Talisker Receives Assay Results from 1105 Level Lateral Development at the Mustang Mine
Key Highlights:
Terry Harbort, CEO of Talisker stated, 'These outstanding results from the 1105 level face sampling reinforce the high-grade nature of Bralorne and its position as one of the world's highest grade gold deposits. Even diluted to development widths of 3 metres, which is well beyond our mining width of 1.8 metres we see strong confirmation of the consistent grade with abundant occurrences of visible gold (shown in the face photos below in green). Shareholders will also note, the close correlation between our modelled veins displayed by the blue and red lines and the actual vein position. An excellent outcome for our dedicated resource modelling team!'
Talisker is actively milling run of mine gold bearing development material at Nicola Mining's Merrit mill facility. To date, a total of 2,143 tonnes of material has been milled producing approximately 12 kilograms of gravity concentrate and 40 tonnes of sulphide concentrate. A further 2,200 tonnes of material has been delivered to the mill and is awaiting milling. The first sale and shipment of concentrate material is expected at the end of this month. Talisker is continuing to deliver new run of mine material daily at a rate of approximately 150 tpd.
A Media Snippet accompanying this announcement is available by clicking on this link.
For further information, please contact:
Terry Harbort
President and CEO
terry.harbort@taliskerresources.com
+1 416 357 0227
Qualified Person
The technical information contained in this news release relating to the drill results at the Bralorne Gold Project has been approved by Leonardo de Souza (BSc, AusIMM (CP) Membership 224827), Talisker's Vice President, Exploration and Resource Development, who is a 'qualified person' within the meaning of National Instrument 43-101, Standards of Disclosure for Mineral Projects.
About Talisker Resources Ltd.
Talisker (taliskerresources.com) is a junior resource company involved in the exploration and development of gold projects in British Columbia, Canada. Talisker's flagship asset is the high-grade, fully permitted Bralorne Gold Project where the Company is currently transitioning into underground production at the Mustang Mine. Talisker projects also include the Ladner Gold Project, an advanced stage project with significant exploration potential from an historical high-grade producing gold mine and the Spences Bridge Project where the Company holds ~85% of the emerging Spences Bridge Gold Belt, and several other early-stage Greenfields projects.
Sample Preparation and QAQC
Drill core at the Bralorne Gold Project is drilled in HQ to NQ size ranges (63.5mm and 47.6mm, respectively). Drill core samples are a minimum of 50 cm and a maximum of 160 cm long along the core axis. Samples are focused on an interval of interest, such as a vein or zone of mineralization. Shoulder samples bracket the interval of interest such that a total sampled core length of not less than 3m both above and below the interval of interest must be assigned. Sample QAQC measures of unmarked certified reference materials (CRMs), blanks, and duplicates are inserted into the sample sequence and makeup 9% of the samples submitted to the lab for holes reported in this release. ALS Global performs sample preparation and analyses in North Vancouver, British Columbia, Canada and SGS Canada in Burnaby, British Columbia, Canada. Drill core sample preparation includes drying in an oven at a maximum temperature of 60°C, fine crushing of the sample to at least 70% passing less than 2 mm, sample splitting using a riffle splitter, and pulverizing a 250 g split to at least 85% passing 75 microns (ALS code PREP-31 / SGS code PRP89). Gold in diamond drill core is analyzed by fire assay and atomic absorption spectroscopy (AAS) of a 50g sample (ALS code Au-AA26 / SGS code GO_FAA50V10), while multi-element chemistry is analyzed by 4- Acid digestion of a 0.25 g sample split with detection by inductively coupled plasma mass spectrometer (ICP-MS) for 48 elements (Ag, Al, As, Ba, Be, Bi, Ca, Cd, Ce, Co, Cr, Cs, Cu, Fe, Ga, Ge, Hf, In, K, La, Li, Mg, Mn, Mo, Na, Nb, Ni, P, Pb, Rb, Re, S, Sb, Sc, Se, Sn, Sr, Ta, Te, Th, Ti, Tl, U, V, W, Y, Zn, Zr). Gold assay technique (ALS code Au-AA26 / SGS code FAA50V10) has an upper detection limit of 100 ppm. Any sample that produces an over-limit gold value via the gold assay technique is sent for gravimetric finish (ALS method Au-GRA22 / SGS method GO_FAG50V) which has an upper detection limit of 1,000 ppm Au. Samples where visible gold was observed are sent directly to screen metallics analysis and all samples that fire assay above 1 ppm Au are re-analyzed with method (ALS code Au-SCR24 / SGS code - 6 - GO_FAS50M) which employs a 1kg pulp screened to 100 microns with assay of the entire oversize fraction and duplicate 50g assays on the undersize fraction. Where possible all samples initially sent to screen metallics processing will also be re-run through the fire assay with gravimetric finish provided there is enough material left for further processing.
Caution Regarding Forward Looking Statements
Certain statements contained in this press release constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words 'could', 'intend', 'expect', 'believe', 'will', 'projected', 'estimated' and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on Talisker's current belief or assumptions as to the outcome and timing of such future events. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to Talisker. Although such statements are based on reasonable assumptions of Talisker's management, there can be no assurance that any conclusions or forecasts will prove to be accurate.
Forward looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks inherent in the exploration and development of mineral deposits, including risks relating to changes in project parameters as plans continue to be redefined, risks relating to variations in grade or recovery rates, risks relating to changes in mineral prices and the worldwide demand for and supply of minerals, risks related to increased competition and current global financial conditions, access and supply risks, reliance on key personnel, operational risks regulatory risks, including risks relating to the acquisition of the necessary licenses and permits, financing, capitalization and liquidity risks, title and environmental risks and risks relating to the failure to receive all requisite shareholder and regulatory approvals.
The forward-looking information contained in this release is made as of the date hereof, and Talisker is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.
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Net cash provided by operating activities in the second quarter of 2025 was $25.2 million, compared to $21.0 million in the second quarter of 2024, an increase of 20.2% year over year. Free cash flow1 in the second quarter of 2025 was $25.0 million, compared to $20.7 million in the second quarter of 2024, an increase of 21.1% year over year. Adjusted EBITDA1 in the second quarter of 2025 was $21.4 million, compared to $17.8 million in the second quarter of 2024. Adjusted EBITDA margin1 was 19.7% in the second quarter of 2025, compared to 18.9% in the second quarter of 2024, representing an 80 basis points improvement year over year. Financial Outlook Our Q3'25 and full-year 2025 guidance reflect the recent trends in our marketplace. Q3 2025 FY 2025 Revenue $105 - $110 million $425 - $438 million y/y growth 5% - 10% 9% - 12% Adjusted EBITDA(1) $21.5 - $23.5 million $84 - $90 million Conference Call and Webcast Details Fiverr's management will host a conference call to discuss its financial results on Wednesday, July 30, 2025, at 8:30 a.m. Eastern Time. A live webcast of the call can be accessed from Fiverr's Investor Relations website. An archived version will be available on the website after the call. To participate in the conference call, please register using the link here. About Fiverr Fiverr's mission is to transform the way the world creates and works together. We're shaping the future of work with the world's leading open platform, seamlessly connecting top talent and cutting-edge technology with businesses around the globe. From expert freelancers in over 750 skilled categories to best-in-class GenAI models and agents, Fiverr provides the most advanced and comprehensive talent and tools for digital services—helping businesses get mission-critical projects done fast and cost-effectively. From small businesses to Fortune 500 companies, millions trust Fiverr for projects in software and AI development, digital marketing, finance, business consulting, video animation, music, architecture, and more. 1 See 'Key Performance Metrics and Non-GAAP Financial Measures' and reconciliation tables at the end of this release for additional information regarding the non-GAAP metrics and Key Performance Metrics used in this release. Learn how to future-proof your business with exceptional talent and cutting-edge tools at Follow us on LinkedIn, Instagram, TikTok, and Facebook. Investor Relations:Jinjin Qianinvestors@ Press:Jenny Changpress@ Source: Fiverr International Ltd. CONSOLIDATED BALANCE SHEETS (In thousands) June 30, December 31, 2025 2024 (Unaudited) (Audited) Assets Current assets: Cash and cash equivalents $ 313,520 $ 133,472 Marketable securities 264,884 288,947 User funds 164,119 153,309 Bank deposits 146,000 144,843 Restricted deposit 1,315 1,315 Other receivables 40,392 34,198 Total current assets 930,230 756,084 Long-term assets: Marketable securities 23,770 122,009 Property and equipment, net 3,883 4,271 Operating lease right of use asset 3,829 5,122 Intangible assets, net 35,077 41,882 Goodwill 110,218 110,218 Other non-current assets 31,593 30,388 Total long-term assets 208,370 313,890 TOTAL ASSETS $ 1,138,600 $ 1,069,974 Liabilities and Shareholders' Equity Current liabilities: Trade payables $ 6,922 $ 5,533 User accounts 152,047 141,691 Deferred revenue 20,839 20,090 Other account payables and accrued expenses 64,930 57,167 Operating lease liabilities 2,827 2,608 Convertible notes, net 459,143 457,860 Total current liabilities 706,708 684,949 Long-term liabilities: Operating lease liabilities 1,547 2,747 Other non-current liabilities 25,481 19,628 Total long-term liabilities 27,028 22,375 TOTAL LIABILITIES $ 733,736 $ 707,324 Shareholders' equity: Share capital and additional paid-in capital 760,995 727,176 Accumulated deficit (362,207 ) (366,193 ) Accumulated other comprehensive income 6,076 1,667 Total shareholders' equity 404,864 362,650 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 1,138,600 $ 1,069,974 CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except share and per share data) Three Months Ended Six Months Ended June 30, June 30, 2025 2024 2025 2024 (Unaudited) (Unaudited) Revenue $ 108,648 $ 94,663 $ 215,832 $ 188,187 Cost of revenue 20,384 16,024 40,780 31,472 Gross profit 88,264 - 78,639 175,052 - 156,715 Operating expenses: Research and development 23,994 21,855 47,621 45,488 Sales and marketing 44,844 41,324 92,234 83,476 General and administrative 21,415 17,764 42,381 34,215 Total operating expenses 90,253 80,943 182,236 163,179 Operating loss (1,989 ) (2,304 ) (7,184 ) (6,464 ) Financial income, net 6,554 8,502 13,879 15,163 Income before taxes on income 4,565 6,198 6,695 8,699 Taxes on income (1,377 ) (2,931 ) (2,709 ) (4,644 ) Net income attributable to ordinary shareholders $ 3,188 $ 3,267 $ 3,986 $ 4,055 Basic net income per share attributable to ordinary shareholders $ 0.09 $ 0.09 $ 0.11 $ 0.11 Basic weighted average ordinary shares 36,585,998 38,089,060 36,523,934 38,422,605 Diluted net income per share attributable to ordinary shareholders $ 0.09 $ 0.08 $ 0.11 $ 0.10 Diluted weighted average ordinary shares 37,499,304 38,755,863 37,617,438 39,180,421 CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Three Months Ended Six Months Ended June 30, June 30, 2025 2024 2025 2024 (Unaudited) (Unaudited) Cash flows from operating activities: Net income $ 3,188 $ 3,267 $ 3,986 $ 4,055 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 4,089 1,606 8,373 2,756 Amortization of premium and accretion of discount of marketable securities, net (1,530 ) (1,154 ) (1,597 ) (2,248 ) Amortization of discount and issuance costs of convertible notes 642 638 1,283 1,275 Shared-based compensation 14,055 18,438 29,809 37,458 Exchange rate fluctuations and other items, net (345 ) 55 (344 ) 166 Revaluation of Earn-out 4,067 - 7,329 - Changes in assets and liabilities: User funds 2,930 6,928 (10,810 ) (4,692 ) Operating lease ROU assets and liabilities 385 (177 ) 312 (275 ) Other receivables (3,942 ) (2,197 ) (3,511 ) (5,173 ) Trade payables 58 248 1,362 (580 ) Deferred revenue (1,163 ) (777 ) 749 1,118 User accounts (2,579 ) (6,632 ) 10,356 3,291 Other accounts payable and accrued expenses 5,264 (131 ) 6,287 4,134 Non-current liabilities 85 859 (71 ) 882 Net cash provided by operating activities 25,204 20,971 53,513 42,167 Investing Activities: Investment in marketable securities - - (55,652 ) (30,734 ) Proceeds from maturities of marketable securities 97,102 68,512 180,271 108,597 Investment in short-term bank deposits (500 ) (9,000 ) (2,000 ) (36,238 ) Proceeds from short-term bank deposits - 2,974 843 6,351 Acquisition of business, net of cash acquired - (9,163 ) - (9,163 ) Purchase of property and equipment (185 ) (309 ) (472 ) (687 ) Capitalization of internal-use software - - (661 ) (20 ) Net cash provided by investing activities 96,417 53,014 122,329 38,106 Financing Activities Repurchases of ordinary shares - (77,101 ) - (77,101 ) Proceeds from exercise of share options 2,101 1,388 2,579 1,830 Proceeds from withholding tax related to employees' exercises of share options and RSUs 2,349 441 1,288 220 Net cash provided by (used in) financing activities 4,450 (75,272 ) 3,867 (75,051 ) Effect of exchange rate fluctuations on cash and cash equivalents 345 (58 ) 339 (167 ) Increase (decrease) in cash, cash equivalents 126,416 (1,345 ) 180,048 5,055 Cash, cash equivalents at the beginning of period 187,104 190,074 133,472 183,674 Cash and cash equivalents at the end of period $ 313,520 $ 188,729 $ 313,520 $ 188,729 REVENUE BREAKDOWN (in thousands1) Three Months Ended Six Months Ended June 30, June 30, 2025 2024 2025 2024 Marketplace Revenue $ 74,689 $ 76,191 $ 152,363 $ 154,502 Annual Active Buyers 3,425 3,846 3,425 3,846 Annual Spend per Buyer $ 318 $ 290 $ 318 $ 290 Marketplace Take Rate 27.6 % 27.6 % 27.6 % 27.6 % Services Revenue $ 33,959 $ 18,472 $ 63,469 $ 33,685 Total Revenue $ 108,648 $ 94,663 $ 215,832 $ 188,187 for Annual Spend per Buyer and Marketplace Take Rate RECONCILIATION OF GAAP TO NON-GAAP GROSS PROFIT (In thousands, except gross margin data) Q2'24 Q3'24 Q4'24 Q1'25 Q2'25 FY 2023 FY 2024 Unaudited (Audited) (Audited) GAAP gross profit $ 78,639 $ 80,735 $ 83,465 $ 86,788 $ 88,264 $ 299,529 $ 320,915 Add: Share-based compensation 499 514 445 423 403 2,497 2,136 Depreciation and amortization 791 2,415 3,198 3,164 3,155 3,253 7,017 Earn-out revaluation, acquisition related costs and other - 11 17 44 - - 28 Non-GAAP gross profit $ 79,929 $ 83,675 $ 87,125 $ 90,419 $ 91,822 $ 305,279 $ 330,096 Non-GAAP gross margin 84.4 % 84.0 % 84.0 % 84.4 % 84.5 % 84.5 % 84.3 % RECONCILIATION OF GAAP NET INCOME TO NON-GAAP NET INCOME AND NET INCOME PER SHARE (In thousands, except share and per share data) Q2'24 Q3'24 Q4'24 Q1'25 Q2'25 FY 2023 FY 2024 Unaudited (Audited) (Audited) GAAP net income attributable to ordinary shareholders $ 3,267 $ 1,353 $ 12,838 $ 798 $ 3,188 $ 3,681 $ 18,246 Add: Depreciation and amortization 1,606 3,392 4,328 4,284 4,089 5,987 10,476 Share-based compensation 18,438 18,464 18,020 15,754 14,055 68,698 73,942 Earn-out revaluation, acquisition related costs and other 109 1,273 4,240 4,599 5,294 (359 ) 5,631 Convertible notes amortization of discount and issuance costs 638 640 640 641 642 2,541 2,555 Taxes on income related to non-GAAP adjustments (71 ) (290 ) (16,249 ) (380 ) (351 ) - (16,610 ) Exchange rate (gain)/loss, net (156 ) (221 ) 1,108 (642 ) 531 (131 ) 859 Non-GAAP net income $ 23,831 $ 24,611 $ 24,925 $ 25,054 $ 27,448 $ 80,417 $ 95,099 Weighted average number of ordinary shares - basic 38,089,060 35,435,532 35,658,287 36,019,143 36,585,998 38,066,203 36,984,757 Non-GAAP basic net income per share attributable to ordinary shareholders $ 0.63 $ 0.69 $ 0.70 $ 0.70 $ 0.75 $ 2.11 $ 2.57 Weighted average number of ordinary shares - diluted 40,909,724 38,359,853 38,947,644 39,446,707 39,653,165 41,304,907 39,994,015 Non-GAAP diluted net income per share attributable to ordinary shareholders $ 0.58 $ 0.64 $ 0.64 $ 0.64 $ 0.69 $ 1.95 $ 2.38 RECONCILIATION OF GAAP NET INCOME TO ADJUSTED EBITDA (In thousands, except Adjusted EBITDA margin data) Q2'24 Q3'24 Q4'24 Q1'25 Q2'25 FY 2023 FY 2024 Unaudited (Audited) (Audited) GAAP net income $ 3,267 $ 1,353 $ 12,838 $ 798 $ 3,188 $ 3,681 $ 18,246 Add: Financial expenses (income), net (8,502 ) (6,881 ) (5,662 ) (7,325 ) (6,554 ) (20,163 ) (27,706 ) Taxes on income (tax benefit) 2,931 2,052 (13,054 ) 1,332 1,377 1,373 (6,358 ) Depreciation and amortization 1,606 3,392 4,328 4,284 4,089 5,987 10,476 Share-based compensation 18,438 18,464 18,020 15,754 14,055 68,698 73,942 Earn-out revaluation, acquisition related costs and other 109 1,273 4,240 4,599 5,294 (359 ) 5,631 Adjusted EBITDA $ 17,849 $ 19,653 $ 20,710 $ 19,442 $ 21,449 $ 59,217 $ 74,231 Adjusted EBITDA margin 18.9 % 19.7 % 20.0 % 18.1 % 19.7 % 16.4 % 19.0 % 1928 RECONCILIATION OF GAAP TO NON-GAAP OPERATING EXPENSES (In thousands) Q2'24 Q3'24 Q4'24 Q1'25 Q2'25 FY 2023 FY 2024 Unaudited (Audited) (Audited) GAAP research and development $ 21,855 $ 22,424 $ 22,329 $ 23,627 $ 23,994 $ 90,720 $ 90,241 Less: Share-based compensation 5,897 5,273 5,563 4,730 4,129 24,310 23,569 Depreciation and amortization 193 190 247 265 313 799 831 Earn-out revaluation, acquisition related costs and other - 700 (672 ) 65 62 - 28 Non-GAAP research and development $ 15,765 $ 16,261 $ 17,191 $ 18,567 $ 19,490 $ 65,611 $ 65,813 GAAP sales and marketing $ 41,324 $ 42,970 $ 45,232 $ 47,390 $ 44,844 $ 161,208 $ 171,678 Less: Share-based compensation 3,389 3,605 3,162 2,246 1,369 13,304 13,592 Depreciation and amortization 553 721 770 716 550 1,601 2,308 Earn-out revaluation, acquisition related costs and other - 67 1,811 1,197 1,147 - 1,878 Non-GAAP sales and marketing $ 37,382 $ 38,577 $ 39,489 $ 43,231 $ 41,778 $ 146,303 $ 153,900 GAAP general and administrative $ 17,764 $ 18,817 $ 21,782 $ 20,966 $ 21,415 $ 62,710 $ 74,814 Less: Share-based compensation 8,653 9,072 8,850 8,355 8,154 28,587 34,645 Depreciation and amortization 69 66 113 139 71 334 320 Earn-out revaluation, acquisition related costs and other 109 495 3,084 3,293 4,085 (359 ) 3,697 Non-GAAP general and administrative $ 8,933 $ 9,184 $ 9,735 $ 9,179 $ 9,105 $ 34,148 $ 36,152 RECONCILIATION OF NET CASH PROVIDED BY OPERATING ACTIVITIES TO FREE CASH FLOW (In thousands) Q2'24 Q3'24 Q4'24 Q1'25 Q2'25 FY 2023 FY 2024 Unaudited (Audited) (Audited) Net cash provided by operating activities $ 20,971 $ 10,867 $ 30,034 $ 28,309 $ 25,204 $ 83,186 $ 83,068 Purchase of property and equipment (309 ) (290 ) (326 ) (287 ) (185 ) (1,053 ) (1,303 ) Capitalization of internal-use software - - (83 ) (661 ) - (60 ) (103 ) Free cash flow $ 20,662 $ 10,577 $ 29,625 $ 27,361 $ 25,019 $ 82,073 $ 81,662 Key Performance Metrics and Non-GAAP Financial Measures This release includes certain key performance metrics and financial measures not based on GAAP, including Adjusted EBITDA, Adjusted EBITDA margin, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP net income (loss), non-GAAP net income (loss) per share, and free cash flow, as well as operating metrics, including marketplace Gross Merchandise Value or GMV, annual active buyers, annual spend per buyer and marketplace take rate. Some amounts in this release may not total due to rounding. All percentages have been calculated using unrounded amounts. As of the fourth quarter of 2024, we updated the definitions of annual active buyers, GMV, annual spend per buyer and marketplace take rate to align our supplemental revenue presentation, which disaggregates revenue into two components, marketplace revenue and services revenue. These metrics will now exclusively reflect the marketplace, as amounts related to services previously included in these metrics are deemed immaterial. We define each of our non-GAAP measures of financial performance, as the respective GAAP balances shown in the above tables, adjusted for, as applicable, depreciation and amortization, share-based compensation expenses, contingent consideration revaluation, acquisition related costs and other, income taxes, amortization of discount and issuance costs of convertible note, financial (income) expenses, net. Amortization of acquired intangible assets is excluded from the measures, however, the revenue from the acquired companies is included, and their assets actively contribute to revenue generation. Non-GAAP gross profit margin represents non-GAAP gross profit expressed as a percentage of revenue. We define non-GAAP net income (loss) per share as non-GAAP net income (loss) divided by GAAP weighted-average number of ordinary shares basic and diluted. We use free cash flow as a liquidity measure and define it as a net cash provided by operating activities less capital expenditures. We define GMV or marketplace Gross Merchandise Value as the total value of transactions ordered through our marketplace, excluding value-added tax, goods and services tax, service chargebacks and refunds. Annual active buyers on any given date is defined as buyers who have ordered a Gig on our marketplace within the last 12-month period, irrespective of cancellations. Annual spend per buyer on any given date is calculated by dividing our GMV within the last 12-month period by the number of annual active buyers as of such date. Marketplace take rate for a given period means marketplace revenue for such period divided by GMV for such period. When we refer in this release to the marketplace we refer to transactions conducted between buyers and freelancers on When we refer to the platform we refer to the marketplace and our additional services. Management and our board of directors use certain metrics as supplemental measures of our performance that are not required by, or presented in accordance with GAAP because they assist us in comparing our operating performance on a consistent basis, as they remove the impact of items not directly resulting from our core operations. We also use these metrics for planning purposes, including the preparation of our internal annual operating budget and financial projections, to evaluate the performance and effectiveness of our strategic initiatives and capital expenditures and to evaluate our capacity to expand our business. In addition, we believe that free cash flow, which we use as a liquidity measure, is useful in evaluating our business because free cash flow reflects the cash surplus available or used to fund the expansion of our business after the payment of capital expenditures relating to the necessary components of ongoing operations. Capital expenditures consist primarily of property and equipment purchases and capitalized software costs. Free cash flow should not be used as an alternative to, or superior to, cash from operating activities. In addition, Adjusted EBITDA, Adjusted EBITDA margin, non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP net income (loss) and non-GAAP net income (loss) per share as well as operating metrics, including GMV, annual active buyers, annual spend per buyer and marketplace take rate should not be considered in isolation, as an alternative to, or superior to net income (loss), revenue, cash flows or other performance measure derived in accordance with GAAP. These metrics are frequently used by analysts, investors and other interested parties to evaluate companies in our industry. Management believes that the presentation of non-GAAP metrics is an appropriate measure of operating performance because they eliminate the impact of expenses that do not relate directly to the performance of our underlying business. These non-GAAP metrics should not be construed as an inference that our future results will be unaffected by unusual or other items. Additionally, Adjusted EBITDA and other non-GAAP metrics used herein are not intended to be a measure of free cash flow for management's discretionary use, as they do not reflect our tax payments and certain other cash costs that may recur in the future, including, among other things, cash requirements for costs to replace assets being depreciated and amortized. Management compensates for these limitations by relying on our GAAP results in addition to using Adjusted EBITDA and other non-GAAP metrics as supplemental measures of our performance. Our measures of Adjusted EBITDA, free cash flow and other non-GAAP metrics used herein are not necessarily comparable to similarly titled captions of other companies due to different methods of calculation. See the tables above regarding reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures. We are not able to provide a reconciliation of Adjusted EBITDA to net income (loss), the nearest comparable GAAP measure, and Adjusted EBITDA margin guidance for the third quarter of 2025, the fiscal year ending December 31, 2025, or the period ending December 31, 2027, because certain items that are excluded from Adjusted EBITDA and Adjusted EBITDA margin cannot be reasonably predicted or are not in our control. We are also not able to provide a reconciliation of free cash flow guidance for the three year period from 2024-2027 to cash from operating activities, the nearest comparable GAAP measure, because certain items that are reflected in free cash flow cannot be reasonably predicted or are not in our control. In particular, in the case of Adjusted EBITDA and Adjusted EBITDA margin, we are unable to forecast the timing or magnitude of share based compensation, amortization of intangible assets, impairment of intangible assets, income or loss on revaluation of contingent consideration, other acquisition-related costs, convertible notes amortization of discount and issuance costs and exchange rate income or loss, and in the case of free cash flow, we are unable to forecast property and equipment purchases and capitalized software costs, in each case, as applicable without unreasonable efforts, and these items could significantly impact, either individually or in the aggregate, GAAP measures in the Looking Statements This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding our expected financial performance and operational performance including our long term targets and expectations, our business plans and strategy, the growth of our business, AI services and developments as well as statements that include the words 'expect,' 'intend,' 'plan,' 'believe,' 'project,' 'forecast,' 'estimate,' 'may,' 'should,' 'anticipate' and similar statements of a future or forward-looking nature. These forward-looking statements are based on management's current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to: our ability to successfully implement our business plan within adverse economic conditions that may impact consumers, business spending and the demand for our services or have a material adverse impact on our business, financial condition and results of operations; our ability to attract and retain a large community of buyers and freelancers; our ability to generate sufficient revenue to maintain profitability or positive net cash flow generated by operating activities; our ability to maintain and enhance our brand; our dependence on the continued growth and expansion of the market for freelancers and the services they offer; our dependence on traffic to our websites; our ability to maintain user engagement on our websites and to maintain and improve the quality of our platform; our operations within a competitive market; political, economic and military instability in Israel, including related to the war in Israel; our ability and the ability of third parties to protect our users' personal or other data from a security breach and to comply with laws and regulations relating to data privacy, data protection and cybersecurity; our ability to manage our current and potential future growth; our dependence on decisions and developments in the mobile device industry, over which we do not have control; our ability to detect errors, defects or disruptions in our platform; our ability to comply with the terms of underlying licenses of open source software components on our platform; our ability to expand into markets outside the United States and our ability to manage the business and economic risks of international expansion and operations; our ability to achieve desired operating margins; our ability to comply with a wide variety of U.S. and international laws and regulations, including with regulatory frameworks around the development and use of AI; our ability to attract, recruit, retain and develop qualified employees; our reliance on Amazon Web Services; our ability to mitigate payment and fraud risks; our dependence on relationships with payment partners, banks and disbursement partners; and the other important factors discussed under the caption 'Risk Factors' in our annual report on Form 20-F filed with the U.S. Securities and Exchange Commission ('SEC') on February 19, 2025, as such factors may be updated from time to time in our other filings with the SEC, which are accessible on the SEC's website at In addition, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements that we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this release are inherently uncertain and may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. Accordingly, you should not rely upon forward-looking statements as predictions of future events. In addition, the forward-looking statements made in this release relate only to events or information as of the date on which the statements are made in this release. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated in to access your portfolio
