FuboTV (NYSE: FUBO) targets $300M 2028 EBITDA and Free Cash Flow gains
Rhea-AI Filing Summary
FuboTV Inc. filed an 8-K after releasing a press release and shareholder letter outlining new profitability and cash flow goals. The company now guides to Fiscal 2026 Pro Forma Adjusted EBITDA of $80–$100 million and targets at least $300 million of Adjusted EBITDA in Fiscal 2028.
Management expects to become Free Cash Flow positive in Fiscal 2027 and 2028 and to end Fiscal 2026 with at least $200 million in cash and cash equivalents. For Fiscal 2025, Fubo generated a Pro Forma Net Loss of $(178) million and Pro Forma Adjusted EBITDA of $59 million, implying an Adjusted EBITDA CAGR of more than 80% from the midpoint of 2026 guidance to the 2028 target.
The company reports approximately $323 million of debt with no maturities until 2029 and states it does not anticipate needing additional outside financing through Fiscal 2028 under its current plan. Fubo also discusses its recent reverse stock split, emphasizing it as a strategic move to broaden the investor base rather than to prepare for dilutive equity issuance, and details content strategy across Fubo and Hulu + Live TV, including renewed regional sports coverage.
Positive
- Clear profitability trajectory: The company guides to Pro Forma Adjusted EBITDA of $80–$100 million in Fiscal 2026 and at least $300 million in Fiscal 2028, implying an Adjusted EBITDA CAGR above 80% from the 2026 midpoint.
- Improving cash and leverage profile: Fubo targets Free Cash Flow positivity in Fiscal 2027 and 2028, expects at least $200 million in cash at YE September 2026, and reports about $323 million of debt with no maturities until 2029.
- Reduced financing risk: Management explicitly states it does not anticipate needing additional outside financing through Fiscal 2028 based on its current operating plan, easing near- to medium-term liquidity concerns.
Negative
- None.
Insights
Fubo pairs aggressive EBITDA targets with improved cash and debt visibility.
Fubo outlines a path from Fiscal 2025 Pro Forma Adjusted EBITDA of $59M and Pro Forma Net Loss of $(178)M to Fiscal 2026 Pro Forma Adjusted EBITDA of $80–$100M and at least $300M in Fiscal 2028. This implies a stated Adjusted EBITDA CAGR above 80%, a substantial swing toward profitability.
The company expects to end YE September 2026 with at least $200M in cash and cites roughly $323M of debt with no maturities until 2029. It also notes about $50M of litigation and transaction payments in Fiscal 2026 year-to-date that it views as non-representative of underlying cash generation. Management says it does not anticipate needing external financing through Fiscal 2028 under its current operating plan.
Contractual wholesale fees tied to Hulu + Live TV carriage costs, stepping from 95% in 2026 to 97.5% in 2027 and 99% from 2028 onward, support visibility into margin expansion. Execution risks remain around integration, content costs, subscriber trends and realizing ad synergies, all flagged in the forward-looking statements and risk disclosures.
8-K Event Classification
Key Figures
Key Terms
Pro Forma Adjusted EBITDA financial
Free Cash Flow financial
reverse stock split financial
Business Combination financial
non-GAAP financial measures financial
carve-out financial statements financial
UNITED STATES
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FORM
CURRENT REPORT
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Item 2.02. Results of Operations and Financial Condition.
On April 6, 2026, FuboTV Inc. (the “Company”) issued a press release and shareholder letter, providing an update on the Company’s business and recent developments, as well as Adjusted EBITDA outlook for the fiscal years ending September 30, 2026 and 2028 and other long-term financial targets. Copies of the press release and shareholder letter are attached as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K.
The information in this Item 2.02, including the information contained in Exhibits 99.1 and 99.2 of this Current Report on Form 8-K, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
The following exhibits relating to Item 2.02 shall be deemed to be furnished, and not filed:
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release, dated April 6, 2026 | |
| 99.2 | Shareholder Letter, dated April 6, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FUBOTV INC. | ||
| Date: April 6, 2026 | By: | /s/ David Gandler |
| David Gandler | ||
| Chief Executive Officer | ||
Exhibit 99.1
FUBO RELEASES ADJUSTED EBITDA OUTLOOK AND LONG-TERM FINANCIAL TARGETS
Co-Founder & CEO David Gandler Issues Shareholder Letter
NEW
YORK – APRIL
Guidance and Long-Term Financial Targets
| ● | Fiscal 2026 Pro Forma Adjusted EBITDA1 guidance of $80-$100 million | |
| ● | Fiscal 2028 Adjusted EBITDA1 target of at least $300 million | |
| ● | Positive
Free Cash |
In conjunction with today’s announcement, Fubo Co-Founder and CEO David Gandler issued the below letter to shareholders:
Dear Fellow Shareholders,
FuboTV
Inc. is in the strongest financial position in our history
1 Pro Forma Adjusted
| ● | Generated Pro Forma Net Loss of $(178) million and Pro Forma Adjusted EBITDA of $59 million in Fiscal 2025. | |
| ● | Projecting to grow Adjusted EBITDA at a compounded annual growth rate (CAGR) of more than 80% based on the midpoint of our Fiscal 2026 Pro Forma Adjusted EBITDA guidance range ($90 million) and our Fiscal 2028 Adjusted EBITDA target (at least $300 million). | |
| ● | Projecting
to end this fiscal year (YE September 2026) with at least $200 million in cash and cash equivalents,
compared to Fubo | |
| ● | Expect Fubo will be Free Cash Flow positive starting Fiscal 2027, and we do not anticipate needing additional outside financing through Fiscal 2028 based on our current operating plan. | |
| ● | Based on our current operating plan, we have enough cash to fund our business - including debt obligations - and invest in our growth. We expect to be in a net cash position (cash and cash equivalents exceeding all debt) in Fiscal 2028. | |
| ● | Methodically managed our debt levels while extending our maturities. Today, we have approximately $323 million in debt obligations, with no maturities until 2029. As of March, our 2029 bonds are trading close to par, which we believe reflects credit investor confidence. |
Our
financial stability,
I am confident in the future of our business. Our financial position provides us with the flexibility to invest, to compete and to serve our customers at a higher level than at any point in our history.
The Drivers Behind Our Outlook
We believe that our share price has not yet reflected the operational progress we have made nor the intrinsic value of the combined business. I hope today’s updates help to close that gap. Fubo has a track record of disciplined execution. Prior to the combination, we improved Net Loss and Adjusted EBITDA by approximately $100 million annually for three consecutive years.
As we look ahead, we are applying that same disciplined approach to how we balance growth and profitability for the combined company. While subscriber growth remains a key long-term driver of value, we are focused on pursuing that growth in an efficient and profitable manner. In the near term, this means prioritizing margin expansion and sustainable cash flow, which may result in periods of flat or modestly declining subscriber levels.
Today, we are beginning to provide greater visibility into our long-term goal for Adjusted EBITDA for 2028, supported by operational and contractual drivers.
This is based firmly on a model grounded in contractual obligations, scale and execution.
As the chart below indicates, we have crossed into positive territory on a pro-forma basis. We believe this is only the beginning.
We currently expect:
| ● | Fiscal 2026 Pro Forma Adjusted EBITDA of $80-100 million. | |
| ● | Fiscal 2028 Adjusted EBITDA of at least $300 million. | |
| ● | Positive Free Cash Flow in Fiscal 2027 and Fiscal 2028 under our current operating plan. |
This outlook is supported by specific, contractual drivers already in motion.
First, our 2028 Adjusted EBITDA projection is partially driven by our contractually obligated wholesale fees, which expand meaningfully over time. During the term of our commercial agreement with Hulu, Fubo receives — in addition to ad revenue — a wholesale fee at a ratio to Hulu + Live TV’s carriage costs. That ratio is 95% in 2026, increasing to 97.5% in 2027 and reaching 99% in 2028 and beyond.
This step up is contractual and gives us strong visibility into our earnings profile and expected Adjusted EBITDA expansion.
In addition, we believe there is a path to structurally lower content costs over time, which means the potential for lower subscriber-related expenses and Adjusted EBITDA lift. As legacy Fubo and Hulu + Live TV content agreements come up for renewal, we plan to align them to optimize for our increased scale.
Our guidance also includes eventual ad synergies following the migration of the Fubo service’s advertising inventory to the Disney Ad Server. We are on pace to achieve those synergies.
Reverse Stock Split
This brings us to the reverse stock split. As you know, the reverse stock split does not change the fundamentals of a business. It does not impact Fubo’s cash, operations, or our long-term earnings potential. What it does impact is how the stock is structured and perceived in the market.
The decision to initiate the reverse split was driven by a clear objective: to position Fubo for long-term success in the public markets.
Specifically, the reverse split was designed to:
| ● | Broaden the potential investor base to include institutions that are restricted from investing in low priced securities. | |
| ● | Attract long-term, fundamental investors who focus on business performance rather than short-term trading dynamics. | |
| ● | Better align our share count with our market capitalization and earnings per share. |
Importantly, the decision to effectuate a reverse split was a proactive, strategic decision to best position the Company over the long-term.
I also want to address a concern we have heard that the reverse stock split signals an intention to issue dilutive, additional equity for capital raising purposes.
Given
our confidence in the strength of our financial position, we do not
Our focus is on creating value, not diluting it.
Content Strategy and NBCUniversal
FuboTV
Inc., as a company, continues to offer NBCUniversal
That said, we have begun to market Hulu + Live TV to customers of the Fubo service who may prefer Hulu + Live TV’s more comprehensive channel line-up. We expect to identify additional opportunities to more prominently feature Hulu + Live TV across the Fubo customer journey.
One of our objectives post the business combination has been to optimize the legacy Fubo service and improve unit economics while expanding the range of options available to consumers across the combined platform.
For many years, we have been focused on our path to profitability. As demonstrated by our results, that process is now well underway. It includes:
| ● | Optimizing our channel lineups to deliver value to our customers and drive engagement, relative to the cost of the bundle and unit economics. | |
| ● | Expanding margins to ensure we have the flexibility to reinvest in growth. |
At the same time, we are continuing to strengthen our content offering across each service.
Finally, I want to speak directly to our retail shareholders.
Given our combined scale, we remain extremely confident in the opportunity in front of us.
Integrating two businesses of this scale is not instantaneous; it requires time, coordination, and a deep understanding of how to unlock the value that we outlined at the outset of this combination. We are working diligently every day to execute against that vision.
We deeply value you. Many of you have been with us since the earliest stages of the company, and in many cases, you are both our customers and shareholders.
We will continue to prioritize communication through 8-Ks, press releases, and other updates via our IR website and company social media channels. We also look forward to sharing more updates with you on our upcoming earnings call.
Thank you for being with us on this journey, and for your continued support.
Sincerely,
David Gandler, Co-Founder and CEO
About FuboTV Inc.
FuboTV
Inc. (NYSE: FUBO) is a consumer-first live TV streaming company with the mission of delivering premium sports, news and
entertainment programming through a best-in-class user experience that offers greater choice, flexibility and value. The sixth
largest Pay TV company in the U.S. (UBS estimates) and ranked among
Learn more at https://fubo.tv
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements of FuboTV Inc. (“Fubo” or the “Company”) that involve substantial risks and uncertainties. All statements contained in this press release that do not relate to matters of historical fact are forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, including, among others, statements regarding our business strategy and plans, including growth and profitability priorities, our offerings and the benefits of any expanded product offerings, the effectiveness of the reverse stock split and the timing and benefits thereof, and the Company’s expected future financial results, including the Company’s financial outlook and/or guidance and long-term targets, which include Adjusted EBITDA, Pro Forma Adjusted EBITDA and Free Cash Flow, expectations around our liquidity and debt levels and related capital strategies, potential ad synergies for the combined company, and expectations about content cost trends. The words “could,” “will,” “plan,” “intend,” “anticipate,” “approximate,” “expect,” “potential,” “believe” or the negative of these terms or other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements that Fubo makes due to a number of important factors, including but not limited to the following: our ability to achieve or maintain profitability; risks related to our access to capital and fundraising prospects to fund our financial operations and support our planned business growth; risks related to the integration of the Hulu Live Business (as defined below); risks related to our organizational structure following completion of the Business Combination (as defined below); our revenue and gross profit are subject to seasonality; our operating results may fluctuate; our ability to effectively manage our growth; risks related to the Business Combination; the long-term nature of our content commitments; our ability to renew our long-term content contracts on sufficiently favorable terms; our ability to attract and retain subscribers; risks related to our commercial arrangements with Hulu; obligations imposed on us through our agreements with certain distribution partners; our ability to license streaming content or other rights on acceptable terms; the restrictions imposed by content providers on our distribution and marketing of our products and services; our reliance on third party platforms to operate certain aspects of our business; risks related to the difficulty in measuring key metrics related to our business; risks related to preparing and forecasting our financial results; risks related to the highly competitive nature of our industry; risks related to our technology, as well as cybersecurity and data privacy-related risks; risks related to our conversion to a Delaware corporation and our status as a “controlled company”; risks related to ongoing or future legal proceedings; and other risks, including the effects of industry, market, economic, political or regulatory conditions, future exchange and interest rates, and changes in tax and other laws, regulations, rates and policies. Further risks that could cause actual results to differ materially from those matters expressed in or implied by such forward-looking statements are discussed in our Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2025 filed with the SEC, and our other periodic filings with the SEC. We encourage you to read such risks in detail. The forward-looking statements in this press release represent Fubo’s views as of the date of this press release. Fubo anticipates that subsequent events and developments will cause its views to change. However, while it may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so. You should, therefore, not rely on these forward-looking statements as representing Fubo’s views as of any date subsequent to the date of this press release.
Basis of Presentation
On October 29, 2025 (the “Closing Date”), the Company, The Walt Disney Company (“Disney”) and Hulu, LLC (“Hulu”) consummated the transactions contemplated by the Business Combination Agreement, dated as of January 6, 2025, by and among Fubo, Disney and Hulu, pursuant to which the parties combined Fubo’s existing business with Disney’s Hulu + Live TV business (the “Hulu Live Business” and, such transactions, collectively, the “Business Combination”).
The Company has accounted for the Business Combination as a reverse acquisition of the Company using the acquisition method of accounting in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), with the Hulu Live Business treated as the accounting acquirer. Accordingly, commencing with the fiscal quarter ended December 31, 2025, the historical combined carve-out financial statements of the Hulu Live Business are presented as the historical financial statements of the Company. Prior to the Business Combination, the Hulu Live Business operated as part of Hulu, which is controlled and consolidated by Disney, and, therefore, its historical financial statements were prepared on a carve-out basis from Disney and Hulu, including allocations of certain corporate costs, shared services, and assets and liabilities that were not historically operated or financed on a standalone basis.
To facilitate comparability between periods, we have included (i) supplemental unaudited financial information for fuboTV Inc. on a standalone basis for historical periods prior to the completion of the Business Combination as disclosed in the Company’s prior filings with the SEC and (ii) supplemental unaudited pro forma condensed combined financial information, including Pro Forma Net Income (Loss), giving effect to the Business Combination as if it had been consummated at the beginning of the twelve months ended September 30, 2025. The unaudited pro forma condensed combined financial information has been prepared in accordance with U.S. GAAP and Article 11 of Regulation S-X. The unaudited pro forma condensed combined financial information is based on the historical combined carve-out financial statements of the Hulu Live Business and the historical consolidated financial statements of Fubo, as adjusted to give effect to the Business Combination and related transactions. This information is provided for illustrative purposes only and is not necessarily indicative of what the actual results of operations and financial position would have been had the Business Combination and related transactions taken place on the dates indicated, nor are they indicative of the future consolidated results of operations or financial position of the combined company.
Prior to the closing of the Business Combination, the Hulu Live Business’s fiscal year ended on the Saturday closest to September 30, and the Company’s historical fiscal year end was December 31. Effective as of the Closing Date, the Company changed its fiscal year end to September 30, with its first full fiscal year following the Closing Date to end on September 30, 2026.
Key Performance Metrics and Non-GAAP Financial Measures
Pro Forma Adjusted EBITDA and Adjusted EBITDA
Pro Forma Adjusted EBITDA and Adjusted EBITDA are non-GAAP financial measures defined as Pro Forma Net Income (Loss) or Net Income (Loss), respectively, adjusted for depreciation and amortization, impairment of other assets, stock-based compensation, certain litigation and transaction expenses, other (income) expense, income tax provision (benefit), and certain corporate allocation expenses. Certain litigation expenses consist of legal expenses and related fees and costs for specific proceedings that we have determined arise outside of the ordinary course of business and do not consider representative of our underlying operating performance, based on the several considerations which we assess regularly, including: (1) the frequency of similar cases that have been brought to date, or are expected to be brought in the future; (2) matter-specific facts and circumstances, such as the unique nature or complexity of the case and/or remedy(ies) sought, including the size of any monetary damages sought; (3) the counterparty involved; and (4) the extent to which management considers these amounts for purposes of operating decision-making and in assessing operating performance. Certain transaction expenses consist of professional advisor costs related to the business combination with Hulu + Live TV. Certain corporate allocation expenses consist of expenses related to allocations of Hulu and Disney’s corporate executive functions and other services previously provided by Hulu and Disney to the Hulu Live Business. As many of these corporate functions are redundant to those already existing at Fubo, Fubo expects to incur limited additional costs to operate as a combined public company that are not based on the commercial arrangements effective as of the Closing Date.
Free Cash Flow
Free Cash Flow is a non-GAAP measure defined as Net cash provided by (used in) operating activities, reduced by capital expenditures (consisting of purchases of property and equipment), capitalization of internal use software, purchases of intangible assets and gain on settlement of litigation, net. We believe Free Cash Flow is an important liquidity measure of the cash that is available for operational expenses, investments in our business, strategic acquisitions, and for certain other activities such as repaying debt obligations and stock repurchases. Free Cash Flow is a key financial indicator used by management. Free Cash Flow is useful to investors as a liquidity measure because it measures our ability to generate or use cash. The use of Free Cash Flow as an analytical tool has limitations due to the fact that it does not represent the residual cash flow available for discretionary expenditures. Because of these limitations, Free Cash Flow should be considered along with other operating and financial performance measures presented in accordance with GAAP.
Reconciliation of Key Performance Metrics and Non-GAAP Financial Measures
Certain measures used in this press release, including Pro Forma Adjusted EBITDA and Adjusted EBITDA, are non-GAAP financial measures. We believe these are useful financial measures for investors as they are supplemental measures used by management in evaluating our core operating performance. Our non-GAAP financial measures have limitations as analytical tools, and you should not consider them in isolation or as a substitute for an analysis of our results under GAAP. There are a number of limitations related to the use of these non-GAAP financial measures versus their nearest GAAP equivalents. First, these non-GAAP financial measures are not a substitute for GAAP financial measures. Second, these non-GAAP financial measures may not provide information directly comparable to measures provided by other companies in our industry, as those other companies may calculate their non-GAAP financial measures differently.
The following tables include reconciliations of historical Adjusted EBITDA and Pro Forma Adjusted EBITDA used in this press release to Net Income (Loss) or Pro Forma Net Income (Loss), respectively. The Company is not providing a reconciliation of forward-looking Pro Forma Adjusted EBITDA or Adjusted EBITDA to Pro Forma Net Income (Loss) or Net Income (Loss), respectively, the most directly comparable GAAP measures, because the Company does not currently have sufficient information to accurately estimate all of the variables and individual adjustments for such reconciliation. As such, the Company cannot estimate on a forward-looking basis without unreasonable effort the impact these variables and individual adjustments will have on its reported results.
Reconciliation
of Net Income (Loss) to Non-GAAP Adjusted EBITDA
(in thousands)
| Twelve Months Ended | ||||||||||||||||||||
September 30, 2022 | September 30, 2023 | September 30, 2024 | September 30, 2025 | September 30, 2025 | ||||||||||||||||
| Pre-Combination | Pre-Combination | Pre-Combination | Pre-Combination | Pro Forma | ||||||||||||||||
| Reconciliation of Net Income (Loss) to Adjusted EBITDA | ||||||||||||||||||||
| Net income (loss) | $ | (424,571 | ) | $ | (317,977 | ) | $ | (207,888 | ) | $ | 120,664 | $ | (178,026 | ) | ||||||
| Depreciation and amortization | 38,172 | 35,415 | 38,234 | 40,307 | 185,947 | |||||||||||||||
| Impairment of other assets | - | - | - | 3,813 | 3,813 | |||||||||||||||
| Stock-based compensation | 52,655 | 49,364 | 44,373 | 30,722 | 53,655 | |||||||||||||||
| Non-GAAP one-time non-cash operating expenses | (1,162 | ) | - | - | - | - | ||||||||||||||
| Certain litigation and transaction expenses | - | 76 | 19,598 | 32,600 | 70,374 | |||||||||||||||
| Other (income) expense | 15,205 | 7,815 | (21,835 | ) | (212,492 | ) | (222,248 | ) | ||||||||||||
| Income tax provision (benefit) | (2,098 | ) | (998 | ) | 10 | 1,857 | 997 | |||||||||||||
| Certain corporate allocation expenses | - | - | - | - | 144,005 | |||||||||||||||
| Adjusted EBITDA | (321,799 | ) | (226,305 | ) | (127,508 | ) | 17,471 | 58,517 | ||||||||||||
(1) “Pre-combination” indicates financial information of fuboTV Inc. on a standalone basis for historical periods prior to the completion of the Business Combination. See “Basis of Presentation” for more information.
# # #
Investor Contacts
Ameet Padte, Fubo
ameet@fubo.tv
Media Contacts
Jennifer L. Press, Fubo
jpress@fubo.tv
Bianca Illion, Fubo
billion@fubo.tv
Exhibit 99.2
April
Dear Fellow Shareholders,
FuboTV
Inc. is in the strongest financial position in our history
| ● | Generated Pro Forma Net Loss of $(178) million and Pro Forma Adjusted EBITDA of $59 million in Fiscal 2025. | |
| ● | Projecting to grow Adjusted EBITDA at a compounded annual growth rate (CAGR) of more than 80% based on the midpoint of our Fiscal 2026 Pro Forma Adjusted EBITDA guidance range ($90 million) and our Fiscal 2028 Adjusted EBITDA target (at least $300 million). | |
| ● | Projecting
to end this fiscal year (YE September 2026) with at least $200 million in cash and cash equivalents,
compared to Fubo | |
| ● | Expect Fubo will be Free Cash Flow positive starting Fiscal 2027, and we do not anticipate needing additional outside financing through Fiscal 2028 based on our current operating plan. | |
| ● | Based on our current operating plan, we have enough cash to fund our business - including debt obligations - and invest in our growth. We expect to be in a net cash position (cash and cash equivalents exceeding all debt) in Fiscal 2028. | |
| ● | Methodically managed our debt levels while extending our maturities. Today, we have approximately $323 million in debt obligations, with no maturities until 2029. As of March, our 2029 bonds are trading close to par, which we believe reflects credit investor confidence. |
1
Pro Forma Adjusted
| 1 |
Our
financial stability,
I am confident in the future of our business. Our financial position provides us with the flexibility to invest, to compete and to serve our customers at a higher level than at any point in our history.
The Drivers Behind Our Outlook
We believe that our share price has not yet reflected the operational progress we have made nor the intrinsic value of the combined business. I hope today’s updates help to close that gap. Fubo has a track record of disciplined execution. Prior to the combination, we improved Net Loss and Adjusted EBITDA by approximately $100 million annually for three consecutive years.
As we look ahead, we are applying that same disciplined approach to how we balance growth and profitability for the combined company. While subscriber growth remains a key long-term driver of value, we are focused on pursuing that growth in an efficient and profitable manner. In the near term, this means prioritizing margin expansion and sustainable cash flow, which may result in periods of flat or modestly declining subscriber levels.
Today, we are beginning to provide greater visibility into our long-term goal for Adjusted EBITDA for 2028, supported by operational and contractual drivers.
This is based firmly on a model grounded in contractual obligations, scale and execution.
As the chart below indicates, we have crossed into positive territory on a pro-forma basis. We believe this is only the beginning.
| 2 |
We currently expect:
| ● | Fiscal 2026 Pro Forma Adjusted EBITDA of $80-100 million. | |
| ● | Fiscal 2028 Adjusted EBITDA of at least $300 million. | |
| ● | Positive Free Cash Flow in Fiscal 2027 and Fiscal 2028 under our current operating plan. |
This outlook is supported by specific, contractual drivers already in motion.
First, our 2028 Adjusted EBITDA projection is partially driven by our contractually obligated wholesale fees, which expand meaningfully over time. During the term of our commercial agreement with Hulu, Fubo receives — in addition to ad revenue — a wholesale fee at a ratio to Hulu + Live TV’s carriage costs. That ratio is 95% in 2026, increasing to 97.5% in 2027 and reaching 99% in 2028 and beyond.
This step up is contractual and gives us strong visibility into our earnings profile and expected Adjusted EBITDA expansion.
In addition, we believe there is a path to structurally lower content costs over time, which means the potential for lower subscriber-related expenses and Adjusted EBITDA lift. As legacy Fubo and Hulu + Live TV content agreements come up for renewal, we plan to align them to optimize for our increased scale.
Our guidance also includes eventual ad synergies following the migration of the Fubo service’s advertising inventory to the Disney Ad Server. We are on pace to achieve those synergies.
Reverse Stock Split
This brings us to the reverse stock split. As you know, the reverse stock split does not change the fundamentals of a business. It does not impact Fubo’s cash, operations, or our long-term earnings potential. What it does impact is how the stock is structured and perceived in the market.
The decision to initiate the reverse split was driven by a clear objective: to position Fubo for long-term success in the public markets.
| 3 |
Specifically, the reverse split was designed to:
| ● | Broaden the potential investor base to include institutions that are restricted from investing in low priced securities. | |
| ● | Attract long-term, fundamental investors who focus on business performance rather than short-term trading dynamics. | |
| ● | Better align our share count with our market capitalization and earnings per share. |
Importantly, the decision to effectuate a reverse split was a proactive, strategic decision to best position the Company over the long-term.
I
also want to address a concern we have heard that the reverse stock split signals an intention to issue dilutive, additional equity for
capital raising purposes.
Given our confidence in the strength of our financial position, we do not
Our focus is on creating value, not diluting it.
Content Strategy and NBCUniversal
FuboTV
Inc., as a company, continues to offer NBCUniversal
That said, we have begun to market Hulu + Live TV to customers of the Fubo service who may prefer Hulu + Live TV’s more comprehensive channel line-up. We expect to identify additional opportunities to more prominently feature Hulu + Live TV across the Fubo customer journey.
| 4 |
One of our objectives post the business combination has been to optimize the legacy Fubo service and improve unit economics while expanding the range of options available to consumers across the combined platform.
For many years, we have been focused on our path to profitability. As demonstrated by our results, that process is now well underway. It includes:
| ● | Optimizing our channel lineups to deliver value to our customers and drive engagement, relative to the cost of the bundle and unit economics. | |
| ● | Expanding margins to ensure we have the flexibility to reinvest in growth. |
At
the same time, we are continuing to strengthen our content offering across each service.
Finally, I want to speak directly to our retail shareholders.
Given our combined scale, we remain extremely confident in the opportunity in front of us.
Integrating two businesses of this scale is not instantaneous; it requires time, coordination, and a deep understanding of how to unlock the value that we outlined at the outset of this combination. We are working diligently every day to execute against that vision.
We deeply value you. Many of you have been with us since the earliest stages of the company, and in many cases, you are both our customers and shareholders.
We will continue to prioritize communication through 8-Ks, press releases, and other updates via our IR website and company social media channels. We also look forward to sharing more updates with you on our upcoming earnings call.
Thank you for being with us on this journey, and for your continued support.
Sincerely,
David Gandler, Co-Founder and CEO
About FuboTV Inc.
FuboTV
Inc. (NYSE: FUBO) is a consumer-first live TV streaming company with the mission of delivering premium sports, news and
entertainment programming through a best-in-class user experience that offers greater choice, flexibility and value. The sixth
largest Pay TV company in the U.S. (UBS estimates) and ranked among
Learn more at https://fubo.tv
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Cautionary Note Regarding Forward-Looking Statements
This letter contains forward-looking statements of FuboTV Inc. (“Fubo” or the “Company”) that involve substantial risks and uncertainties. All statements contained in this letter that do not relate to matters of historical fact are forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, including, among others, statements regarding our business strategy and plans, including growth and profitability priorities, our offerings and the benefits of any expanded product offerings, the effectiveness of the reverse stock split and the timing and benefits thereof, and the Company’s expected future financial results, including the Company’s financial outlook and/or guidance and long-term targets, which include Adjusted EBITDA, Pro Forma Adjusted EBITDA and Free Cash Flow, expectations around our liquidity and debt levels and related capital strategies, potential ad synergies for the combined company, and expectations about content cost trends. The words “could,” “will,” “plan,” “intend,” “anticipate,” “approximate,” “expect,” “potential,” “believe” or the negative of these terms or other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements that Fubo makes due to a number of important factors, including but not limited to the following: our ability to achieve or maintain profitability; risks related to our access to capital and fundraising prospects to fund our financial operations and support our planned business growth; risks related to the integration of the Hulu Live Business (as defined below); risks related to our organizational structure following completion of the Business Combination (as defined below); our revenue and gross profit are subject to seasonality; our operating results may fluctuate; our ability to effectively manage our growth; risks related to the Business Combination; the long-term nature of our content commitments; our ability to renew our long-term content contracts on sufficiently favorable terms; our ability to attract and retain subscribers; risks related to our commercial arrangements with Hulu; obligations imposed on us through our agreements with certain distribution partners; our ability to license streaming content or other rights on acceptable terms; the restrictions imposed by content providers on our distribution and marketing of our products and services; our reliance on third party platforms to operate certain aspects of our business; risks related to the difficulty in measuring key metrics related to our business; risks related to preparing and forecasting our financial results; risks related to the highly competitive nature of our industry; risks related to our technology, as well as cybersecurity and data privacy-related risks; risks related to our conversion to a Delaware corporation and our status as a “controlled company”; risks related to ongoing or future legal proceedings; and other risks, including the effects of industry, market, economic, political or regulatory conditions, future exchange and interest rates, and changes in tax and other laws, regulations, rates and policies. Further risks that could cause actual results to differ materially from those matters expressed in or implied by such forward-looking statements are discussed in our Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2025 filed with the SEC, and our other periodic filings with the SEC. We encourage you to read such risks in detail. The forward-looking statements in this letter represent Fubo’s views as of the date of this letter. Fubo anticipates that subsequent events and developments will cause its views to change. However, while it may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so. You should, therefore, not rely on these forward-looking statements as representing Fubo’s views as of any date subsequent to the date of this letter.
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Basis of Presentation
On October 29, 2025 (the “Closing Date”), the Company, The Walt Disney Company (“Disney”) and Hulu, LLC (“Hulu”) consummated the transactions contemplated by the Business Combination Agreement, dated as of January 6, 2025, by and among Fubo, Disney and Hulu, pursuant to which the parties combined Fubo’s existing business with Disney’s Hulu + Live TV business (the “Hulu Live Business” and, such transactions, collectively, the “Business Combination”).
The Company has accounted for the Business Combination as a reverse acquisition of the Company using the acquisition method of accounting in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”), with the Hulu Live Business treated as the accounting acquirer. Accordingly, commencing with the fiscal quarter ended December 31, 2025, the historical combined carve-out financial statements of the Hulu Live Business are presented as the historical financial statements of the Company. Prior to the Business Combination, the Hulu Live Business operated as part of Hulu, which is controlled and consolidated by Disney, and, therefore, its historical financial statements were prepared on a carve-out basis from Disney and Hulu, including allocations of certain corporate costs, shared services, and assets and liabilities that were not historically operated or financed on a standalone basis.
To facilitate comparability between periods, we have included (i) supplemental unaudited financial information for fuboTV Inc. on a standalone basis for historical periods prior to the completion of the Business Combination as disclosed in the Company’s prior filings with the SEC and (ii) supplemental unaudited pro forma condensed combined financial information, including Pro Forma Net Income (Loss), giving effect to the Business Combination as if it had been consummated at the beginning of the twelve months ended September 30, 2025. The unaudited pro forma condensed combined financial information has been prepared in accordance with U.S. GAAP and Article 11 of Regulation S-X. The unaudited pro forma condensed combined financial information is based on the historical combined carve-out financial statements of the Hulu Live Business and the historical consolidated financial statements of Fubo, as adjusted to give effect to the Business Combination and related transactions. This information is provided for illustrative purposes only and is not necessarily indicative of what the actual results of operations and financial position would have been had the Business Combination and related transactions taken place on the dates indicated, nor are they indicative of the future consolidated results of operations or financial position of the combined company.
Prior to the closing of the Business Combination, the Hulu Live Business’s fiscal year ended on the Saturday closest to September 30, and the Company’s historical fiscal year end was December 31. Effective as of the Closing Date, the Company changed its fiscal year end to September 30, with its first full fiscal year following the Closing Date to end on September 30, 2026.
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Key Performance Metrics and Non-GAAP Financial Measures
Pro Forma Adjusted EBITDA and Adjusted EBITDA
Pro Forma Adjusted EBITDA and Adjusted EBITDA are non-GAAP financial measures defined as Pro Forma Net Income (Loss) or Net Income (Loss), respectively, adjusted for depreciation and amortization, impairment of other assets, stock-based compensation, certain litigation and transaction expenses, other (income) expense, income tax provision (benefit), and certain corporate allocation expenses. Certain litigation expenses consist of legal expenses and related fees and costs for specific proceedings that we have determined arise outside of the ordinary course of business and do not consider representative of our underlying operating performance, based on the several considerations which we assess regularly, including: (1) the frequency of similar cases that have been brought to date, or are expected to be brought in the future; (2) matter-specific facts and circumstances, such as the unique nature or complexity of the case and/or remedy(ies) sought, including the size of any monetary damages sought; (3) the counterparty involved; and (4) the extent to which management considers these amounts for purposes of operating decision-making and in assessing operating performance. Certain transaction expenses consist of professional advisor costs related to the business combination with Hulu + Live TV. Certain corporate allocation expenses consist of expenses related to allocations of Hulu and Disney’s corporate executive functions and other services previously provided by Hulu and Disney to the Hulu Live Business. As many of these corporate functions are redundant to those already existing at Fubo, Fubo expects to incur limited additional costs to operate as a combined public company that are not based on the commercial arrangements effective as of the Closing Date.
Free Cash Flow
Free Cash Flow is a non-GAAP measure defined as Net cash provided by (used in) operating activities, reduced by capital expenditures (consisting of purchases of property and equipment), capitalization of internal use software, purchases of intangible assets and gain on settlement of litigation, net. We believe Free Cash Flow is an important liquidity measure of the cash that is available for operational expenses, investments in our business, strategic acquisitions, and for certain other activities such as repaying debt obligations and stock repurchases. Free Cash Flow is a key financial indicator used by management. Free Cash Flow is useful to investors as a liquidity measure because it measures our ability to generate or use cash. The use of Free Cash Flow as an analytical tool has limitations due to the fact that it does not represent the residual cash flow available for discretionary expenditures. Because of these limitations, Free Cash Flow should be considered along with other operating and financial performance measures presented in accordance with GAAP.
Reconciliation of Key Performance Metrics and Non-GAAP Financial Measures
Certain measures used in this letter, including Pro Forma Adjusted EBITDA and Adjusted EBITDA, are non-GAAP financial measures. We believe these are useful financial measures for investors as they are supplemental measures used by management in evaluating our core operating performance. Our non-GAAP financial measures have limitations as analytical tools, and you should not consider them in isolation or as a substitute for an analysis of our results under GAAP. There are a number of limitations related to the use of these non-GAAP financial measures versus their nearest GAAP equivalents. First, these non-GAAP financial measures are not a substitute for GAAP financial measures. Second, these non-GAAP financial measures may not provide information directly comparable to measures provided by other companies in our industry, as those other companies may calculate their non-GAAP financial measures differently.
The following tables include reconciliations of historical Adjusted EBITDA and Pro Forma Adjusted EBITDA used in this letter to Net Income (Loss) or Pro Forma Net Income (Loss), respectively. The Company is not providing a reconciliation of forward-looking Pro Forma Adjusted EBITDA or Adjusted EBITDA to Pro Forma Net Income (Loss) or Net Income (Loss), respectively, the most directly comparable GAAP measures, because the Company does not currently have sufficient information to accurately estimate all of the variables and individual adjustments for such reconciliation. As such, the Company cannot estimate on a forward-looking basis without unreasonable effort the impact these variables and individual adjustments will have on its reported results.
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Reconciliation
of Net Income (Loss) to Non-GAAP Adjusted EBITDA
(in thousands)
| Twelve Months Ended | ||||||||||||||||||||
| September 30, 2022 | September 30, 2023 | September 30, 2024 | September 30, 2025 | September 30, 2025 | ||||||||||||||||
| Pre-Combination | Pre-Combination | Pre-Combination | Pre-Combination | Pro Forma | ||||||||||||||||
| Reconciliation of Net Income (Loss) to Adjusted EBITDA | ||||||||||||||||||||
| Net income (loss) | $ | (424,571 | ) | $ | (317,977 | ) | $ | (207,888 | ) | $ | 120,664 | $ | (178,026 | ) | ||||||
| Depreciation and amortization | 38,172 | 35,415 | 38,234 | 40,307 | 185,947 | |||||||||||||||
| Impairment of other assets | - | - | - | 3,813 | 3,813 | |||||||||||||||
| Stock-based compensation | 52,655 | 49,364 | 44,373 | 30,722 | 53,655 | |||||||||||||||
| Non-GAAP one-time non-cash operating expenses | (1,162 | ) | - | - | - | - | ||||||||||||||
| Certain litigation and transaction expenses | - | 76 | 19,598 | 32,600 | 70,374 | |||||||||||||||
| Other (income) expense | 15,205 | 7,815 | (21,835 | ) | (212,492 | ) | (222,248 | ) | ||||||||||||
| Income tax provision (benefit) | (2,098 | ) | (998 | ) | 10 | 1,857 | 997 | |||||||||||||
| Certain corporate allocation expenses | - | - | - | - | 144,005 | |||||||||||||||
| Adjusted EBITDA | (321,799 | ) | (226,305 | ) | (127,508 | ) | 17,471 | 58,517 | ||||||||||||
(1) “Pre-combination” indicates financial information of fuboTV Inc. on a standalone basis for historical periods prior to the completion of the Business Combination. See “Basis of Presentation” for more information.
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