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ACCS

ACCESS Newswire Inc.
NYSE · INDUSTRIALS · SERVICES-MANAGEMENT CONSULTING SERVICES
5.33
−0.02 −0.37%
USD · close Sep 4

How ACCS rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
32%
of sentences unchanged
Added
226
new sentences
Dropped
243
sentences removed
Length
−509
words, now 18,860

New in FY2025

  • Our CTO has eight years of cybersecurity experience.
  • The independent members of the Board, through the Board’s nominating procedures and requirements, consider cyber expertise in vetting nominees for the Board and recommending Board committee appointments.
  • On December 18, 2025, the Company entered into a Commercial Sublease Agreement (the “Sublease”), to lease 100% of the corporate headquarters for the remaining term of the lease, commencing on March 1, 2026 through December 31, 2027.
  • As a result, as of December 31, 2025, our entire workforce is now remote.
  • Holders of Record As of December 31, 2025, there were approximately 150 registered holders of record of our common stock and 3,850,435 shares outstanding.
  • Issuer Purchases of Equity Securities On December 4, 2025, we publicly announced a share repurchase program under which we were authorized to repurchase up to $1,000,000 of our common shares.
  • As of December 31, 2025, we repurchased 18,391 shares as shown in the table below ($ in 000’s, except share or per share amounts): Shares Repurchased Period Total Number of Shares Repurchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Program Maximum Dollar Value of Shares that May Yet Be Purchased Under the Program December 4 -31, 2025 18,391 $ 8.89 18,391 $ Dividends We did not pay any dividends during the year ended December 31, 2025 and 2024.
  • For more information regarding continuing and discontinued operations, see Note 3 to our Consolidated Financial Statements for the years ended December 31, 2025 and 2024.
  • Summary of Operations for the periods ended December 31, 2025 and 2024 (in thousands).
  • Year Ended December 31, 2025 2024 Statement of Operations Revenue $ 22,619 $ 23,057 Cost of revenues 5,305 5,617 Gross margin 17,314 17,440 Operating costs 18,935 19,609 Impairment loss on intangible assets 14,150 Operating loss (1,871 ) (16,319 ) Other expense (82 ) (1,026 ) Loss from continuing operations before taxes (1,953 ) (17,345 ) Income tax benefit (395 ) (4,064 ) Loss from continuing operations $ (1,558 ) $ (13,281 ) ITEM 7.
  • Results of Operations The following table presents certain amounts included in our consolidated statements of income, the relative percentage that those amounts represent to revenue, and the change in those amounts from fiscal year 2025 compared to 2024.
  • Comparison of results of operations for the years ended December 31, 2025 and 2024 (in thousands): Percentage of Revenue 2025 2024 2025 2024 Revenue $ 22,619 $ 23,057 Cost of revenue 5,305 5,617 23% 24% Gross margin 17,314 17,440 77% 76% Operating Expenses: General and administrative 7,151 7,000 32% 30% Sales and marketing 6,405 7,080 28% 31% Product development 2,692 2,821 12% 12% Depreciation and amortization 2,687 2,708 12% 12% Impairment loss on intangible assets 14,150 1% 61% Total operating expenses 19,185 33,759 85% 146% Operating loss (1,871 ) (16,319 ) (8)% (71)% Interest expense, net (2 ) (1,107 ) –% (5)% Other income (expense) (80 ) –% –% Loss from continuing operations before income taxes (1,953 ) (17,345 ) (9)% (75)% Income tax benefit (395 ) (4,064 ) (2)% (18)% Net loss from continuing operations $ (1,558 ) $ (13,281 ) (7)% (58)% Revenue Total revenue decreased by $438,000, or 2%, to $22,619,000 during the year ended December 31, 2025, as compared to $23,057,000 in 2024.
  • The decrease is primarily related to decrease in revenue from our PRO plan products and webcasting and events business, partially offset by an increase in revenue from our core press release business driven by increases in subscriptions.
  • Deferred Revenue As of December 31, 2025, our deferred revenue balance was $5,265,000, which we expect to recognize primarily over the next twelve months, compared to $4,743,000 as of December 31, 2024, an increase of 11%.
  • Deferred revenue primarily consists of advance billings for pre-paid packages of our news distribution products as well as advance billings for subscriptions of our cloud-based products.
  • Cost of Revenue Cost of revenue consists primarily of direct labor costs, newswire distribution costs, teleconferencing costs and third-party licensing costs.
  • Cost of revenue decreased by $312,000, or 6%, during the year ended December 31, 2025, as compared to the same period of 2024.
  • The decrease was primarily related to a decrease in headcount and optimization of operational teams, partially offset by an increase in distribution costs of our newswire business.
  • Overall gross margin decreased $126,000, or 1%, during the year ended December 31, 2025, compared to 2024, primarily due to the decline in revenue.
  • As a result, overall gross margin percentage increased 1% to 77% during the year ended December 31, 2025, as compared to the prior year.
  • General and administrative expenses were $7,151,000 for the year ended December 31, 2025, an increase of $151,000 or 2%, as compared to the prior year.
  • During the year-ended December 31, 2025, general and administrative were impacted by an increase in one-time costs for the year of $484,000 partially offset by a decrease in employee-related expenses due to a decrease in corporate headcount.
  • During the year ended December 31, 2024, general and administrative expenses were favorably impacted by a benefit of $340,000 to stock compensation expense as a result of the resignation of an executive officer.
  • As a percentage of revenue, General and administrative expenses were 32% for the year ended December 31, 2025, as compared to 30% for 2024.
  • Sales and marketing expenses were $6,405,000 for the year ended December 31, 2025, a decrease of $675,000, or 10%, as compared to $7,080,000 in the prior year.
  • This decrease is primarily due to a decrease in employee-related expenses and commissions due to lower headcount and overall revenues.
  • As a percentage of revenue, sales and marketing expenses were 28% for the year ended December 31, 2025, as compared to 31% for 2024.
  • Product development expenses decreased $129,000, or 5%, to $2,692,000 during the year ended December 31, 2025, as compared to $2,821,000 during the year ended December 31, 2024.
  • This decrease is primarily due to a decrease in headcount and consulting expense, partially offset by a decrease in capitalized costs during the periods.
  • During the year ended December 31, 2025, we capitalized $172,000 of costs related to the development of our news distribution systems and internal reporting platforms, compared to $597,000 during the year-ended December 31, 2024.
  • As a percentage of revenue, product development expenses was consistent at 12% for the year ended December 31, 2025 and 2024, respectively.
  • Depreciation and Amortization Expenses During the year ended December 31, 2025, depreciation and amortization expenses decreased by $21,000 or 1%, to $2,687,000, as compared to $2,708,000 during 2024.
  • Impairment loss On December 18, 2025, we entered into a Commercial Sublease Agreement (the “Sublease”), to lease 100% of our corporate headquarters for the remaining term of the lease, commencing on March 1, 2026 through December 31, 2027.
  • As a result of the Sublease, the Company recorded an impairment charge of $250,000 for the year ended December 31, 2025.
  • The impairment loss was allocated between our right-of-use-asset for the office lease in the amount of $187,000 and our leasehold improvements of $63,000.
  • During the year ended December 31, 2025, we performed our annual assessment for impairment of goodwill and intangible assets and determined there was no impairment charge.
  • During the year ended December 31, 2024, an impairment charge of $14,150,000 associated with the Newswire trademarks was required.
  • As a result of our rebranding to ACCESS Newswire, management determined the useful life of the Newswire trademarks to be 5 years as opposed to the original 15 years upon the initial valuation in 2022.
  • Interest Expense, net We recognized interest expense of $371,000 and $1,167,000 during the years ended December 31, 2025 and 2024, respectively, related to our long-term Credit Agreement.
  • Interest expense, net was partially offset by interest income of $369,000 and $60,000 for the year ended December 31, 2025, and 2024, respectively, from deposit and money market accounts.

and 186 more.

Gone since FY2024

  • Our CTO has six years of cybersecurity experience.
  • The independent members of the Board, through the Board’s nominating procedures and requirements, considers cyber expertise in vetting nominees for the Board and recommending Board committee appointments.
  • Holders of Record As of December 31, 2024, there were approximately 150 registered holders of record of our common stock and 3,838,743 shares outstanding.
  • Dividends We did not pay any dividends during the year ended December 31, 2024 and 2023.
  • For more information regarding continuing and discontinued operations, see Note 3 to our Consolidated Financial Statements for the year ended December 31, 2024.
  • Summary of Operations for the periods ended December 31, 2024 and 2023 (in 000’s).
  • Year Ended December 31, 2024 2023 Statement of Operations Revenue $ 23,057 $ 24,522 Cost of revenues 5,617 5,607 Gross margin 17,440 18,915 Operating costs 19,609 21,654 Impairment loss on intangible assets 14,150 — Operating loss (16,319 ) (2,739 ) Other expense (1,026 ) (1,640 ) Loss before taxes (17,345 ) (4,379 ) Income tax benefit (4,064 ) (938 ) Loss from continuing operations $ (13,281 ) $ (3,441 ) ITEM 7.
  • Results of Operations The following table presents certain amounts included in our consolidated statements of income, the relative percentage that those amounts represent to revenue, and the change in those amounts from fiscal year 2024 compared to 2023.
  • Comparison of results of operations for the years ended December 31, 2024 and 2023 (in 000’s): Percentage of Revenue 2024 2023 2024 2023 Revenues $ 23,057 $ 24,522 Cost of revenue 5,617 5,607 24 % 23 % Gross margin 17,440 18,915 76 % 77 % Operating Expenses: General and administrative 7,000 8,354 30 % 34 % Sales and marketing 7,080 8,028 31 % 33 % Product development 2,821 2,544 12 % 10 % Depreciation and amortization 2,708 2,728 12 % 11 % Impairment loss on intangible assets 14,150 — 61 % — Total operating expenses 33,759 21,654 146 % 88 % Operating loss (16,319 ) (2,739 ) (71 )% (11 )% Interest expense, net (1,107 ) (1,249 ) (5 )% (5 )% Other income (expense) (391 ) — % (2 )% Loss before income taxes (17,345 ) (4,379 ) (75 )% (18 )% Income tax benefit (4,064 ) (938 ) (18 )% (4 )% Net loss from continuing operations $ (13,281 ) $ (3,441 ) (58 )% (14 )% Revenues Total revenue decreased by $1,465,000, or 6%, to $23,057,000 during the year ended December 31, 2024, as compared to $24,522,000 in 2023.
  • The decrease is primarily due to a 15% decrease in revenue from our previously branded Newswire business due to a decrease in volume.
  • Revenue from our investor relations website subscriptions and webcasting and events business decreased slightly as well.
  • Deferred Revenue As of December 31, 2024, our deferred revenue balance was $4,743,000, which we expect to recognize primarily over the next twelve months, compared to $4,750,000 as of December 31, 2023.
  • Deferred revenue primarily consists of advance billings for packages of our news distribution products as well as advance billings for subscriptions of our cloud-based products.
  • Cost of Revenues Cost of revenues consists primarily of direct labor costs, newswire distribution costs, teleconferencing costs and third-party licensing costs.
  • Cost of revenues increased by $10,000 during the year ended December 31, 2024, as compared to the same period of 2023.
  • Overall gross margin decreased $1,475,000, or 8%, during the year ended December 31, 2024, compared to 2023.
  • The decrease in gross margin is primarily the result of the decrease in Newswire revenue noted earlier.
  • Overall gross margin percentage decreased 1% to 76% during the year ended December 31, 2024, as compared to the prior year.
  • General and administrative expenses were $7,000,000 for the year ended December 31, 2024, a decrease of $1,354,000 or 16%, as compared to the prior year.
  • The decrease is primarily due to a benefit to stock compensation expense as a result of the resignation of an executive officer, a decrease in corporate headcount, as well as, lower one-time transaction and integration costs, partially offset by an increase in the provision for credit losses.
  • As a percentage of revenue, General and administrative expenses were 30% for the year ended December 31, 2024, as compared to 34% for 2023.
  • Sales and marketing expenses were $7,080,000 for the year ended December 31, 2024, a decrease of $948,000, or 12%, as compared to $8,028,000 in the prior year.
  • This decrease is primarily due to a decrease in employee-related expenses due to lower headcount as well as lower advertising expense.
  • As a percentage of revenue, sales and marketing expenses were 31% for the year ended December 31, 2024, as compared to 33% for 2023.
  • Product development expenses increased $277,000, or 11%, to $2,821,000 during the year ended December 31, 2024, as compared to $2,544,000 in 2023.
  • This increase is primarily due to an increase headcount, as we continue to invest in our products and technology.
  • During the year ended December 31, 2024, we capitalized $597,000 of costs related to the development our news distribution systems and internal reporting platforms.
  • During the year-end December 31, 2023, we capitalized costs of $478,000.
  • As a percentage of revenue, product development expenses increased to 12% for the year ended December 31, 2024, as compared to 10% for 2023.
  • Depreciation and Amortization Expenses During the year ended December 31, 2024, depreciation and amortization expenses decreased by $20,000 or 1%, to $2,708,000, as compared to $2,728,000 during 2023.
  • Impairment loss on intangible assets The Company performed its annual assessment for impairment of intangible assets and determined an impairment charge of $14,150,000 associated with the Newswire trademarks was necessary for the year ended December 31, 2024.
  • There was no impairment loss recorded as of and for the year ended December 31, 2023.
  • Interest Expense, net We recognized interest expense of $1,167,000 and $1,284,000 during the years ended December 31, 2024 and 2023, respectively, related to our long-term Credit Agreement.
  • For the year ended December 31, 2023, interest expense is also attributed to the $22,000,000 Seller Note to finance the acquisition of Newswire.
  • Interest expense, net was partially offset by interest income of $60,000 and $35,000 for the year ended December 31, 2024, and 2023, respectively, from deposit and money market accounts.
  • For the year ended December 31, 2023, this also includes $370,000 paid to extinguish the Seller Note.
  • Income Taxes We recorded income tax benefit of $4,064,000 during the year ended December 31, 2024, compared to $938,000 during the year ended December 31, 2023.
  • The difference in our effective tax rate of 23.0% and the statutory rate of 21% is primarily attributable to state income taxes, partially offset by the impact of stock-based compensation and return to provision adjustments.
  • Liquidity and Capital Resources As of December 31, 2024, we had $ 4,103,000 in cash and cash equivalents and $3,351,000 in net accounts receivable.
  • Current liabilities from continuing operations as of December 31, 2024, totaled $12,814,000 including the current portion of our long-term debt, accounts payable, deferred revenue, accrued payroll liabilities, income taxes payable, current portion of lease liabilities and other accrued expenses.

and 203 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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