Forge Global Holdings, Inc. Reports Fourth Quarter and Fiscal Year 2024 Results
Forge Global Holdings (NYSE: FRGE) reported its Q4 and fiscal year 2024 results, showing strong annual growth despite quarterly challenges. Total revenue less transaction-based expenses reached $78.7 million, up 13% year-over-year, driven by a 46% increase in marketplace revenues to $37.0 million.
Key annual metrics include:
- Trading volume up 73% to $1.3 billion
- Total custodial accounts up 14% to 2.38 million
- Assets under custody up 8% to $16.9 billion
- Net loss improved 26% to $67.8 million
Notable developments include the board's authorization of a $10 million share repurchase program and the launch of new products including Forge Price, Private Magnificent 7, and Forge Pro. The company ended 2024 with $105.1 million in cash and cash equivalents.
Forge Global Holdings (NYSE: FRGE) ha riportato i risultati del quarto trimestre e dell'anno fiscale 2024, evidenziando una forte crescita annuale nonostante le sfide trimestrali. Il fatturato totale al netto delle spese basate sulle transazioni ha raggiunto i 78,7 milioni di dollari, con un aumento del 13% rispetto all'anno precedente, grazie a un incremento del 46% dei ricavi del mercato, che hanno raggiunto i 37,0 milioni di dollari.
I principali indicatori annuali includono:
- Volume di scambi aumentato del 73% a 1,3 miliardi di dollari
- Conti di custodia totali aumentati del 14% a 2,38 milioni
- Attività in custodia aumentate dell'8% a 16,9 miliardi di dollari
- Perdita netta migliorata del 26% a 67,8 milioni di dollari
Sviluppi notevoli includono l'autorizzazione da parte del consiglio di un programma di riacquisto di azioni da 10 milioni di dollari e il lancio di nuovi prodotti tra cui Forge Price, Private Magnificent 7 e Forge Pro. La società ha concluso il 2024 con 105,1 milioni di dollari in contante e equivalenti di cassa.
Forge Global Holdings (NYSE: FRGE) reportó sus resultados del cuarto trimestre y del año fiscal 2024, mostrando un fuerte crecimiento anual a pesar de los desafíos trimestrales. Los ingresos totales menos los gastos basados en transacciones alcanzaron los 78,7 millones de dólares, un aumento del 13% interanual, impulsado por un incremento del 46% en los ingresos del mercado, que alcanzaron los 37,0 millones de dólares.
Las métricas anuales clave incluyen:
- Volumen de negociación aumentado en un 73% a 1,3 mil millones de dólares
- Cuentas de custodia totales aumentadas en un 14% a 2,38 millones
- Activos bajo custodia aumentados en un 8% a 16,9 mil millones de dólares
- Pérdida neta mejorada en un 26% a 67,8 millones de dólares
Desarrollos notables incluyen la autorización por parte de la junta de un programa de recompra de acciones de 10 millones de dólares y el lanzamiento de nuevos productos, incluidos Forge Price, Private Magnificent 7 y Forge Pro. La compañía terminó 2024 con 105,1 millones de dólares en efectivo y equivalentes de efectivo.
포지 글로벌 홀딩스 (NYSE: FRGE)는 2024 회계연도 4분기 및 연간 실적을 발표하며 분기별 도전에도 불구하고 강력한 연간 성장을 보여주었습니다. 거래 기반 비용을 제외한 총 수익은 7,870만 달러에 달하며, 이는 전년 대비 13% 증가한 수치로, 시장 수익이 4,600만 달러로 46% 증가한 데 힘입었습니다.
주요 연간 지표는 다음과 같습니다:
- 거래량 73% 증가하여 13억 달러에 달함
- 총 수탁 계좌 14% 증가하여 238만 개에 도달함
- 수탁 자산 8% 증가하여 169억 달러에 도달함
- 순손실 26% 개선되어 6,780만 달러에 달함
주목할 만한 발전으로는 이사회가 1천만 달러의 자사주 매입 프로그램을 승인한 것과 Forge Price, Private Magnificent 7, Forge Pro와 같은 새로운 제품 출시가 포함됩니다. 회사는 2024년을 1억 5백만 달러의 현금 및 현금성 자산으로 마감했습니다.
Forge Global Holdings (NYSE: FRGE) a publié ses résultats du quatrième trimestre et de l'exercice fiscal 2024, montrant une forte croissance annuelle malgré des défis trimestriels. Le chiffre d'affaires total moins les dépenses liées aux transactions a atteint 78,7 millions de dollars, en hausse de 13 % par rapport à l'année précédente, soutenu par une augmentation de 46 % des revenus du marché, atteignant 37,0 millions de dollars.
Les principaux indicateurs annuels comprennent :
- Volume de transactions en hausse de 73 % à 1,3 milliard de dollars
- Nombre total de comptes de garde en hausse de 14 % à 2,38 millions
- Actifs sous garde en hausse de 8 % à 16,9 milliards de dollars
- Perte nette améliorée de 26 % à 67,8 millions de dollars
Les développements notables incluent l'autorisation par le conseil d'administration d'un programme de rachat d'actions de 10 millions de dollars et le lancement de nouveaux produits, notamment Forge Price, Private Magnificent 7 et Forge Pro. L'entreprise a terminé 2024 avec 105,1 millions de dollars en espèces et équivalents de trésorerie.
Forge Global Holdings (NYSE: FRGE) hat seine Ergebnisse für das vierte Quartal und das Geschäftsjahr 2024 veröffentlicht und zeigt ein starkes jährliches Wachstum trotz vierteljährlicher Herausforderungen. Der Gesamterlös abzüglich transaktionsbasierter Ausgaben belief sich auf 78,7 Millionen Dollar, was einem Anstieg von 13% im Vergleich zum Vorjahr entspricht, angetrieben durch einen Anstieg der Markterlöse um 46% auf 37,0 Millionen Dollar.
Wichtige jährliche Kennzahlen sind:
- Handelsvolumen um 73% auf 1,3 Milliarden Dollar gestiegen
- Gesamtzahl der Verwahrkonten um 14% auf 2,38 Millionen gestiegen
- Verwaltete Vermögenswerte um 8% auf 16,9 Milliarden Dollar gestiegen
- Nettoverlust um 26% auf 67,8 Millionen Dollar verbessert
Bemerkenswerte Entwicklungen umfassen die Genehmigung des Vorstands für ein Aktienrückkaufprogramm in Höhe von 10 Millionen Dollar sowie die Einführung neuer Produkte wie Forge Price, Private Magnificent 7 und Forge Pro. Das Unternehmen schloss das Jahr 2024 mit 105,1 Millionen Dollar in bar und liquiden Mitteln ab.
- Revenue growth of 13% YoY to $78.7M
- Marketplace revenues up 46% YoY to $37M
- Trading volume increased 73% YoY to $1.3B
- Net loss improved 26% YoY
- Custodial accounts grew 14% YoY
- $105.1M cash balance
- $10M share repurchase program authorized
- Q4 trading volume down 12% QoQ
- Q4 revenue decreased QoQ from $19.1M to $18.3M
- Operating loss of $82.3M for 2024
- Custodial administration fees down 5% YoY
- Net take rate declined from 3.3% to 2.8% YoY
Insights
Forge Global's year-end results demonstrate meaningful progress despite continued unprofitability. The company delivered 13% annual revenue growth to
While quarterly comparisons show some sequential weakening (Q4 revenue down 4.2% and trading volume down 12% from Q3), management's comments about "improving overall market dynamics and growing deal activity" suggest potential stabilization. Notably, net losses improved by
The
Forge's results reflect the growing institutional maturation of private securities trading. The
The
The Forge Accuidity Private Market Index adoption by institutional investors represents significant validation of Forge's data capabilities and could accelerate institutional adoption. Similarly, the launch of Forge Pro targets sophisticated market participants who require more robust trading tools. These moves position Forge to capture increased market share as private securities trading continues to institutionalize.
While quarter-over-quarter performance shows some softness, the
-
Total Revenue Less Transaction Based Expenses was
, up$78.7 million 13% year-over-year.
-
Total Marketplace Revenues Less Transaction Based Expenses was
, up$37.0 million 46% year-over-year.
-
Total Trading Volume was
, up$1.3 billion 73% year-over-year.
-
Total Custodial Administration Fees Less Transaction Based Expenses was
, down$41.7 million 5% year-over-year.
-
Forge’s board of directors authorized a share repurchase program of up to
of Forge’s common stock.$10 million
"We closed out 2024 with
Financial Highlights for the Fourth Quarter of 2024
Revenue: Total revenue less transaction-based expenses was
Operating Loss: Total operating loss was
Net Loss: Net loss was
Adjusted EBITDA: Total adjusted EBITDA loss was
Cash Flow from Operating Activities: Net cash used in operating activities was
Ending Cash Balance: Cash and cash equivalents as of December 31, 2024 was
Share Count: Basic weighted-average number of shares used to compute net loss per share attributable to common stockholders for the quarter ended December 31, 2024, was 186 million shares and fully diluted outstanding share count as of December 31, 2024 was 201 million shares.
We estimate for the quarter ended March 31, 2025 that Forge will have 187 million weighted average basic shares outstanding, which will be used to calculate earnings per share in a loss position.
Fully diluted outstanding share count includes all common shares outstanding plus shares that would be issued in respect to outstanding restricted stock units, options and warrants, net of shares to be withheld in respect to exercise price of the respective instruments. Instruments that are out of the money are excluded from the fully diluted outstanding share count.
*Percentages may not be replicated based on the rounded figures presented.
KPIs for the Fourth Quarter 2024
-
Trading Volume went from
to$338.1 million , down$298.5 million 12% quarter-over-quarter.
-
Net Take Rate went from
2.6% to2.8% quarter-over-quarter.
-
Total Marketplace revenues, less transaction-based expenses went from
to$8.6 million , down$8.4 million 2% quarter-over-quarter.
-
Total Custodial Accounts went from 2.28 million to 2.38 million, up
4% quarter-over-quarter.
-
Total Assets Under Custody went from
to$16.6 billion , up$16.9 billion 2% quarter-over-quarter.
-
Total Custodial Administration Fee revenues, less transaction-based expenses went from
to$10.5 million , down$9.8 million 6% quarter-over-quarter.
Additional Business Metrics for the Fourth Quarter 2024
-
Forge Trust Custodial Cash: In the quarter ended December 31, 2024, Forge Trust Custodial Cash totaled
, up$483 million 3% quarter-over-quarter from , and down$470 million 4% year-over-year from .$505 million
-
Total Number of Companies with Indications of Interest (IOIs): In the quarter ended December 31, 2024, the total number of companies with IOIs was 535, up
4% quarter-over quarter, and up10% year-over-year.
-
Headcount: Forge finished out the quarter ended December 31, 2024 with a total headcount of 300, down
9% year-over year from 331.
Financial Highlights for the Full Year 2024
-
Revenue: Total revenue less transaction-based expenses was
compared to$78.7 million , up$69.4 million 13% year-over-year.
-
Operating Loss: Total operating loss down
10% year-over-year to compared to$82.3 million .$91.4 million
-
Net Loss: Net loss down
26% year-over-year to compared to$67.8 million .$91.5 million
-
Adjusted EBITDA: Total adjusted EBITDA loss down
10% year-over-year to compared to$43.7 million .$48.8 million
-
Cash Flow from Operating Activities: Net cash used in operating activities was
compared to net cash used in operating activities of$40.5 million for the year ended December 31, 2023, a$41.5 million 2% improvement.
KPIs for the Full Year 2024
-
Trading Volume went from
to$0.8 billion , up$1.3 billion 73% year-over-year.
-
Net Take Rate went from
3.3% to2.8% year-over-year.
-
Total Marketplace revenues, less transaction-based expenses went from
to$25.4 million , up$37.0 million 46% year-over-year.
-
Total Custodial Accounts went from 2.08 million to 2.38 million, up
14% year-over-year.
-
Total Assets Under Custody went from
to$15.6 billion , up$16.9 billion 8% year-over-year.
-
Total Custodial Administration Fee revenues, less transaction-based expenses went from
to$44.0 million , down$41.7 million 5% year-over-year.
Please refer to the section titled “Use of Non-GAAP Financial Information” and the tables within this press release which contain explanations and reconciliations of the Company’s non-GAAP financial measures.
Business Highlights
-
Share Repurchase Program: Forge’s board of directors authorized a share repurchase program of up to
of Forge’s common stock. Repurchases under the program may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements, and other relevant factors. The program does not obligate Forge to acquire any particular amount of its common stock, and may be modified, suspended, or terminated at any time at Forge’s discretion.$10 million
- Forge Price Launched: Forge launched Forge Price, a proprietary indicative price calculated daily for approximately 200 pre-IPO companies. The innovative pricing model provides a derived price per share for each company by synthesizing data from various sources, including secondary market transactions, recent funding rounds, and IOIs collected by Forge. Forge Price provides more up-to-date pricing information compared to other standalone sources, such as secondary funding round prices and mutual fund marks, and underlies Forge’s other derived data product innovations.
- Private Magnificent 7 Announced: Forge announced the Private Market Magnificent 7 to provide clients with visibility into seven of the top-performing companies in the Forge marketplace. Forge Price underlies the methodology for identifying the Private Market Magnificent 7, which are selected based on a variety of criteria, including company size, share price performance, secondary trading liquidity, market leadership, and brand equity.
- Forge Accuidity Private Market Index Tracked by Accuidity: The Forge Accuidity Private Market Index, a first-of-its-kind investable index that tracks the performance of late-stage, venture-backed companies, was adopted by institutional asset manager Accuidity within their Megacorn investment strategy.
- Forge Pro Released: Forge releases Forge Pro, our web application geared towards institutional clients that combines data visualization and visibility of detailed trade data, such as trading book views, extensive company data, and advanced pricing data. Through Forge Pro, clients are able to enter and manage IOIs and orders through a professional-grade interface designed for sophisticated market participants.
Webcast/Conference Call Details
Forge will host a webcast conference call today, March 5, 2025, at 4:30 p.m. Eastern Time / 1:30 p.m Pacific Time to discuss these financial results and business highlights. The listen-only webcast is available at https://ir.forgeglobal.com. Investors and participants can access the conference call over the phone by dialing 1 (800) 715-9871 from
Following the conference call, an on-demand replay of the webcast, as well as the slides shown during the call, will be made available on the Investor Relations page of the Company’s website at https://ir.forgeglobal.com.
Use of Non-GAAP Financial Information
In addition to our financial results determined in accordance with generally accepted accounting principles in
However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool, and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In addition, other companies, including companies in our industry, may calculate similarly titled non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of Adjusted EBITDA as a tool for comparison. A reconciliation is provided below for Adjusted EBITDA to net loss, the most directly comparable financial measure stated in accordance with GAAP. Investors are encouraged to review Adjusted EBITDA and the reconciliation of Adjusted EBITDA to net loss, and not to rely on any single financial measure to evaluate our business.
We defined Adjusted EBITDA as net loss, adjusted to exclude: (i) interest expense, net, (ii) provision for or benefit from income taxes, (iii) depreciation and amortization, (iv) share-based compensation expense, (v) change in fair value of warrant liabilities, (vi) acquisition-related transaction costs, and (vii) other significant gains, losses, and expenses (such as impairments, transaction bonus) that we believe are not indicative of our ongoing results.
Forward-Looking Statements
This press release contains “forward-looking statements,” which generally are accompanied by words such as “believe,” “may,” “could,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “target,” “goal,” “expect,” “should,” “would,” “plan,” “predict,” “project,” “forecast,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict, indicate, or relate to future events or trends or Forge’s future financial or operating performance, or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding Forge’s beliefs regarding its financial position and operating performance, as well as future opportunities for Forge to expand its business. Forward-looking statements are predictions, projections, and other statements about future events that are based on current expectations and assumptions and, as a result, while considered reasonable by Forge and its management, are subject to risks and uncertainties that may cause actual results to differ materially from current expectations. You should carefully consider the risks and uncertainties described in Forge’s documents filed, or to be filed, with the SEC. There may be additional risks that Forge presently does not know of or that it currently believes are immaterial that could also cause actual results to differ materially from those contained in the forward-looking statements. In addition, forward-looking statements reflect Forge’s expectations, plans, or forecasts of future events and views as of the date of this press release. Forge anticipates that subsequent events and developments will cause its assessments to change. However, while Forge may elect to update these forward-looking statements at some point in the future, Forge specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing Forge’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.
About Forge
Forge (NYSE: FRGE) is a leading provider of marketplace infrastructure, data services and technology solutions for private market participants. Forge Securities LLC is a registered broker-dealer and a Member of FINRA that operates an alternative trading system.
FORGE GLOBAL HOLDINGS, INC. Consolidated Balance Sheets
(In thousands of |
|||||||
|
December 31,
|
|
December 31,
|
||||
Assets |
|
|
|
||||
Current assets: |
|
|
|
||||
Cash and cash equivalents |
$ |
105,140 |
|
|
$ |
144,722 |
|
Restricted cash |
|
1,116 |
|
|
|
1,062 |
|
Accounts receivable, net |
|
4,706 |
|
|
|
4,067 |
|
Prepaid expenses and other current assets |
|
8,205 |
|
|
|
13,253 |
|
Total current assets |
$ |
119,167 |
|
|
$ |
163,104 |
|
Internal-use software, property and equipment, net |
|
2,920 |
|
|
|
5,192 |
|
Goodwill and other intangible assets, net |
|
126,456 |
|
|
|
129,919 |
|
Operating lease right-of-use assets |
|
5,107 |
|
|
|
4,308 |
|
Payment-dependent notes receivable, noncurrent |
|
7,412 |
|
|
|
5,593 |
|
Other assets, noncurrent |
|
2,444 |
|
|
|
2,615 |
|
Total assets |
$ |
263,506 |
|
|
$ |
310,731 |
|
Liabilities and stockholders’ equity |
|
|
|
||||
Current liabilities: |
|
|
|
||||
Accounts payable |
$ |
1,941 |
|
|
$ |
1,831 |
|
Accrued compensation and benefits |
|
13,430 |
|
|
|
11,004 |
|
Accrued expenses and other current liabilities |
|
6,310 |
|
|
|
8,861 |
|
Operating lease liabilities, current |
|
3,463 |
|
|
|
2,516 |
|
Total current liabilities |
$ |
25,144 |
|
|
$ |
24,212 |
|
Operating lease liabilities, noncurrent |
|
3,694 |
|
|
|
2,707 |
|
Payment-dependent notes payable, noncurrent |
|
7,412 |
|
|
|
5,593 |
|
Warrant liabilities |
|
192 |
|
|
|
9,616 |
|
Other liabilities, noncurrent |
|
322 |
|
|
|
185 |
|
Total liabilities |
$ |
36,764 |
|
|
$ |
42,313 |
|
Commitments and contingencies |
|
|
|
||||
Stockholders’ equity (deficit): |
|
|
|
||||
Common stock, 0.0001 par value; 186,399,412 and 176,899,814 shares issued and outstanding as of December 31, 2024 and December 31, 2023, respectively |
|
19 |
|
|
|
18 |
|
Treasury stock, at cost; 157,193 and zero shares as of December 31, 2024 and December 31, 2023, respectively |
|
(625 |
) |
|
|
(625 |
) |
Additional paid-in capital |
|
570,588 |
|
|
|
543,846 |
|
Accumulated other comprehensive loss |
|
572 |
|
|
|
911 |
|
Accumulated deficit |
|
(346,972 |
) |
|
|
(280,638 |
) |
Total Forge Global Holdings, Inc. stockholders’ equity |
$ |
223,582 |
|
|
$ |
263,512 |
|
Noncontrolling Interest |
|
3,160 |
|
|
|
4,906 |
|
Total stockholders’ equity |
$ |
226,742 |
|
|
$ |
268,418 |
|
Total liabilities and stockholders’ equity |
$ |
263,506 |
|
|
$ |
310,731 |
|
FORGE GLOBAL HOLDINGS, INC. Consolidated Statements of Operations
(In thousands of |
|||||||||||||||||||||||
|
Three Months Ended |
|
Year Ended |
||||||||||||||||||||
|
December 31, 2024 |
|
September 30, 2024 |
|
June 30, 3024 |
|
March 31, 2024 |
|
December 31, 2024 |
|
December 31, 2023 |
||||||||||||
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Marketplace revenue |
$ |
8,628 |
|
|
$ |
8,713 |
|
|
$ |
11,679 |
|
|
$ |
8,520 |
|
|
$ |
37,540 |
|
|
$ |
25,790 |
|
Custodial administration fees |
|
9,961 |
|
|
|
10,503 |
|
|
|
10,603 |
|
|
|
10,722 |
|
|
|
41,789 |
|
|
|
44,031 |
|
Total revenues |
$ |
18,589 |
|
|
$ |
19,216 |
|
|
$ |
22,282 |
|
|
$ |
19,242 |
|
|
$ |
79,329 |
|
|
$ |
69,821 |
|
Transaction-based expenses: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Transaction-based expenses |
|
(316 |
) |
|
|
(73 |
) |
|
|
(256 |
) |
|
|
(29 |
) |
|
|
(674 |
) |
|
|
(431 |
) |
Total revenues, less transaction-based expenses |
$ |
18,273 |
|
|
$ |
19,143 |
|
|
$ |
22,026 |
|
|
$ |
19,213 |
|
|
$ |
78,655 |
|
|
$ |
69,390 |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Compensation and benefits |
|
25,614 |
|
|
|
28,750 |
|
|
|
28,784 |
|
|
|
29,843 |
|
|
|
112,991 |
|
|
|
106,593 |
|
Technology and communications |
|
3,587 |
|
|
|
3,185 |
|
|
|
2,649 |
|
|
|
3,060 |
|
|
|
12,481 |
|
|
|
14,507 |
|
General and administrative |
|
1,384 |
|
|
|
1,877 |
|
|
|
2,508 |
|
|
|
5,062 |
|
|
|
10,831 |
|
|
|
12,510 |
|
Professional services |
|
2,148 |
|
|
|
2,435 |
|
|
|
1,605 |
|
|
|
2,217 |
|
|
|
8,405 |
|
|
|
11,905 |
|
Depreciation and amortization |
|
1,313 |
|
|
|
1,748 |
|
|
|
1,781 |
|
|
|
1,816 |
|
|
|
6,658 |
|
|
|
6,954 |
|
Rent and occupancy |
|
1,940 |
|
|
|
1,036 |
|
|
|
1,107 |
|
|
|
1,135 |
|
|
|
5,218 |
|
|
|
4,884 |
|
Advertising and market development |
|
986 |
|
|
|
1,015 |
|
|
|
1,243 |
|
|
|
1,090 |
|
|
|
4,334 |
|
|
|
3,486 |
|
Total operating expenses |
$ |
36,972 |
|
|
$ |
40,046 |
|
|
$ |
39,677 |
|
|
$ |
44,223 |
|
|
$ |
160,918 |
|
|
$ |
160,839 |
|
Operating loss |
$ |
(18,699 |
) |
|
$ |
(20,903 |
) |
|
$ |
(17,651 |
) |
|
$ |
(25,010 |
) |
|
$ |
(82,263 |
) |
|
$ |
(91,449 |
) |
Interest and other income: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest income |
|
1,164 |
|
|
|
1,307 |
|
|
|
1,495 |
|
|
|
1,709 |
|
|
|
5,675 |
|
|
|
6,421 |
|
Change in fair value of warrant liabilities |
|
1,766 |
|
|
|
931 |
|
|
|
2,280 |
|
|
|
4,447 |
|
|
|
9,424 |
|
|
|
(6,465 |
) |
Other income, net |
|
98 |
|
|
|
119 |
|
|
|
94 |
|
|
|
76 |
|
|
|
387 |
|
|
|
763 |
|
Total interest and other income |
$ |
3,028 |
|
|
$ |
2,357 |
|
|
$ |
3,869 |
|
|
$ |
6,232 |
|
|
$ |
15,486 |
|
|
$ |
719 |
|
Loss before provision for income taxes |
$ |
(15,671 |
) |
|
$ |
(18,546 |
) |
|
$ |
(13,782 |
) |
|
$ |
(18,778 |
) |
|
$ |
(66,777 |
) |
|
$ |
(90,730 |
) |
Provision for income taxes |
|
294 |
|
|
|
298 |
|
|
|
258 |
|
|
|
216 |
|
|
|
1,066 |
|
|
|
819 |
|
Net loss |
$ |
(15,965 |
) |
|
$ |
(18,844 |
) |
|
$ |
(14,040 |
) |
|
$ |
(18,994 |
) |
|
$ |
(67,843 |
) |
|
$ |
(91,549 |
) |
Net loss attributable to noncontrolling interest |
$ |
(322 |
) |
|
$ |
(502 |
) |
|
$ |
(316 |
) |
|
$ |
(370 |
) |
|
$ |
(1,510 |
) |
|
$ |
(1,328 |
) |
Net loss attributable to Forge Global Holdings, Inc. |
$ |
(15,643 |
) |
|
$ |
(18,342 |
) |
|
$ |
(13,724 |
) |
|
$ |
(18,624 |
) |
|
$ |
(66,333 |
) |
|
$ |
(90,221 |
) |
Net loss per share attributable to Forge Global Holdings, Inc. common stockholders: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Basic |
$ |
(0.08 |
) |
|
$ |
(0.10 |
) |
|
$ |
(0.08 |
) |
|
$ |
(0.10 |
) |
|
$ |
(0.36 |
) |
|
$ |
(0.52 |
) |
Diluted |
$ |
(0.08 |
) |
|
$ |
(0.10 |
) |
|
$ |
(0.08 |
) |
|
$ |
(0.10 |
) |
|
$ |
(0.36 |
) |
|
$ |
(0.52 |
) |
Weighted-average shares used in computing net loss per share attributable to Forge Global Holdings, Inc. common stockholders: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Basic |
|
185,842,467 |
|
|
|
184,158,571 |
|
|
|
182,681,065 |
|
|
|
179,910,522 |
|
|
|
183,160,263 |
|
|
|
173,402,167 |
|
Diluted |
|
185,842,467 |
|
|
|
184,158,571 |
|
|
|
182,681,065 |
|
|
|
179,910,522 |
|
|
|
183,160,263 |
|
|
|
173,402,167 |
|
FORGE GLOBAL HOLDINGS, INC. Consolidated Statements of Cash Flows
(In thousands of |
|||||||||||||||||||||||
|
Three Months Ended |
|
Year Ended |
||||||||||||||||||||
|
December 31, 2024 |
|
September 30, 2024 |
|
June 30, 3024 |
|
March 31, 2024 |
|
December 31, 2024 |
|
December 31, 2023 |
||||||||||||
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net loss |
$ |
(15,965 |
) |
|
$ |
(18,844 |
) |
|
$ |
(14,040 |
) |
|
$ |
(18,994 |
) |
|
$ |
(67,843 |
) |
|
$ |
(91,549 |
) |
Adjustments to reconcile net loss to net cash used in operations: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Share-based compensation |
|
5,541 |
|
|
|
7,622 |
|
|
|
7,859 |
|
|
|
9,467 |
|
|
|
30,489 |
|
|
|
34,334 |
|
Depreciation and amortization |
|
1,313 |
|
|
|
1,748 |
|
|
|
1,781 |
|
|
|
1,816 |
|
|
|
6,658 |
|
|
|
6,954 |
|
Amortization of right-of-use assets |
|
679 |
|
|
|
670 |
|
|
|
662 |
|
|
|
643 |
|
|
|
2,654 |
|
|
|
3,153 |
|
Loss on impairment of long lived assets |
|
866 |
|
|
|
— |
|
|
|
— |
|
|
|
186 |
|
|
|
1,052 |
|
|
|
599 |
|
Allowance for doubtful accounts |
|
(12 |
) |
|
|
34 |
|
|
|
107 |
|
|
|
109 |
|
|
|
238 |
|
|
|
270 |
|
Change in fair value of warrant liabilities |
|
(1,765 |
) |
|
|
(932 |
) |
|
|
(2,280 |
) |
|
|
(4,447 |
) |
|
|
(9,424 |
) |
|
|
6,465 |
|
Change in fair value of contingent liability |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2,545 |
|
Other |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(10 |
) |
|
|
(10 |
) |
|
|
(625 |
) |
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Accounts receivable |
|
262 |
|
|
|
(466 |
) |
|
|
923 |
|
|
|
(1,596 |
) |
|
|
(877 |
) |
|
|
(792 |
) |
Prepaid expenses and other assets |
|
839 |
|
|
|
2,049 |
|
|
|
(5,353 |
) |
|
|
1,125 |
|
|
|
(1,340 |
) |
|
|
2,018 |
|
Accounts payable |
|
342 |
|
|
|
(120 |
) |
|
|
(1,004 |
) |
|
|
1,066 |
|
|
|
284 |
|
|
|
(1,216 |
) |
Accrued expenses and other liabilities |
|
(1,335 |
) |
|
|
922 |
|
|
|
(4,636 |
) |
|
|
2,782 |
|
|
|
(2,267 |
) |
|
|
2,805 |
|
Accrued compensation and benefits |
|
2,124 |
|
|
|
2,228 |
|
|
|
2,041 |
|
|
|
(3,967 |
) |
|
|
2,426 |
|
|
|
(2,267 |
) |
Operating lease liabilities |
|
(788 |
) |
|
|
(739 |
) |
|
|
(491 |
) |
|
|
(555 |
) |
|
|
(2,573 |
) |
|
|
(4,150 |
) |
Net cash used in operating activities |
$ |
(7,899 |
) |
|
$ |
(5,828 |
) |
|
$ |
(14,431 |
) |
|
$ |
(12,375 |
) |
|
$ |
(40,533 |
) |
|
$ |
(41,456 |
) |
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Receipts of term deposit maturities |
|
— |
|
|
|
— |
|
|
|
6,559 |
|
|
|
— |
|
|
|
6,559 |
|
|
|
2,115 |
|
Purchases of property and equipment |
|
— |
|
|
|
(125 |
) |
|
|
(267 |
) |
|
|
(400 |
) |
|
|
(792 |
) |
|
|
(527 |
) |
Purchases of term deposits |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9,748 |
) |
Capitalized internal-use software development costs |
|
(248 |
) |
|
|
(48 |
) |
|
|
— |
|
|
|
— |
|
|
|
(296 |
) |
|
|
— |
|
Net cash (used in) provided by investing activities |
$ |
(248 |
) |
|
$ |
(173 |
) |
|
$ |
6,292 |
|
|
$ |
(400 |
) |
|
$ |
5,471 |
|
|
$ |
(8,160 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Proceeds from exercise of options, including proceeds from repayment of promissory notes |
|
55 |
|
|
|
12 |
|
|
|
235 |
|
|
|
226 |
|
|
|
528 |
|
|
|
710 |
|
Taxes withheld and paid related to net share settlement of equity awards |
|
(575 |
) |
|
|
(406 |
) |
|
|
(1,135 |
) |
|
|
(2,302 |
) |
|
|
(4,419 |
) |
|
|
(653 |
) |
Net cash (used in) provided by financing activities |
$ |
(520 |
) |
|
$ |
(394 |
) |
|
$ |
(900 |
) |
|
$ |
(2,076 |
) |
|
$ |
(3,891 |
) |
|
$ |
57 |
|
Effect of changes in currency exchange rates on cash and cash equivalents |
|
(634 |
) |
|
|
388 |
|
|
|
(78 |
) |
|
|
(253 |
) |
|
|
(575 |
) |
|
|
378 |
|
Net decrease in cash and cash equivalents |
|
(9,301 |
) |
|
|
(6,007 |
) |
|
|
(9,117 |
) |
|
|
(15,104 |
) |
|
|
(39,528 |
) |
|
|
(49,181 |
) |
Cash, cash equivalents and restricted cash, beginning of the period |
|
115,557 |
|
|
|
121,564 |
|
|
|
130,681 |
|
|
|
145,785 |
|
|
|
145,784 |
|
|
|
194,965 |
|
Cash, cash equivalents and restricted cash, end of the period |
$ |
106,256 |
|
|
$ |
115,557 |
|
|
$ |
121,564 |
|
|
$ |
130,681 |
|
|
$ |
106,256 |
|
|
$ |
145,784 |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Reconciliation of cash, cash equivalents and restricted cash to the amounts reported within the consolidated balance sheets |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents |
$ |
105,140 |
|
|
$ |
114,454 |
|
|
$ |
120,475 |
|
|
$ |
129,606 |
|
|
$ |
105,140 |
|
|
$ |
144,722 |
|
Restricted cash |
|
1,116 |
|
|
|
1,103 |
|
|
|
1,089 |
|
|
|
1,075 |
|
|
|
1,116 |
|
|
|
1,062 |
|
Total cash, cash equivalents and restricted cash, end of the period |
$ |
106,256 |
|
|
$ |
115,557 |
|
|
$ |
121,564 |
|
|
$ |
130,681 |
|
|
$ |
106,256 |
|
|
$ |
145,784 |
|
FORGE GLOBAL HOLDINGS, INC. Reconciliation of GAAP to Non-GAAP Results
(In thousands of |
|||||||||||||||||||||||
|
Three Months Ended |
|
Year Ended |
||||||||||||||||||||
|
December 31, 2024 |
|
September 30, 2024 |
|
June 30, 3024 |
|
March 31, 2024 |
|
December 31, 2024 |
|
December 31, 2023 |
||||||||||||
Net loss attributable to Forge Global Holdings, Inc. |
$ |
(15,643 |
) |
|
$ |
(18,342 |
) |
|
$ |
(13,724 |
) |
|
$ |
(18,624 |
) |
|
$ |
(66,333 |
) |
|
$ |
(90,221 |
) |
Add: |
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest expense, net |
|
(1,164 |
) |
|
|
(1,307 |
) |
|
|
(1,495 |
) |
|
|
(1,709 |
) |
|
|
(5,675 |
) |
|
|
(6,421 |
) |
Provision for income taxes |
|
294 |
|
|
|
298 |
|
|
|
258 |
|
|
|
216 |
|
|
|
1,066 |
|
|
|
819 |
|
Depreciation and amortization |
|
1,313 |
|
|
|
1,748 |
|
|
|
1,781 |
|
|
|
1,816 |
|
|
|
6,658 |
|
|
|
6,954 |
|
Net loss attributable to noncontrolling interest |
|
(322 |
) |
|
|
(502 |
) |
|
|
(316 |
) |
|
|
(370 |
) |
|
|
(1,510 |
) |
|
|
(1,328 |
) |
Loss or impairment on long lived assets |
|
866 |
|
|
|
— |
|
|
|
— |
|
|
|
186 |
|
|
|
1,052 |
|
|
|
599 |
|
Share-based compensation expense |
|
5,541 |
|
|
|
7,622 |
|
|
|
7,859 |
|
|
|
9,467 |
|
|
|
30,489 |
|
|
|
34,334 |
|
Change in fair value of warrant liabilities |
|
(1,766 |
) |
|
|
(931 |
) |
|
|
(2,280 |
) |
|
|
(4,447 |
) |
|
|
(9,424 |
) |
|
|
6,465 |
|
Adjusted EBITDA |
$ |
(10,881 |
) |
|
$ |
(11,414 |
) |
|
$ |
(7,917 |
) |
|
$ |
(13,465 |
) |
|
$ |
(43,677 |
) |
|
$ |
(48,799 |
) |
FORGE GLOBAL HOLDINGS, INC. SUPPLEMENTAL FINANCIAL INFORMATION KEY OPERATING METRICS
(In thousands of |
|||||||||||||||
Key Business Metrics |
|||||||||||||||
We monitor the following key business metrics to help us evaluate our business, identify trends affecting our business, formulate business plans, and make strategic decisions.
The tables below reflect period-over-period changes in our key business metrics, along with the percentage change between such periods. We believe the following business metrics are useful in evaluating our business: |
|||||||||||||||
|
|
Three Months Ended |
|||||||||||||
Dollars in thousands |
|
December 31, 2024 |
|
September 30, 2024 |
|
Change |
|
% Change |
|||||||
MARKETPLACE SOLUTIONS |
|
|
|
|
|
|
|
|
|||||||
Trades |
|
|
646 |
|
|
|
680 |
|
|
|
(34 |
) |
|
(5 |
)% |
Volume |
|
$ |
298,539 |
|
|
$ |
338,075 |
|
|
$ |
(39,536 |
) |
|
(12 |
)% |
Net Take Rate |
|
|
2.8 |
% |
|
|
2.6 |
% |
|
|
0.2 |
% |
|
8 |
% |
Marketplace revenues, less transaction-based expenses |
|
$ |
8,434 |
|
|
$ |
8,640 |
|
|
$ |
(206 |
) |
|
(2 |
)% |
|
|
Year Ended December 31, |
|||||||||||||
Dollars in thousands |
|
2024 |
|
2023 |
|
Change |
|
% Change |
|||||||
MARKETPLACE SOLUTIONS |
|
|
|
|
|
|
|
|
|||||||
Trades |
|
|
2,762 |
|
|
|
1,756 |
|
|
|
1,006 |
|
|
57 |
% |
Volume |
|
$ |
1,325,470 |
|
|
$ |
765,899 |
|
|
$ |
559,571 |
|
|
73 |
% |
Net Take Rate |
|
|
2.8 |
% |
|
|
3.3 |
% |
|
|
(0.5 |
)% |
|
(15 |
)% |
Marketplace revenues, less transaction-based expenses |
|
$ |
36,988 |
|
|
$ |
25,359 |
|
|
$ |
11,629 |
|
|
46 |
% |
- Trades are defined as the total number of orders executed by us on behalf of private investors and shareholders. Increasing the number of orders is critical to increasing our revenue and, in turn, to achieving profitability.
-
Volume is defined as the total sales value for all securities traded through our Forge marketplace, which is the aggregate value of the issuer company’s equity attributed to both the buyer and seller in a trade and as such a
trade of equity between buyer and seller would be captured as$100 volume for us. Although we typically capture a commission on each side of a trade, we may not in certain cases due to factors such as the use of a third-party broker by one of the parties or supply factors that would not allow us to attract sellers of shares of certain issuers. Volume is influenced by, among other things, the pricing and quality of our services as well as market conditions that affect private company valuations, such as increases in valuations of comparable companies at IPO.$200
-
Net Take Rates are defined as our marketplace revenues, less markets-related transaction-based expenses, divided by Volume. These represent the percentage of fees earned by our marketplace on any transactions executed from the commission we charged on such transactions less transaction-based expenses, which is a determining factor in our revenue. The Net Take Rate can vary based upon the service or product offering and is also affected by the average order size and transaction frequency.
|
|
As of and for the three months ended |
|||||||||||
Dollars in thousands |
|
December 31, 2024 |
|
September 30, 2024 |
|
Change |
|
% Change |
|||||
CUSTODY SOLUTION |
|
|
|
|
|
|
|
|
|||||
Total Custodial Accounts |
|
|
2,376,099 |
|
|
2,281,976 |
|
|
94,123 |
|
|
4 |
% |
Assets Under Custody |
|
$ |
16,897,318 |
|
$ |
16,620,450 |
|
$ |
276,868 |
|
|
2 |
% |
Custodial administration fees, less transaction-based expenses |
|
$ |
9,839 |
|
$ |
10,503 |
|
$ |
(664 |
) |
|
(6 |
)% |
|
|
As of and for the three months ended |
|||||||||||
Dollars in thousands |
|
December 31, 2024 |
|
December 31, 2023 |
|
Change |
|
% Change |
|||||
CUSTODY SOLUTION |
|
|
|
|
|
|
|
|
|||||
Total Custodial Accounts |
|
|
2,376,099 |
|
|
2,078,868 |
|
|
297,231 |
|
|
14 |
% |
Assets Under Custody |
|
$ |
16,897,318 |
|
$ |
15,647,469 |
|
$ |
1,249,849 |
|
|
8 |
% |
Custodial administration fees, less transaction-based expenses |
|
$ |
9,839 |
|
$ |
10,907 |
|
$ |
(1,068 |
) |
|
(10 |
)% |
- Total Custodial Accounts are defined as our clients’ custodial accounts that are established on our platform and billable. These relate to our Custodial Administration fees revenue stream and are an important measure of our business as the number of Total Custodial Accounts is an indicator of our future revenues from certain account maintenance, transaction and cash administration fees.
- Assets Under Custody is the reported value of all client holdings held under our agreements, including cash submitted to us by the responsible party. These assets can be held at various financial institutions, issuers and in our vault. As the custodian of the accounts, we collect all interest and dividends, handle all fees and transactions and any other considerations for the assets concerned. Our fees are earned from the overall maintenance activities of all assets and are not charged on the basis of the dollar value of Assets Under Custody, but we believe that Assets Under Custody is a useful metric for assessing the relative size and scope of our business.
View source version on businesswire.com: https://www.businesswire.com/news/home/20250305071601/en/
Investor Relations Contact:
Dominic Paschel
ir@forgeglobal.com
Media Contact:
Lindsay Riddell
press@forgeglobal.com
Source: Forge Global
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