company will host a webinar on Friday, November 14, 2025 at 11:00 a.m. Eastern Time to discuss the results and answer questions from the sell side community. The webinar can be accessed using the dial-in numbers or registration link below.

 

Date: Friday, November 14, 2025
Time: 11:00 a.m. Eastern time
Dial-in: 1-877-407-0779
International Dial-in: 1-201-389-0914
Webcast: Please register here

 

 

A replay will be available within 24 hours after the webinar and can be accessed here or on the Company’s investor relations website at https://ir.angel.com/.

 

About Angel

 

Angel (NYSE: ANGX) is a media and technology company guided by 1.6 million grassroots Angel Guild paying members championing values-driven stories. Clearly expressing the kind of programming they crave, members of the Angel Guild act as virtual co-producers, greenlighting what films and television series get produced and distributed in theaters and on the Angel app. Propelled by this audience-first momentum, Angel has released more than 40 films and 20 television series that amplify light, including “Sound of Freedom,” which earned more than $250 million at the worldwide box office. The Company also has more than 6 billion views of its Dry Bar Comedy franchise, which has attracted some of the world's best-known comedians. For more information, visit www.angel.com.

 

Contacts:

 

Shannon Devine

Investor Relations

MZ Group North America

Angel@mzgroup.us

 

David Shane

Corporate Communications

Angel

press@angel.com

 

  3

 

ANGEL STUDIOS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

 

    As of  
    September 30, 2025     December 31, 2024  
Assets            
Current assets:                
Cash and cash equivalents   $ 63,327,263     $ 7,211,826  
Accounts receivable, net     24,676,850       16,234,301  
Current portion of licensing receivables, net     8,697,155       8,785,636  
Physical media inventory     1,541,600       1,711,638  
Current portion of notes receivable     1,431,400       747,282  
Loan guarantee receivable           9,112,500  
Royalty advance     13,787,090       2,342,862  
Prepaid expenses and other     9,615,398       6,803,155  
Total current assets     123,076,756       52,949,200  
                 
Licensing receivables, net     5,837,685       12,074,629  
Notes receivable, net of current portion     4,017,273       4,235,344  
Property and equipment, net     727,915       778,927  
Content, net     7,234,511       1,710,866  
Intangible assets, net     4,618,347       1,917,155  
Digital assets     34,545,487       12,457,387  
Investments in affiliates     14,580,813       9,066,137  
Operating lease right-of-use assets     2,268,990       2,744,693  
Other long-term assets     89,924       589,924  
Total assets   $ 196,997,701     $ 98,524,262  
                 
Liabilities and Stockholders’ Equity                
                 
Current liabilities:                
Accounts payable   $ 11,071,258     $ 7,929,482  
Accrued expenses     11,431,131       13,074,655  
Current portion of accrued licensing royalties     30,220,038       15,362,400  
Current portion of notes payable     8,990,437       11,455,940  
Current portion of operating lease liabilities     750,731       673,295  
Deferred revenue     50,682,212       22,171,808  
Loan guarantee payable           9,112,500  
Current portion of accrued settlement costs           280,238  
Total current liabilities     113,145,807       80,060,318  
                 
Accrued settlement costs, net of current portion           4,091,733  
Accrued licensing royalties, long-term     3,367,099       8,367,099  
Notes payable, net of current portion     41,743,343        
Operating lease liabilities, net of current portion     1,572,999       2,153,463  
Total liabilities   $ 159,829,248     $ 94,672,613  
                 
Commitments and contingencies                
                 
Stockholders’ equity:                
Common stock, $0.0001 par value, 700,000,000 shares authorized;  168,631,209 and 144,396,852 shares issued and outstanding as of September 30, 2025, and December 31, 2024, respectively   $ 16,863     $ 14,440  
Additional paid-in capital     207,268,109       95,485,005  
Noncontrolling interests     5,645,605       8,222,953  
Accumulated deficit     (175,762,124 )     (99,870,749 )
Total stockholders’ equity     37,168,453       3,851,649  
Total liabilities and stockholders’ equity   $ 196,997,701     $ 98,524,262  

 

  4

 

ANGEL STUDIOS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

 

    Three Months Ended September 30,     Nine Months Ended September 30,  
    2025     2024     2025     2024  
Revenue:                        
Licensed content and other revenue   $ 76,385,828     $ 18,416,499     $ 209,990,422     $ 58,992,899  
Pay it Forward revenue     156,654       1,704,667       1,634,116       6,492,899  
Total revenue     76,542,482       20,121,166       211,624,538       65,485,798  
                                 
Operating expenses:                                
Cost of revenues     34,333,955       8,107,950       81,100,542       31,339,159  
Selling and marketing     64,683,558       16,602,045       176,719,216       54,893,723  
General and administrative     10,125,018       6,059,396       27,330,996       15,972,632  
Research and development     4,215,813       3,168,016       11,330,981       11,201,952  
Legal expense     1,275,008       1,328,090       8,375,505       10,037,679  
Total operating expenses     114,633,352       35,265,497       304,857,240       123,445,145  
Operating loss     (38,090,870 )     (15,144,331 )     (93,232,702 )     (57,959,347 )
                                 
Other income (expense):                                
Net gain on digital assets     2,071,977       862,479       6,225,200       1,594,889  
Interest expense     (3,978,212 )     (452,177 )     (8,285,269 )     (1,969,247 )
Interest income     1,510,548       754,561       4,043,439       2,581,062  
Impairment of investments     (125,000 )           (625,000 )      
Total other income (expense), net     (520,687 )     1,164,863       1,358,370       2,206,704  
Loss before income tax benefit     (38,611,557 )     (13,979,468 )     (91,874,332 )     (55,752,643 )
Income tax benefit           (80,099 )           (4,483,167 )
Net loss   $ (38,611,557 )   $ (13,899,369 )   $ (91,874,332 )   $ (51,269,476 )
                                 
Net loss attributable to noncontrolling interests     (57,596 )     (44,193 )     (20,939 )     (87,403 )
Net loss attributable to controlling interests   $ (38,553,961 )   $ (13,855,176 )   $ (91,853,393 )   $ (51,182,073 )
                                 
Net loss per common share - basic   $ (0.246 )   $ (0.100 )   $ (0.610 )   $ (0.376 )
Net loss per common share - diluted   $ (0.246 )   $ (0.100 )   $ (0.610 )   $ (0.376 )
                                 
Weighted average common shares outstanding - basic     156,797,109       138,816,631       150,657,671       135,951,802  
Weighted average common shares outstanding - diluted     156,797,109       138,816,631       150,657,671       135,951,802  

 

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ANGEL STUDIOS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

 

    Nine Months Ended September 30,  
    2025     2024  
Cash flows from operating activities:                
Net loss   $ (91,874,332 )   $ (51,269,476 )
Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities:                
Depreciation and amortization     1,528,970       768,130  
Amortization of operating lease assets     621,683       509,892  
Stock-based compensation expense     7,781,373       2,176,952  
Net gain on digital assets     (6,225,200 )     (1,594,889 )
Investments in affiliates gain     (128,674 )     (50,307 )
Non-cash interest expense     1,554,236        
Paid-in-kind interest     4,237,129        
Impairment of investments     625,000        
Change in deferred income taxes           (4,403,068 )
Change in operating assets and liabilities:                
Accounts receivable     (8,442,549 )     19,593,173  
Physical media inventory     170,038       (219,917 )
Royalty advance     (1,268,738 )      
Prepaid expenses and other current assets     (2,514,521 )     (2,336,927 )
Licensing receivables     6,325,425       (4,032,744 )
Other long-term assets           (515,000 )
Accounts payable and accrued expenses     (8,763,371 )     2,937,860  
Accrued licensing royalties     9,857,638       (6,788,204 )
Operating lease liabilities     (649,008 )     (478,392 )
Deferred revenue     28,510,404       6,124,186  
Net cash and cash equivalents used in operating activities     (58,654,497 )     (39,578,731 )
                 
Cash flows from investing activities:                
Purchases of property and equipment     (375,820 )     (271,927 )
Issuance of notes receivable     (986,387 )     (1,455,279 )
Collections of notes receivable     520,340       1,820,313  
Purchase of digital assets           (48,515 )
Sale of digital assets     99,118       2,182,381  
Purchase of intangible assets     (3,006,012 )      
Purchase of content     (6,320,963 )     (503,296 )
Investments in affiliates     (5,511,002 )     (1,033,516 )
Net cash and cash equivalents provided by (used in) investing activities     (15,580,726 )     690,161  
                 
Cash flows from financing activities:                
Repayment of notes payable     (63,450,746 )     (18,374,314 )
Repayment of loan guarantee     (10,175,490 )      
Receipt of notes payable     106,166,018       17,043,019  
Repayment of accrued settlement costs     (207,563 )     (188,042 )
Exercise of stock options     308,085       457,820  
Issuance of common stock     102,787,036       26,901,019  
Contribution of equity in noncontrolling interests     13,730,922        
Redemption of equity in noncontrolling interests     (15,753,060 )      
Fees related to issuance of common stock and minority interest     (534,271 )     (206,613 )
Repurchase of common stock     (132,940 )     (600,079 )
Equity financing fees     (544,585 )      
Debt financing fees     (1,842,746 )      
Net cash and cash equivalents provided by financing activities     130,350,660       25,032,810  
                 
Effect of changes in foreign currency exchange rates on cash and cash equivalents           (2,063 )
                 
Net increase (decrease) in cash and cash equivalents     56,115,437       (13,857,823 )
Cash and cash equivalents at beginning of period     7,211,826       25,201,425  
                 
Cash and cash equivalents at end of period   $ 63,327,263     $ 11,343,602  
                 
Supplemental disclosure of cash flow information:                
Cash paid for interest   $ 7,513,015     $ 456,144  
                 
Supplemental schedule of noncash financing activities:                
Adoption of ASU No. 2023-08   $ 15,962,018     $  
Conversion of debt     7,092,139        
Issuance of warrants     2,533,091        
Debt conversion feature     1,925,229        
Investment capital receivable     297,722       4,925,053  
Operating lease right-of-use assets and liabilities     (145,980 )     2,137,262  

 

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