OverActive Media Corp.

Good day, everyone, and welcome to Overactive Media's 2025 Third Quarter Conference Call. At this time, participants are in a listen-only mode. This conference call is being recorded, and a replay of today's call will be available on the Investor Relations section of Overactive Media's website. It will remain posted there for the next 30 days. I will now hand the call over to Mr. Babik Pedram, investor relations for Overactive Media for introductions and reading the safe harbor statement. Please go ahead, sir.

Thank you, Sylvie. And good morning, everyone. Welcome to Overactive Media's third quarter 2025 earnings conference call. A copy of the company's earnings press release is available on the investor relations section. of our website at overactivemedia.com. With us on today's call are Adam Adamu, Chief Executive Officer, and Louis Zhang, Executive Vice President of Finance and Interim Chief Financial Officer of the company. Today, we'll review the highlights and financial results for the third quarter 2025 and recent developments. Unless otherwise specified, all amounts mentioned on today's call are in Canadian dollars. Before we begin, I will read our cautionary note regarding forward-looking information. Certain information to be discussed during this call contains forward-looking statements within the meaning of applicable security laws, including, among others, statements concerning the company's 2025 and 2026 objectives, the company's strategy to achieve those objectives, as well as statements with respect to management's beliefs, plans, estimates, and intentions. and similar statements concerning anticipated future events, results, circumstances, performance, or expectations that are not historical facts. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management and are subject to several significant risks and uncertainties that could cause actual results to differ materially from those anticipated. Also, our commentary today will include adjusted financial measures, which are non-GAAP measures. These should be considered a supplement, not a substitute for GAAP financial measures. Reconciliations between the two can be found in our MD&A, which is available on cedarplus.ca and our website. At this time, it is my pleasure to introduce Adam Adamu, Chief Executive Officer of Overactive Media. Adam, please go ahead. Thanks, Babik.

Q3 was another step forward in building a stronger and more efficient overactive. Revenue grew 14% year-over-year to $7.8 million, driven mainly by events and agencies. Operating expenses declined 3% to $5.5 million as we continued to integrate recent acquisitions and run the business with more discipline. On a year-to-date basis, revenue is up 24% to $21.2 million, and operating expenses are down 8%. That combination shows that the commercial engine we have built on both sides of the Atlantic is working and that the cost actions we have taken over the last two years are flowing through the numbers. Gross margin was 52% in the quarter. This reflects a heavier contribution from event production and project-specific work and a lighter contribution from higher margin lead share in digital items. We expect gross margin to improve. as league revenue share and digital items contribute more in the fourth quarter and as active voices begin to scale in 2026. With our revenue mix moving toward higher growth, accretive opportunities, and our cost base continuing to decline, we believe that gross profit margins in the mid-50s and beyond can deliver strong, positive adjusted EBITDA at current revenue levels through 2026 and beyond. Our competitive and operating performance also stayed strong on the global stage. In Call of Duty, Toronto Koi delivered a podium finish at the Esports World Cup. In League of Legends, Movie Star Koi reached the LEC Summer Finals and secured our seventh consecutive appearance at the League of Legends World Championship. On the event side, we delivered the Bell Esports Challenge at Fan Expo in Toronto and led the gaming production for Comic-Con Malaga in Spain. which showcased the strength of our live production and content capabilities. At the same time, our agency and influencer work continued to expand in both North America and Europe. During the third quarter, we reassessed our esports portfolio to focus on titles that matter most to our fans, partners, and shareholders. With the termination of our Valorant Champions Tour EMEA agreement, we are concentrating resources on our core franchises, League of Legends in Europe and Call of Duty in North America. while maintaining a targeted presence in Free Fire in Mexico and a small number of content-driven projects. From that review, we formalized return on capital procedures for all existing and future esports titles. We now evaluate each esport on expected cash returns and the potential for franchise value appreciation over time. Our core titles are franchise or long-term partnership properties that are transferable at market values and provide revenue share digital item participation, live events, content, and co-streaming at a reasonable cost of operation. We believe these positions meet our return threshold and offer strong potential for long-term value creation. We expect our exit from titles that do not meet these benchmarks, including VCT EMEA, to be accretive to adjusted EBITDA and operating cash flow in 2026 and beyond, while preserving the potential for capital appreciation in our key assets. In parallel, we continue to advance Active Voices, our AI-powered global content distribution platform. We launched the product in August and have already completed pilot integrations with creators and agencies in North America and Europe. Active Voices lets creators speak to new markets in their own voice in natural local language while keeping full ownership and control of their identity and IP. We see very encouraging momentum. Creators, agencies, and brands are using Active Voices to extend reach and unlock new monetization without adding production cost or complexity. Each localized version of content becomes a new monetizable asset. As we scale the platform across our ecosystem, we expect active voices to grow into a meaningful, recurring, high-margin digital revenue stream that sits alongside our core esports events and agency business. We also made an important change in our finance leadership. As we position the company for the next stage of growth, Rakesh Shah will be stepping down as chief financial officer at the end of November. I want to thank Rakesh for his work and dedication since 2019 and wish him the very best in his future endeavors. We have also strengthened our finance bench with the appointment of Louis Zhang as executive vice president finance and acting chief financial officer. Louis is a senior finance leader with more than 12 years of experience in corporate controllership, audit, and operational finance at organizations such as Dentsu, MCAN Mortgage, and Deloitte. He brings a deep technical background in financial reporting, M&A integration, risk management, and capital markets, and holds both CPA and CFA designations. With these changes, we are aligning our leadership, our portfolio, and our products around a clear goal. We want to build a profitable global media and technology company on top of one of the strongest esports communities in the world. Q3 shows that the pieces are coming together. Over to you, Louis.

Thank you, Adam, and good morning, everyone. I'm excited to join OverActive at a pivotal moment in the company's evolution. A quick introduction to my background. I've spent more than 12 years in senior finance leadership roles across global organizations, and most recently as Vice President and Corporate Controller for Dentsu Canada, where I led finance transformation initiatives for the Canadian market representing over $1 billion in annual revenue billings. Earlier in my career, I held finance leadership roles at MCAM Mortgage Corporation and Deloitte with deep involvement in financial reporting, operational finance, M&A integration, risk management, and regulatory oversight. In my first few weeks with Overactive, several things stood out. We have a disciplined, highly capable finance team. the operating model is becoming more streamlined and scalable. The combination of esports, content, digital merchandise, and now active voices gives the company a differentiated revenue mix with significant long-term potential. My priorities over the next several quarters are clear. Strengthen forecasting, planning, and capital visibility. Ensuring the company maintains the financial discipline to execute its strategy. Ensure each operating unit, that being Canada, Europe, and active voices, runs efficiently with clear accountability, optimized cost structures, and a path towards sustained profitability. Support the commercialization and scaling of ActiveVoices, particularly as a recurring and high-margin software platform. Overactive has an opportunity to build something meaningful in the global creator economy, and I look forward to partnering with Adam and the rest of the leadership team as we execute on that vision. So with that, I'll hand the call over back to Adam for his closing remarks.

Thank you, Luis, and welcome aboard. Q3 was a quarter of execution, momentum, and strategic progress. We grew revenue, reduced operating expenses, delivered major events, strengthened our competitive footprint, and launched a platform, Active Voices, that we believe will be a major driver of scalable, recurring, high-margin revenue. We're entering 2026 with a streamlined operating model, a more diversified commercial engine, and a technology platform positioned for global scale. Overactive is positioned for value creation, and I look forward to updating you on our progress after the end of the fourth quarter. Thank you again for your support. Operator, back to you.

Thank you, sir. Ladies and gentlemen, this concludes today's conference call. Thank you for participating. You may now disconnect. Have a good day.