Innventure Reports Third Quarter 2026 Results
| Innventure, Inc. and Subsidiaries Consolidated Balance Sheets (in thousands, except share amounts) | |||||||
| September 30, 2026 | December 31, 2025 | ||||||
| Assets | |||||||
| Cash and cash equivalents | $ | 21,952 | $ | 60,449 | |||
| Restricted cash | 5,000 | 5,000 | |||||
| Accounts receivable | 2,084 | 1,094 | |||||
| Due from related parties | 17,936 | 11,840 | |||||
| Inventories | 2,696 | 1,604 | |||||
| Prepaid expenses and other current assets | 3,513 | 3,167 | |||||
| Total Current Assets | 53,181 | 83,154 | |||||
| Investments | 25,460 | 28,741 | |||||
| Property, plant and equipment, net | 6,432 | 1,941 | |||||
| Intangible assets, net | 144,326 | 160,537 | |||||
| Goodwill | - | 323,463 | |||||
| Other assets | 1,312 | 1,351 | |||||
| Total Assets | $ | 230,711 | $ | 599,187 | |||
| Liabilities and Stockholders' Equity | |||||||
| Accounts payable | $ | 4,382 | $ | 2,551 | |||
| Accrued employee benefits | 3,735 | 11,343 | |||||
| Accrued expenses | 4,854 | 7,386 | |||||
| Contract liabilities | 410 | 947 | |||||
| Notes payable - current | 7,969 | 12,846 | |||||
| Term convertible note, current | 8,102 | 7,890 | |||||
| Convertible promissory note, current | 4,449 | 4,331 | |||||
| Patent installment payable - current | 825 | 700 | |||||
| Obligation to issue equity | 110 | 119 | |||||
| Warrant liability | 12,149 | 27,458 | |||||
| Income taxes payable | 32 | 23 | |||||
| Related party convertible promissory notes-current | 11 | - | |||||
| Other current liabilities | 395 | 682 | |||||
| Total Current Liabilities | 47,423 | 76,276 | |||||
| Notes payable, net of current portion | 4,405 | 8,327 | |||||
| Earnout liability | 490 | 3,890 | |||||
| Stock-based compensation liability | - | 239 | |||||
| Patent installment payable, net of current | 11,550 | 12,375 | |||||
| Deferred income taxes | 9,783 | 13,848 | |||||
| Other liabilities | 791 | 556 | |||||
| Total Liabilities | 74,442 | 115,511 | |||||
| Commitments and Contingencies (Note 16) | |||||||
| Stockholders' Equity | |||||||
| Preferred stock, $0.0001 par value, 25,000,000 shares authorized; | |||||||
| Series B Preferred Stock, $0.0001 par value, 3,000,000 shares designated, 24,779 and 33,144 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively. | - | - | |||||
| Series C Preferred Stock, $0.0001 par value, 5,000,000 shares designated, 159,270 shares issued and outstanding as of September 30, 2026 and 150,000 shares issued and outstanding as of December 31, 2025. | - | - | |||||
| Common Stock, $0.0001 par value, 250,000,000 shares authorized, 86,556,511 and 67,743,847 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively. | 8 | 7 | |||||
| Additional paid-in capital | 658,021 | 577,070 | |||||
| Accumulated other comprehensive gain (loss) | (391 | ) | (1,260 | ) | |||
| Accumulated deficit | (621,283 | ) | (371,603 | ) | |||
| Total Innventure, Inc., Stockholders' Equity | 36,355 | 204,214 | |||||
| Non-controlling interest | 119,914 | 279,462 | |||||
| Total Stockholders' Equity | 156,269 | 483,676 | |||||
| Total Liabilities and Stockholder's Equity | $ | 230,711 | $ | 599,187 |
| Innventure, Inc. and Subsidiaries Consolidated Statements of Operations and Comprehensive Income (Loss) (in thousands, except share and per share amounts) | |||||||||||||||
| Three Months Ended September 30, 2026 | Three Months Ended September 30, 2025 | Nine Months Ended September 30, 2026 | Nine Months Ended September 30, 2025 | ||||||||||||
| Revenue | $ | 1,481 | $ | 534 | $ | 3,877 | $ | 1,234 | |||||||
| Operating Expenses | |||||||||||||||
| Cost of sales | 5,175 | 4,147 | 15,501 | 7,192 | |||||||||||
| General and administrative | 12,844 | 16,927 | 40,093 | 55,172 | |||||||||||
| Sales and marketing | 1,875 | 2,514 | 7,861 | 6,818 | |||||||||||
| Research and development | 9,502 | 6,151 | 27,122 | 18,472 | |||||||||||
| Goodwill impairment | 323,463 | - | 323,463 | 346,557 | |||||||||||
| Total Operating Expenses | 352,859 | 29,739 | 414,040 | 434,211 | |||||||||||
| Loss from Operations | (351,378 | ) | (29,205 | ) | (410,163 | ) | (432,977 | ) | |||||||
| Non-operating (Expense) and Income | |||||||||||||||
| Interest expense, net | (934 | ) | (3,401 | ) | (2,454 | ) | (7,586 | ) | |||||||
| Net gain (loss) from investments | (49 | ) | - | 59 | - | ||||||||||
| Change in fair value of financial liabilities | 20,834 | (4,109 | ) | 18,709 | 19,496 | ||||||||||
| Equity method investment (loss) income | (1,489 | ) | (1,602 | ) | (4,496 | ) | (10,282 | ) | |||||||
| Realized gain on conversion of available for sale investment | - | - | - | 1,507 | |||||||||||
| Loss on extinguishment of debt | - | - | (977 | ) | (3,462 | ) | |||||||||
| Loss on extinguishment of related party debt | - | - | - | (3,538 | ) | ||||||||||
| Miscellaneous other expense | (284 | ) | (21 | ) | (1,232 | ) | (64 | ) | |||||||
| Total Non-operating Income (Expense) | 18,078 | - | (9,133 | ) | - | 9,609 | (3,929 | ) | |||||||
| Loss before Income Taxes | (333,300 | ) | (38,338 | ) | (400,554 | ) | (436,906 | ) | |||||||
| Income tax benefit | 538 | (3,603 | ) | (4,019 | ) | (7,222 | ) | ||||||||
| Net Loss | (333,838 | ) | (34,735 | ) | (396,535 | ) | (429,684 | ) | |||||||
| Less: net loss attributable to | |||||||||||||||
| Non-redeemable non-controlling interest | (131,466 | ) | (6,403 | ) | (146,855 | ) | (174,128 | ) | |||||||
| Net Loss Attributable to Innventure, Inc. Stockholders / Innventure LLC Unitholders | (202,372 | ) | - | (28,332 | ) | - | (249,680 | ) | (255,556 | ) | |||||
| Basic and diluted loss per share | $ | (2.39 | ) | $ | (0.51 | ) | $ | (3.05 | ) | $ | (4.96 | ) | |||
| Basic and diluted weighted average common shares | 84,727,303 | 55,846,721 | 81,927,882 | 51,583,853 |
| Innventure, Inc. and Subsidiaries Consolidated Statements of Cash Flows (in thousands) | |||||||
| Nine Months Ended September 30, 2026 | Nine Months Ended September 30, 2025 | ||||||
| Cash Flows Used in Operating Activities | |||||||
| Net loss | $ | (396,535 | ) | $ | (429,684 | ) | |
| Adjustments to reconcile net loss to net cash used in operating activities: | |||||||
| Stock-based compensation | 15,615 | 22,972 | |||||
| Interest income on debt securities - related party | (280 | ) | (299 | ) | |||
| Change in fair value of financial liabilities | (18,709 | ) | (19,496 | ) | |||
| Non-cash interest expense on notes payable | 1,707 | 5,142 | |||||
| Net gain on investments | (59 | ) | - | ||||
| Accrued unpaid interest on note payable | 355 | 220 | |||||
| Equity method investment loss (income) | 4,496 | 10,282 | |||||
| Realized gain on conversion of available for sale investments | - | (1,507 | ) | ||||
| Loss on extinguishment of debt | 977 | 3,462 | |||||
| Loss on extinguishment of related party debt | - | 3,538 | |||||
| Deferred income taxes | (4,066 | ) | (8,141 | ) | |||
| Loss on Disposal of PPE | 410 | - | |||||
| Depreciation and amortization | 16,934 | 16,821 | |||||
| Goodwill impairment | 323,463 | 346,557 | |||||
| Other costs, net | 1,409 | 233 | |||||
| Changes in operating assets and liabilities: | |||||||
| Accounts receivable | (990 | ) | (1,286 | ) | |||
| Prepaid expenses and other current assets | (6,442 | ) | (6,461 | ) | |||
| Inventory | (1,092 | ) | (1,226 | ) | |||
| Accounts payable | 548 | (2,448 | ) | ||||
| Accrued employee benefits | (7,852 | ) | 2,491 | ||||
| Accrued expenses | (2,552 | ) | 376 | ||||
| Stock-based compensation liability | (227 | ) | (923 | ) | |||
| Income taxes payable | 9 | 930 | |||||
| Other current liabilities | (424 | ) | (230 | ) | |||
| Contract liabilities | (536 | ) | 776 | ||||
| Obligation to issue equity | - | 2,158 | |||||
| Other assets | 16 | (60 | ) | ||||
| Patent installment payable | (700 | ) | (525 | ) | |||
| Net Cash Used in Operating Activities | (74,525 | ) | (56,328 | ) | |||
| Cash Flows (Used in) Provided by Investing Activities | |||||||
| Investment in available-for-sale debt securities - equity method investee | - | (2,708 | ) | ||||
| Acquisition of property, plant and equipment | (4,340 | ) | (1,371 | ) | |||
| Net Cash (Used in) Provided by Investing Activities | (4,340 | ) | (4,079 | ) | |||
| Cash Flows Provided by Financing Activities | |||||||
| Proceeds from issuance of equity, net of issuance costs | 51,819 | 3,675 | |||||
| Proceeds from the issuance of equity to non-controlling interest, net of issuance costs | - | 6,327 | |||||
| Proceeds from the issuance of convertible promissory note | - | 6,350 | |||||
| Proceeds from the issuance of term convertible notes | - | 14,950 | |||||
| Proceeds from issuance of debt securities, net of issuance costs | - | 36,000 | |||||
| Payment of debts | (10,419 | ) | (3,877 | ) | |||
| Taxes paid related to net share settlement of equity awards | (1,032 | ) | - | ||||
| Distributions to Stockholders | - | (76 | ) | ||||
| Cash Flows Provided by Financing Activities | 40,368 | 63,349 | |||||
| Net Decrease in Cash, Cash Equivalents and Restricted Cash | (38,497 | ) | - | 2,942 | |||
| Cash, Cash Equivalents and Restricted Cash Beginning of period | 65,449 | 11,119 | |||||
| Cash, Cash Equivalents and Restricted Cash End of period | $ | 26,952 | $ | 14,061 |
| Nine Months Ended September 30, 2026 | Nine Months Ended September 30, 2025 | ||||
| Supplemental Cash Flow Information | |||||
| Cash paid for interest | $ | 1,646 | $ | 2,551 | |
| Supplemental Disclosure of Noncash Financing Information | |||||
| Conversion of working capital loans to equity method investee into investments in debt securities - related party | - | 4,375 | |||
| Unrealized gain on investments in debt Securities - related party through OCI | 877 | 410 | |||
| Extinguishment of debt with Series C Preferred Stock | - | 14,000 | |||
| Contribution of Series C Preferred Stock to equity method investee | - | 5,783 | |||
| Conversion of AFX available-for-sale term loan into equity method investments | - | 8,757 | |||
| Issuance of common stock as repayment of convertible debt | 1,090 | 5,961 | |||
| Issuance of vested RSUs | 244 | - | |||
| Issuance of stock in exchange for services | 11 | 4,187 | |||
| Equity reallocation between non-controlling interest and additional paid-in capital | 20,766 | 36,313 |
| Innventure, Inc. and Subsidiaries Non-GAAP Financial Measures (in thousands) | ||||||||||||||
| Three Months Ended September 30, 2026 | Three Months Ended September 30, 2025 | Nine Months Ended September 30, 2026 | Nine Months Ended September 30, 2025 | |||||||||||
| Net loss | $ | (333,838 | ) | $ | (34,735 | ) | $ | (396,535 | ) | (429,684 | ) | |||
| Interest expense, net(1) | 934 | 3,401 | 2,454 | 7,586 | ||||||||||
| Depreciation and amortization expense | 5,603 | 5,638 | 16,934 | 16,821 | ||||||||||
| Income tax expense (benefit) | 538 | (3,603 | ) | (4,019 | ) | (7,222 | ) | |||||||
| EBITDA | (326,763 | ) | (29,299 | ) | (381,166 | ) | (412,499 | ) | ||||||
| Change in fair value of financial liabilities(2) | (20,834 | ) | 4,109 | (18,709 | ) | (19,496 | ) | |||||||
| Stock-based compensation(3) | 5,306 | 7,725 | 15,615 | 22,972 | ||||||||||
| Goodwill impairment(4) | 323,463 | - | 323,463 | 346,557 | ||||||||||
| Loss on extinguishment of debt(5) | - | - | 977 | 3,462 | ||||||||||
| Loss on extinguishment of related party debt(6) | - | - | - | 3,538 | ||||||||||
| Adjusted EBITDA | (18,828 | ) | (17,465 | ) | (59,820 | ) | (55,466 | ) |
(1) Interest Expense, net, includes interest incurred on our various borrowing facilities and the amortization of debt issuance costs.
(2) Change in fair value of financial liabilities – For the three and nine months ended September 30, 2026, and 2025, the change in fair value of financial liabilities primarily consists of the change in fair value of the warrant liability, the earnout liability and the embedded derivatives in various instruments.
(3) Stock based compensation – For the three and nine months ended September 30, 2026, and 2025, stock based compensation primarily consisted of awards in the 2024 Equity and Incentive Plan. These awards consisted of Stock Options, Restricted Stock Units, and Stock Appreciation Rights. Further, a portion of this expense was related to share-based payment employee incentive plans in existence at subsidiaries.
(4) Goodwill impairment - For the three and nine months ended June 30, 2025, the Company recognized goodwill impairment due to sustained decreases in the Company's publicly quoted share price and market capitalization, which were, at least in part, sensitive to the general downward volatility experienced in the stock market in the comparable period in the prior year. There was no goodwill impairment for the three and nine months ended September 30, 2026.
(5) Loss on extinguishment of debt - For the nine months ended September 30, 2026, the Company repaid the Convertible Debentures, which resulted in an aggregate of $1.0 million loss on extinguishment of debt. There was no loss on extinguishment of debt for the three months ended September 30, 2026. For the three and nine months ended June 30, 2025, the Company recognized a loss on extinguishment of debt of $3.5 million in connection with the modification of the WTI Facility.
(6) Loss on extinguishment of related party debt - For the nine months ended June 30, 2025, the Company extinguished certain related party debts by issuing Series C Preferred Stock. There was no loss on extinguishment of related party debt for the three months ended September 30, 2026.

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