Direct Digital Holdings Reports Q4 & Full-Year 2024 Financial Results

Full Year Revenue of $62.3 Million In-Line with Revised Revenue Guidance

Continued to Diversify Customer Base with Leading Sell-Side Partners and Buy-Side Customers in New Verticals

Management to Host Conference Call at 5:00 PM ET Today

HOUSTON, March 27, 2025 /PRNewswire/ -- Direct Digital Holdings, Inc. (Nasdaq: DRCT) ("Direct Digital Holdings" or the "Company"), a leading advertising and marketing technology platform operating through its companies Colossus Media, LLC ("Colossus SSP") and Orange 142, LLC ("Orange 142"), today announced financial results for the fourth quarter and full year ended December 31, 2024.

Mark D. Walker, Chairman and Chief Executive Officer, commented, "We are pleased to announce that despite the challenges faced this past year, we delivered fourth quarter results in-line with our revised revenue guidance range. The combination of our revenue optimization strategies and cost-saving initiatives has positioned Direct Digital Holdings for future growth as we look to rebuild to previous levels. Starting last year, we began further expanding sources of our revenue and conducting a cost savings review, which has resulted in a more diversified and efficient business model reflecting significant operating expense reduction sequentially when compared to the first half of the year."

Walker continued, "In the third quarter of 2024, we announced the launch of Colossus Connections, an aggressive initiative to accelerate our direct integration efforts with leading demand-side platforms and that we have already signed up two of the leading partners in the marketplace. We are expecting to see revenue impacts as we move through 2025, once integration is complete in the second half of 2025. On the buy-side, since we unified our two divisions, Orange 142 and Huddled Masses, we have been keenly focused on small- and mid-sized clients, who are increasingly shifting advertising budgets to digital and require support to navigate its complexities and optimize their ad spend. We have already brought on clients in new verticals which are expected to generate additional incremental revenue of $5 million to $10 million in 2025, with full impact starting in the second quarter of this year."

"As we look ahead to 2025, we are reiterating revenue guidance of $90 million to $110 million, underscoring our confidence in our ability to scale up both our buy- and sell-side businesses," said Walker. "In particular, we expect the second half of the year to deliver strong gains as we experience the full effect of new direct sell-side partners coming online. While our first quarter tends to be slower than the fourth quarter related to seasonality in our sell-side business, we are seeing sequential improvement in the first quarter of this year over November and December of last year, and we remain confident that our recalibrated approach will continue to enable us to capture market share and strengthen our leading advertising and marketing technology offering."

Keith Smith, President, added, "In addition to our optimized business model, our $20 million Equity Reserve Facility with New Circle Principal Investments, announced in October, has also provided us with enhanced financial flexibility to execute on our various strategic initiatives while also strengthening our balance sheet. This new financing source supports both our technology investments and growth objectives as we continue to evolve our platform capabilities and position Direct Digital Holdings for sustainable, long-term growth."

On the topic of recent litigation, Smith commented, "I am thrilled to report that earlier this month, we secured a significant victory in the courts. Our defamation lawsuit against those who intentionally distributed misinformation about our business last May was validated with a court ruling that our case may continue despite attempts by the other party to have our complaint dismissed. We believe this decision speaks to the substance of our allegations regarding inaccurate and false statements targeting our technologies and we look forward to running our business while we continue to pursue a judgment in the case."

Fourth Quarter and Year-to-Date Updates

    --  For the fourth quarter ended December 31, 2024, Direct Digital Holdings
        processed approximately 200 billion average monthly impressions through
        its sell-side advertising segment, a decrease of 49% over the same
        period of 2023 but an increase of 53% over the same period of 2022 and a
        7% sequential increase over the third quarter ended September 30, 2024.
    --  In addition, the Company's sell-side advertising platform processed over
        500 billion average monthly bid requests and received about 6 billion
        average monthly bid responses in the fourth quarter of 2024, a decrease
        of 47% and 79%, respectively, over the same period in 2023 but
        consistent with the same period of 2022 and the third quarter of 2024.
    --  Sell-side advertisers for the fourth quarter of 2024 increased 137%
        compared to the same period of 2023, increased 18% compared to the same
        period of 2022 and increased 13% sequentially compared to the third
        quarter of 2024.
    --  Sell-side media properties of 28,000 average per month for the fourth
        quarter of 2024 were up 24% compared to the same period of 2023 and up
        1% sequentially compared to the third quarter of 2024.
    --  The Company's buy-side advertising segment served about 230 customers in
        the fourth quarter of 2024, consistent with the prior year.
    --  Colossus Connections Launch: Enhanced direct integration on sell-side,
        optimizing supply path efficiency and securing partnerships with leading
        marketplace platforms.
    --  Orange 142 Momentum: Secured major new account wins on the buy-side for
        2025 with a focus on small-and mid-sized advertisers and high-growth
        advertising opportunities in connected TV, social media and retail
        media, enhancing client-agency relationships and delivering premium
        service to clients.
    --  AI Expertise: Integrating advanced artificial intelligence capabilities
        to meet increasing client demand and enhance solutions and insights.
    --  Award Recognition: Recognized as the 101st fastest growing company in
        North America by Deloitte Technology Fast 500TM, received Silver Award
        for Influencer Marketing from Adrian Awards; received two Gold MARCOM
        Awards for display and social media ad campaigns; recognized in the
        Longhorn 100 as one of the fastest growing Longhorn-run businesses.
    --  Operational Optimizations: Undertook cost-saving and operational
        optimization strategies resulting in a more diversified business model.
    --  Securing Strategic Financing: Actively advancing multiple funding and
        equity financing pathways with the goal that these efforts will restore
        Nasdaq compliance, strengthen the Company's financial position and
        support key growth initiatives.

Fourth Quarter 2024 Financial Highlights:

    --  For the fourth quarter of 2024, revenue was $9.1 million, a decrease of
        $31.9 million, or a 78% decline compared to $41.0 million in the same
        period of 2023.
        --  Sell-side advertising segment revenue fell to $2.7 million compared
            to $33.4 million in the same period of 2023, a 92% decrease
            year-over-year. The key driver for this reduction was the suspension
            by one of our large customers following the defamatory article
            against the Company. This customer has since restored its connection
            and is continuing to scale.
        --  Buy-side advertising segment revenue fell to $6.4 million compared
            to $7.6 million in the same period of 2023, a 15% year-over-year
            decline.
    --  Gross profit was $2.9 million, or 32% of revenue, in the fourth quarter
        of 2024 compared to $9.3 million, or 23% of revenue, in the same period
        of 2023.
    --  Operating expenses were $7.7 million in the fourth quarter of 2024, a
        decrease of $10.5 million, or 58%, over $18.1 million in the same period
        of 2023.
    --  Operating loss was $4.7 million, compared to operating loss of $8.8
        million in the same period of 2023, a $4.1 million or 46% improvement.
    --  Net loss was $6.6 million in the fourth quarter, compared to net loss of
        $10.1 million in the same period of 2023.
    --  Adjusted EBITDA((1)) loss was $3.4 million in the fourth quarter of
        2024, a $3.2 million or 48% improvement compared to the $6.6 million
        Adjusted EBITDA((1)) loss in the fourth quarter of 2023.
    --  As of December 31, 2024, the Company held cash and cash equivalents of
        $1.4 million compared to $5.1 million as of December 31, 2023.

Full-Year 2024 Financial Highlights

    --  Revenue in fiscal year 2024 was $62.3 million, a decrease of $94.8
        million, or a 60% decrease over $157.1 million in fiscal year 2023.
        --  Sell-side advertising segment revenue was $35.7 million compared to
            $122.4 million in fiscal year 2023.
        --  Buy-side advertising segment revenue was $26.6 million compared to
            $34.7 million in fiscal year 2023.
    --  Operating expenses were $30.6 million in 2024, a decrease of $9.1
        million, or 23%, over $39.8 million in 2023. Operating expenses were
        negatively impacted in 2023 by an unusual charge for $8.8 million
        related to payments to a few publishers and in 2024 by $1.7 million in
        costs to regain compliance with respect to delinquent SEC filings.
        Adjusted Operating Expenses((1)) (which excludes these unusual items) of
        $28.9 million in 2024 decreased $2.0 million, or 7%, from $31.0 million
        in 2023. Adjusted Operating Expenses for the second half of 2024 of
        $13.5 million decreased by $1.9 million, or 12%, from $15.4 million for
        the first half of 2024.
    --  Operating loss in fiscal year 2024 was $13.2 million compared to
        operating loss of $2.2 million in fiscal year 2023.
    --  Net loss for fiscal year 2024 was $19.9 million, compared to net loss of
        $6.8 million in fiscal year 2023.
    --  Adjusted EBITDA((1)) loss was $9.3 million in fiscal year 2024, compared
        to positive Adjusted EBITDA((1)) of $2.4 million in fiscal year 2023.

Financial Outlook

Assuming the U.S. economy does not experience any major economic conditions that deteriorate or otherwise significantly reduce advertiser demand, and subject to certain uncertainties related to the ramp-up of our businesses and general market conditions, Direct Digital Holdings reiterates its full-year revenue guidance of $90 million to $110 million for FY 2025 as the Company rebuilds to previous levels.

Diana Diaz, Chief Financial Officer, stated, "As we continue to refocus the company, our lower cost structure, optimized performance and focus on driving efficiencies across the business are key to our accelerated path to return to profitability. We continue to be judicious in adding any new costs and we remain confident in our business to deliver strong performance for our shareholders this year."

Conference Call and Webcast Details

Direct Digital will host a conference call on March 27, 2025 at 5:00 PM ET to discuss the Company's fourth quarter and full year 2024 financial results. The live webcast and replay can be accessed at https://ir.directdigitalholdings.com/. Please access the website at least fifteen minutes prior to the call to register, download and install any necessary audio software. For those who cannot access the webcast, a replay will be available at https://ir.directdigitalholdings.com/ for a period of twelve months.



     ________________________________



     
              (1) "Adjusted EBITDA" and "Adjusted Operating Expenses" are non-GAAP financial measures. The section titled "Non-GAAP Financial Measures" below describes our usage of non-GAAP financial measures and provides reconciliations between historical GAAP and non-GAAP information contained in this press release.

Cautionary Note Regarding Forward Looking Statements

This press release contains forward-looking statements within the meaning of federal securities laws that are subject to certain risks, trends and uncertainties. We use words such as "could," "would," "may," "might," "will," "expect," "likely," "believe," "continue," "anticipate," "estimate," "intend," "plan," "project" and other similar expressions to identify forward-looking statements, but not all forward-looking statements include these words. All of our forward-looking statements involve estimates and uncertainties that could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. Accordingly, any such statements are qualified in their entirety by reference to the information described under the caption "Risk Factors" and elsewhere in our most recent Annual Report on Form 10 K (the "Form 10-K") and subsequent periodic and or current reports filed with the Securities and Exchange Commission (the "SEC").

The forward-looking statements contained in this press release are based on assumptions that we have made in light of our industry experience and our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances. As you read and consider this press release, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (many of which are beyond our control) and assumptions.

Although we believe that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect our actual operating and financial performance and cause our performance to differ materially from the performance expressed in or implied by the forward-looking statements. We believe these factors include, but are not limited to, the following: our ability to sell Class A common stock under our equity reserve facility; the restrictions and covenants imposed upon us by our credit facilities; the substantial doubt about our ability to continue as a going concern, which may hinder our ability to obtain future financing; our ability to secure additional financing to meet our capital needs; our ineligibility to file short-form registration statements on Form S-3, which may impair our ability to raise capital; our failure to satisfy applicable listing standards of the Nasdaq Capital Market resulting in a potential delisting of our common stock; failure to remedy any listing deficiencies noted in the deficiency letters from the Listing Qualifications Department of The Nasdaq Stock Market LLC; any significant fluctuations caused by our high customer concentration; risks related to non-payment by our clients; reputational and other harms caused by our failure to detect advertising fraud; operational and performance issues with our platform, whether real or perceived, including a failure to respond to technological changes or to upgrade our technology systems; restrictions on the use of third-party "cookies," mobile device IDs or other tracking technologies, which could diminish our platform's effectiveness; unfavorable publicity and negative public perception about our industry, particularly concerns regarding data privacy and security relating to our industry's technology and practices, and any perceived failure to comply with laws and industry self-regulation; our failure to manage our growth effectively; the difficulty in identifying and integrating any future acquisitions or strategic investments; any changes or developments in legislative, judicial, regulatory or cultural environments related to information collection, use and processing; challenges related to our buy-side clients that are destination marketing organizations and that operate as public/private partnerships; any strain on our resources or diversion of our management's attention as a result of being a public company; the intense competition of the digital advertising industry and our ability to effectively compete against current and future competitors; any significant inadvertent disclosure or breach of confidential and/or personal information we hold, or of the security of our or our customers', suppliers' or other partners' computer systems; as a holding company, we depend on distributions from Direct Digital Holdings, LLC ("DDH LLC") to pay our taxes, expenses (including payments under the Tax Receivable Agreement) and any amount of any dividends we may pay to the holders of our common stock; the fact that DDH LLC is controlled by DDM, whose interest may differ from those of our public stockholders; any failure by us to maintain or implement effective internal controls or to detect fraud; and other factors and assumptions discussed in our Form 10-K and subsequent periodic and current reports we may file with the SEC.

Should one or more of these risks or uncertainties materialize, or should any of these assumptions prove to be incorrect, our actual operating and financial performance may vary in material respects from the performance projected in these forward-looking statements. Further, any forward-looking statement speaks only as of the date on which it is made, and except as required by law, we undertake no obligation to update any forward-looking statement contained in this press release to reflect events or circumstances after the date on which it is made or to reflect the occurrence of anticipated or unanticipated events or circumstances, and we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. New factors that could cause our business not to develop as we expect emerge from time to time, and it is not possible for us to predict all of them. Further, we cannot assess the impact of each currently known or new factor on our results of operations or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

About Direct Digital Holdings

Direct Digital Holdings (Nasdaq: DRCT) combines cutting-edge sell-side and buy-side advertising solutions, providing data-driven digital media strategies that enhance reach and performance for brands, agencies, and publishers of all sizes. Our sell-side platform, Colossus SSP, offers curated access to premium, growth-oriented media properties throughout the digital ecosystem. On the buy-side, Orange 142 delivers customized, audience-focused digital marketing and advertising solutions that enable mid-market and enterprise companies to achieve measurable results across a range of platforms, including programmatic, search, social, CTV, and influencer marketing. With extensive expertise in high-growth sectors such as Energy, Healthcare, Travel & Tourism, and Financial Services, our teams deliver performance strategies that connect brands with their ideal audiences.

At Direct Digital Holdings, we prioritize personal relationships by humanizing technology, ensuring each client receives dedicated support and tailored digital marketing solutions regardless of company size. This empowers everyone to thrive by generating billions of monthly impressions across display, CTV, in-app, and emerging media channels through advanced targeting, comprehensive data insights, and cross-platform activation. DDH is "Digital advertising built for everyone."


                                                                  
              
                CONSOLIDATED BALANCE SHEETS

                                                             
              (in thousands, except share and par value amounts)




                                                                                                                                    December 31,


                                                                                                                               2024           2023



     
                ASSETS



     CURRENT ASSETS



     Cash and cash equivalents                                                                                              $1,445         $5,116



     Accounts receivable, net of provision for credit losses of $978 and $344                                                4,973         37,207



     Prepaid expenses and other current assets                                                                               2,117            759



     Total current assets                                                                                                    8,535         43,082





     Property, equipment and software, net                                                                                     341            599



     Goodwill                                                                                                                6,520          6,520



     Intangible assets, net                                                                                                  9,730         11,684



     Deferred tax asset, net                                                                                                     -         6,132



     Operating lease right-of-use assets                                                                                       832            788



     Other long-term assets                                                                                                     48            130



     Total assets                                                                                                          $26,006        $68,935





     
                LIABILITIES AND STOCKHOLDERS' DEFICIT



     CURRENT LIABILITIES



     Accounts payable                                                                                                        7,657         33,926



     Accrued liabilities                                                                                                     1,257          3,816



     Liability related to tax receivable agreement, current portion                                                             41             41



     Current maturities of long-term debt                                                                                    3,700          1,478



     Deferred revenues                                                                                                         507            381



     Operating lease liabilities, current portion                                                                              188            126



     Income taxes payable                                                                                                        -            34



     Total current liabilities                                                                                              13,350         39,802





     Long-term debt, net of current portion, deferred financing cost and debt discount                                      31,603         28,578



     Liability related to tax receivable agreement, net of current portion                                                       -         5,201



     Operating lease liabilities, net of current portion                                                                       783            773



     Total liabilities                                                                                                      45,736         74,354





     COMMITMENTS AND CONTINGENCIES





     STOCKHOLDERS' DEFICIT



     Class A Common Stock, $0.001 par value per share, 160,000,000 shares authorized,                                            6              3


     5,450,554 and 3,478,776 shares issued and outstanding, respectively



     Class B Common Stock, $0.001 par value per share, 20,000,000 shares authorized,                                            11             11


     10,868,000 shares issued and outstanding



     Additional paid-in capital                                                                                              3,769          3,067



     Accumulated deficit                                                                                                   (8,774)       (2,538)



     Noncontrolling interest                                                                                              (14,742)       (5,962)



     Total stockholders' deficit                                                                                          (19,730)       (5,419)



     Total liabilities and stockholders' deficit                                                                           $26,006        $68,935


                                                                     
             
     CONSOLIDATED STATEMENTS OF OPERATIONS

                                                                     
             
     (in thousands, except per-share data)




                                                                                                                                   Three Months Ended                   Twelve Months Ended

                                                                                                                                      December 31,                      December 31,


                                                                                                                              2024                      2023       2024               2023


                                                                                                                       (unaudited)              (unaudited)



     Revenues



     Sell-side advertising                                                                                                 $2,659                   $33,428    $35,660           $122,434



     Buy-side advertising                                                                                                   6,424                     7,583     26,628             34,676



     Total revenues                                                                                                         9,083                    41,011     62,288            157,110





     Cost of revenues



     Sell-side advertising                                                                                                  3,393                    28,543     34,063            105,733



     Buy-side advertising                                                                                                   2,743                     3,153     10,834             13,803



     Total cost of revenues                                                                                                 6,136                    31,696     44,897            119,536



     Gross profit                                                                                                           2,947                     9,315     17,391             37,574





     Operating expenses



     Compensation, taxes and benefits                                                                                       4,186                     4,796     16,402             17,730



     General and administrative                                                                                             3,465                     4,481     14,222             13,199



      Other Expense                                                                                                             -                    8,830                        8,830



       Total operating expenses                                                                                             7,651                    18,107     30,624             39,759



       Loss from operations                                                                                               (4,704)                  (8,792)  (13,233)           (2,185)





     Other income (expense)



     Other income                                                                                                               9                        81        199                256



     Revaluation of tax receivable agreement liability                                                                          -                      331                          331



      Contingent loss on early termination of line of credit                                                                    -                                                (300)



      Derecognition of tax receivable agreement liability                                                                       -                              5,201



      Commitment shares and expenses for Equity Reserve Facility                                                            (532)                              (532)



     Interest expense                                                                                                     (1,342)                  (1,274)   (5,410)           (4,378)



     Total other expense, net                                                                                             (1,865)                    (862)     (542)           (4,091)





     Loss before income taxes                                                                                             (6,569)                  (9,654)  (13,775)           (6,276)



     Income tax expense                                                                                                         -                      402      6,132                568



     Net loss                                                                                                             (6,569)                 (10,056)  (19,907)           (6,844)





     Net loss attributable to noncontrolling interest                                                                     (4,388)                  (7,313)  (13,671)           (4,650)



     Net loss attributable to Direct Digital Holdings, Inc.                                                              $(2,181)                 $(2,743)  $(6,236)          $(2,194)





     Net loss per common share attributable to Direct Digital Holdings, Inc.:



     Basic                                                                                                                $(0.54)                  $(0.88)   $(1.66)           $(0.73)



     Diluted                                                                                                              $(0.54)                  $(0.88)   $(1.66)           $(0.73)





     Weighted-average number of shares of common stock outstanding:



     Basic                                                                                                                  4,029                     3,134      3,758              2,988



     Diluted                                                                                                                4,029                     3,134      3,758              2,988


                                                                        
              
                CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                   
              
                (in thousands)




                                                                                                                                                 For the Year Ended December 31,


                                                                                                                                               2024                                   2023



     
                Cash Flows (Used In) Provided By Operating Activities:



     Net loss                                                                                                                            $(19,907)                              $(6,844)



     Adjustments to reconcile net loss to net cash (used in) provided by operating activities:



     Amortization of deferred financing cost and debt discount                                                                               1,092                                    615



     Amortization of intangible assets                                                                                                       1,954                                  1,954



     Reduction in carrying amount of right-of-use assets                                                                                       156                                    164



     Depreciation and amortization of property, equipment and software                                                                         275                                    253



     Stock-based compensation                                                                                                                1,552                                    706



     Deferred income taxes                                                                                                                   6,132                                    568



     Derecognition of tax receivable agreement liability                                                                                   (5,201)



     Revaluation of tax receivable agreement liability                                                                                           -                                 (331)



     Loss on early termination of line of credit                                                                                                 -                                   300



     Commitment shares and expenses for Equity Reserve Facility                                                                                532



     Provision for credit losses/bad debt expense                                                                                              619                                    422



     Changes in operating assets and liabilities:



     Accounts receivable                                                                                                                    31,615                               (11,275)



     Prepaid expenses and other assets                                                                                                        (60)                                   201



     Accounts payable                                                                                                                     (26,269)                                16,231



     Accrued liabilities and TRA payable                                                                                                   (1,103)                                   (8)



     Income taxes payable                                                                                                                     (34)                                 (140)



     Deferred revenues                                                                                                                         126                                  (166)



     Operating lease liability                                                                                                               (127)                                  (92)



     Net cash (used in) provided by operating activities                                                                                   (8,648)                                 2,558





     
                Cash Flows Used In Investing Activities:



      Cash paid for capitalized software and property and equipment                                                                           (17)                                 (178)



     Net cash used in investing activities                                                                                                    (17)                                 (178)





     
                Cash Flows Provided by (Used In) Financing Activities:



      Proceeds from note payable                                                                                                             4,000                                  3,516



      Payments on term loan                                                                                                                  (373)                                 (677)



      Proceeds from lines of credit                                                                                                          6,700                                  5,000



      Payments on lines of credit                                                                                                          (6,000)                               (2,000)



      Payment of expenses for Equity Reserve Facility                                                                                        (382)



      Payment of deferred financing costs                                                                                                     (26)                                 (576)



      Proceeds from issuance of Class A Common Stock                                                                                         1,646



      Acquisition and redemption of warrants, including expenses                                                                                 -                               (3,540)



      Payment of tax related to shares withheld upon vesting                                                                                 (878)



      Proceeds from options exercised                                                                                                           92                                     29



      Proceeds from warrants exercised                                                                                                         215                                    122



      Distributions to holders of LLC Units                                                                                                      -                               (3,185)



     Net cash provided by (used in) financing activities                                                                                     4,994                                (1,311)





     Net (decrease) increase in cash and cash equivalents                                                                                  (3,671)                                 1,069



     Cash and cash equivalents, beginning of the period                                                                                      5,116                                  4,047



     Cash and cash equivalents, end of the period                                                                                           $1,445                                 $5,116









     
                Supplemental Disclosure of Cash Flow Information:



      Cash paid for taxes                                                                                                                     $388                                   $361



      Cash paid for interest                                                                                                                $4,300                                 $3,736





     
                Non-cash Financing Activities:



      Common stock issued for subscription receivable                                                                                       $1,362        
              $                  -



      Funding of interest reserve through debt                                                                                              $2,000        
              $                  -



      Accrued term loan exit fee                                                                                                            $3,000        
              $                  -



      Issuance of stock in lieu of cash bonus, net of tax withholdings                                                                        $906        
              $                  -



      Financed insurance premiums                                                                                                             $129        
              $                  -



      Outside basis difference in partnership                                                                                        
     $         -                                $1,536



      Tax receivable agreement payable to Direct Digital Management, LLC                                                             
     $         -                                $1,286



      Tax benefit on tax receivable agreement                                                                                        
     $         -                                  $250

NON-GAAP FINANCIAL MEASURES

In addition to our results determined in accordance with U.S. generally accepted accounting principles ("GAAP"), including, in particular operating income (loss), net cash provided by (used in) operating activities, and net income (loss), we believe that certain non-GAAP financial measures are useful in evaluating our performance, specifically: earnings before interest, taxes, depreciation and amortization ("EBITDA"), as adjusted for derecognition and revaluation of tax receivable agreement liability, commitment shares and expenses for the Equity Reserve Facility, loss on early termination of line of credit and stock-based compensation ("Adjusted EBITDA") and operating expenses, excluding certain unusual items such as non-recurring publisher payments and non-recurring compliance costs ("Adjusted Operating Expenses"). The most directly comparable GAAP measure to Adjusted EBITDA is net income (loss) and to Adjusted Operating Expenses is operating expenses.

In addition to operating income (loss) and net income (loss), we use Adjusted EBITDA and Adjusted Operating Expenses as measures of operational efficiency. We believe that these non-GAAP financial measures are useful to investors for period-to-period comparisons of our business and in understanding and evaluating our operating results for the following reasons:

    --  Adjusted EBITDA is widely used by investors and securities analysts to
        measure a company's operating performance without regard to items such
        as depreciation and amortization, interest expense, provision for income
        taxes, stock-based compensation, derecognition and revaluation of tax
        receivable agreement liability and certain one-time items such as
        acquisition costs, losses from early termination or redemption of credit
        agreements or costs for the Equity Reserve Facility that can vary
        substantially from company to company depending upon their financing,
        capital structures and the method by which assets were acquired;
    --  Our management uses Adjusted EBITDA in conjunction with GAAP financial
        measures for planning purposes, including the preparation of our annual
        operating budget, as a measure of operating performance and the
        effectiveness of our business strategies and in communications with our
        board of directors concerning our financial performance;
    --  Our management used Adjusted Operating Expenses to manage decisions
        regarding cost reduction efforts and our overall expenditures; and
    --  Adjusted EBITDA and Adjusted Operating Expenses provide consistency and
        comparability with our past financial performance, facilitate
        period-to-period comparisons of operations, and also facilitate
        comparisons with other peer companies, many of which use similar
        non-GAAP financial measures to supplement their GAAP results.

Our use of non-GAAP financial measures has limitations as an analytical tool, and you should not consider them in isolation or as a substitute for analysis of our financial results as reported under GAAP. The following table presents a reconciliation of Adjusted EBITDA to net income (loss) and Adjusted Operating Expenses to Operating Expenses for each of the periods presented:


                                                               
            
     NON-GAAP FINANCIAL METRICS

                                                               
            
     (unaudited, in thousands)




                                                                                                                  Three Months Ended                        Twelve Months Ended

                                                                                                                  December 31,                        December 31,


                                                                                                         2024       2023               2024        2023



     Net loss (1)                                                                                   $(6,569) $(10,056)         $(19,907)   $(6,844)



     Add back (deduct):



     Interest expense                                                                                  1,342      1,274              5,410       4,378



     Amortization of intangible assets                                                                   489        489              1,954       1,954



     Stock-based compensation                                                                            741        160              1,552         706



     Commitment shares and expenses for Equity Reserve Facility                                          532                          532



     Stock-based compensation accrued but not granted                                                      -     1,409                         1,409



     Depreciation and amortization of property, equipment and software                                    70         68                275         253



     Income tax expense                                                                                    -       402              6,132         568



     Derecognition of tax receivable agreement liability                                                   -                     (5,201)



     Loss on early termination of line of credit                                                           -                                    300



     Revaluation of tax receivable agreement liability                                                     -     (331)                        (331)



     Adjusted EBITDA                                                                                $(3,395)  $(6,585)          $(9,253)     $2,393




     
     (1) During the quarter and year ended December 31, 2023, we recorded a charge in the amount of $8.8 million for payments made in 2024 to a few publishers for which the related sell-side revenue for 2023 was short paid by a sell-side customer.


                                                                           Three Months Ended                    Twelve Months Ended

                                                                           December 31,                    December 31,


                                                                     2024    2023               2024    2023



     Total operating expenses                                     $7,651 $18,107            $30,624 $39,759



     Non-recurring publisher payments                                     8,830                     8,830



     Costs to regain compliance related to delinquent SEC filings    435                     1,726



     Adjusted Operating Expenses                                  $7,216  $9,277            $28,898 $30,929

Contacts:

Investors:
Brett Milotte, ICR
investors@directdigitalholdings.com

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SOURCE Direct Digital Holdings