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AFTER HRS · 18:15 ET
Market ClerkRecap
Wed Oct 21 · after hours2 signals today106 insider buys this week · $305.5MCIRO short report next: Oct 31The week ahead

FBYD

Falcon's Beyond Global, Inc.
NASDAQ · CONSUMER DISCRETIONARY · SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION
8.21
−0.17 −2.03%
USD · close Oct 21

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MKT CAP $82P/E —DIV YIELD —FCF YIELD -22004872.00%REV TTM $21.6M +181.4%NET INCOME −$7.8M −122.2%NET DEBT $12.5M52W 3.90 – 20.80SEC XBRL · TTM TO Invalid Date

How FBYD rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
41%
of sentences unchanged
Added
621
new sentences
Dropped
626
sentences removed
Length
+100
words, now 61,350

New in FY2025

  • Risk Factors – “ Theft of our intellectual property, including unauthorized exhibition of our content, may decrease our licensing, franchising and programming revenue which may adversely affect our business and profitability.” We rely on the IP laws of the United States and other relevant jurisdictions, as well as licensing agreements, confidentiality and non-disclosure agreements, and other contractual protections, to safeguard our IP assets.
  • We have also entered into, and will continue to enter into, both in-bound and out-bound licensing agreements of IP rights.
  • Additionally, independent contractors involved in the creation and/or development of IP for Falcon’s execute agreements that include confidentiality, work-for-hire, and IP assignment provisions providing that Falcon’s owns the results and/or deliverables created under such agreements.
  • We continue to evaluate additional IP protections to the extent we believe they would be beneficial and cost-effective.
  • We intend to vigorously defend our IP rights and our freedom to operate our business.
  • Despite our efforts to protect our IP assets, our IP could be deemed invalid or unenforceable or otherwise challenged and therefore such efforts may be unsuccessful.
  • Customers and Concentration of Customer Risk For the year ended December 31, 2025, the Company derived 45% of its total revenue through the provision of shared services, comprising of accounting, legal, human resources, information technology and other support services, to FCG.
  • Also, in its first partial year of operations, Falcon’s Attractions generated 28% of Company revenue from product sales and services to a themed entertainment operator.
  • FCG derives a significant portion of its revenue from a limited number of large customers, reflecting the scale, duration, and complexity of the projects undertaken.
  • Our FCG customers are often themed entertainment developers and operators, museums, zoos, aquariums, cruise lines, media producers, IP holders.
  • Recent significant customers have been government‑backed or institutional developers of large‑scale entertainment, cultural, and destination developments.
  • As a result, FCG’s revenue is subject to concentration risk associated with the timing, scope, and continuation of such projects.
  • For the year ended December 31, 2025, FCG had two significant customers, QIC and NMDC, which generated an aggregate of approximately 60% and 39% of FCG's revenues respectively.
  • As of March 27, 2026, we have 9 active agreements with QIC, each of which may be terminated at will by either FCG, after providing 14 days’ notice to QIC, upon a further notice of 42 days or QIC upon 14 days’ notice to FCG.
  • In addition to QIC, NMDC, is a significant customer of FCG, with services provided pursuant to contractual arrangements that may span multiple phases of development and are subject to modification, delay, or termination based on project requirements, approvals, or changes in development schedules.
  • The active agreement may be terminated for convenience by NMDC upon 30 days’ notice to FCG.
  • Because our work for QIC and NMDC is not subject to a master services agreement, our rights and obligations and our time to complete a specific task may vary from agreement to agreement.
  • The terms and conditions and unilateral termination rights of each agreement is generally tailored to the specific project or services covered by the applicable agreement.
  • See “ Risk Factors – We are exposed to risks related to operating in the Kingdom of Saudi Arabia ” for regulatory and legal risks with respect to our relationship with QIC, and see “Risk Factors – We operate in certain international regions that experience varying degrees of social, political, military, and economic instability.
  • These conditions may include civil unrest, geopolitical tensions, armed conflicts, acts of terrorism, or other disruptions that could adversely affect our operations, supply chain, workforce, or the ability of customers and partners to conduct business with us.
  • Any escalation of these risks in the countries where we operate could negatively impact our financial results, business continuity, and long term strategic objectives ” for more information about general regulatory and legal risk.
  • Falcon’s Beyond Brands FBB including its Falcon’s Attractions business, is subject to applicable laws and regulations of the United States and other jurisdictions in which it operates.
  • These laws and regulations include, without limitation, those relating to the protection of intellectual property, data privacy and security, product safety, and commercial contracting.
  • Falcon’s Attractions designs, manufactures, sells, and installs attraction systems, components, and related technologies for customers worldwide.
  • As a result, FBB is subject to laws and regulations governing the manufacture, export, import, transportation, and installation of physical goods, including customs, trade, logistics, and cross‑border shipping requirements applicable to large‑scale equipment and materials.
  • FBB conducts its international operations in compliance with applicable trade, customs, and regulatory requirements in the jurisdictions in which its products are manufactured, shipped, and installed.
  • In connection with its partnerships with other brands, content creators, and licensors, FBB may also work alongside third‑party rights holders to support the protection and enforcement of intellectual property rights, where applicable.
  • FBB designs, develops, and operates its products and services in compliance with the laws and regulations of the relevant jurisdictions.
  • See the section entitled “ Risk Factors ,” including “ Risk Factors — Risks Related to Regulatory, Tax, Legal and Compliance Matters — United States or international environmental laws and regulations may cause us to incur substantial costs or subject us to potential liabilities. ” At our hotel and theme park, Falcon’s, Meliá, our joint ventures, and third-party service providers collect, use and retain large volumes of guest data, including credit card numbers and other personally identifiable information, for business, marketing and other purposes.
  • For example, FBD is subject to the General Data Protection Regulation (“GDPR”).
  • This EU law governing data privacy and protection applies to all our activities conducted from an establishment in the EU or related to certain of our products and services offered in the EU and imposes a range of compliance obligations regarding the handling of personal data.
  • As of December 31, 2025, we had 243 full-time employees, of which 209 were based at our Orlando headquarters and 34 were based in the Philippines.
  • Our Joint Ventures Our Joint Venture with Meliá as of December 31, 2025, had approximately 9 year-round, full-time employees, of which all are based in Spain.
  • As of December 31, 2025, there were an additional 222 full-time and partial-time employees that work all or a part of the operating season of the given property.
  • All Spanish joint venture employees are subject to collective bargaining agreements governed by the Estatuto de los Trabajadores (the “Workers’ Statute”) of Spain.
  • At the beginning of 2025, there was a 6% wage increase.
  • We also maintain insurance for our non-U.S. activities and operations including commercial general liability, automobile liability, employer’s liability, kidnap and ransom, and other coverage in amounts and on terms that our management believes are commercially reasonable and appropriate, based on our actual claims experience and expectations for future claims.
  • See “ Risk Factors – Our insurance may not be adequate to cover potential losses, liabilities and damages of our product divisions, the cost of insurance may continue to increase materially and we may not be able to secure insurance to cover all of our risks, all of which could have a material adverse effect on us .” Meliá-Falcon’s Joint Venture Entities Our joint venture entities maintain insurance for property, professional services liability, commercial general liability and other appropriate coverage in amounts and on terms that our management believes are commercially reasonable and appropriate for businesses operating in the tourism industry in the geographies in which we operate, based on Falcon’s, Meliá’s and the joint ventures entities’ actual claims experience and expectations for future claims.
  • The majority of our current insurance policies were renewed during the first half of 2025.
  • We have a limited operating history and have experienced substantial growth due, in large part, to the combination of Falcon’s Treehouse, LLC and its subsidiaries and Falcon’s Treehouse National, LLC with Katmandu Group, LLC and Fun Stuff, S.L. in April of 2021, the Business Combination with FAST Acquisition Corp.

and 581 more.

Gone since FY2024

  • Risk Factors – The impairments of our intangible assets and equity method investment in our joint ventures, have materially and adversely impacted our business and results of operations and may do so again in the future .” Falcon’s Central Development Plans Leading our asset-efficient approach, we are now creating new partnered mix-use entertainment destinations to take advantage of high-traffic low-cost spaces in tourist destinations, such as shopping centers and repurposed superstructures.
  • These destinations will be branded “Falcon’s Central” (“FC”).
  • Each FC is expected to have a wide variety of retail, dining, and entertainment experiences which bring to life a diverse mix of owned and third-party intellectual property, including Hershey and PBS Kids.
  • FBB: Falcon’s Beyond Brands Our FBB division is our newest division, created with the mandate to deploy and monetize our original brands through strategic content and consumer product activations across multiple channels and markets.
  • We seek to license partner brands to deploy their intellectual property for use in LBEs.
  • Further, we seek to utilize third party intellectual property for consumer products which we may sell at LBEs or through online marketplaces.
  • Traditional brand development timelines can take many years or even decades to deploy across a broad range of sectors (e.g., physical theme parks, ride systems, media content and consumer merchandise).
  • By contrast, our franchise execution model is designed to efficiently support brand activation and growth across a broad spectrum of deployment vehicles within a compressed timeline.
  • We expect to leverage our in-depth data and insights to create and optimize characters, art styles and storylines for greatest audience impact, and to scale and monetize our offerings through ad-supported video on demand channels, such as YouTube, subscription-based video on demand channels, such as Netflix, and linear TV, such as ABC, where applicable, on social media channels and brand experiences in established metaverse platforms, like Roblox.
  • The goal of this strategy is to accelerate consumer engagement and return on investment through a digital-first approach, leveraging scale and awareness to drive high margin monetization.
  • We are focused on animation, movies, music, licensing and merchandising, gaming, streaming, and ride and technology sales.
  • Our proprietary intellectual property includes The Hidden Realms of Katmandu, Cadim and the Monster Wave, Vquarium, ResQ, and Curiosity Playground.
  • We seek to enter into or have entered into third-party relationships with: • Certain brands featured on PBS Kids.
  • In February 2023, we entered into a license agreement to use certain brands featured on PBS Kids.
  • We seek to bring Xavier Riddle and the Secret Museum, Dinosaur Train, Odd Squad, and Wild Kratts into the physical realm through fun, interactive environments that seamless integration media with hands-on exploration. • Hershey.
  • In January 2024, we entered into a licensing agreement with Hershey pursuant to which we agreed to develop Hershey-branded LBE experiences featuring the snack company’s intellectual property, such as Hershey’s, Reese’s, Jolly Rancher, and Twizzlers, in both the United States and international markets. • Tanseisha .
  • In January 2024, we entered into a letter of intent with Tanseisha Co.
  • Ltd., a Tokyo-based designer and creator of commercial and cultural facilities, to explore developing new themed entertainment experiences to bring popular Japanese anime and manga characters to life through LBE, games, movies, and more.
  • Competition Each of our three business divisions face their own respective competitive landscapes.
  • FCG offers an extremely wide range of services to its outside clients and also works on internal development projects.
  • Design studios working on exclusively internal development include Merlin Magic Making Ltd., Universal Creative, and Walt Disney Imagineering.
  • FBD competes in the leisure and entertainment industry, which includes theme parks, LBEs, and hospitality.
  • FBB competes in the digital entertainment content, consumer merchandising, and theme park ride and technology sales markets.
  • In the consumer merchandising and entertainment content sectors, market leaders include The Walt Disney Company, Warner Bros.
  • Within the attractions systems and technologies markets, FBB competes with Triotech, Simtec, Simworx, DOF Robotics, ETF, Intamin, Brogent and Sansei Technologies.
  • Falcon’s is distinguishing itself from the wider industry by evolving into a next-generation experiential entertainment company that offers a fully integrated service, from master planning immersive experiences to designing, sourcing, and installing rides to content development and optimization.
  • Unlike traditional companies that rely on multiple external partners, Falcon’s is planning to consolidate all of these capabilities on our platform, providing a comprehensive solution that has previously only been available to companies with vast in-house resources.
  • This will allow Falcon’s to create seamless, large-scale projects with greater creative control and operational efficiency, offering a unique, turnkey experience that will set us apart in the industry.
  • Marketing The Company’s overarching marketing strategy focuses on Company brand development and reputation management to help drive the business, as well as growing brand awareness and loyalty.
  • Through targeted campaigns and strategic initiatives, our marketing efforts aim to increase Falcon’s brand visibility and recognition among target audiences including customers, clients, current and future investors, and current and potential future employees.
  • We believe the Company’s marketing team is equipped to quickly adapt to evolving company programs and initiatives to ensure the most optimal marketing campaigns.
  • We maintain an extensive public relations program working with an outside public relations firm to ensure visibility and top news outlet placements for all Company announcements.
  • The Company has a strong organic digital presence with active social media platforms including Facebook, Instagram, X, LinkedIn, and YouTube, as well as a newly launched website that was redesigned in early 2024 to coincide with the Company’s growth and evolving key attributes.
  • Additional marketing programs work to position the Company executives as industry thought leaders by participating in speaking engagements, having an active presence on LinkedIn, and exhibiting in relevant tradeshows.
  • By building brand awareness and loyalty through integrated marketing efforts, the Company is working to lay the foundation for sustainable competitive advantage and market leadership.
  • Each Company business has its own targeted marketing plan that varies by division and customer type.
  • FCG’s marketing efforts are based largely on a business-to-business (“B2B”) approach.
  • Given the 25-year history, FCG is generally well-known in the themed entertainment industry and therefore benefits from proven work history and customer referrals.
  • To ensure that FCG maintains a proactive industry profile, FCG has a physical presence at key industry tradeshows and is an active participant in influential industry organizations such as the International Association of Amusement Parks and Attractions (IAAPA), the Themed Entertainment Association (TEA) and the Visual Effects Society (VES).
  • FCG also has a robust digital marketing presence, including a visually rich website featuring imagery, company news, and examples of our design and media production as well as numerous case studies.

and 586 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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