CuriosityStream Inc. - A 2025 Annual Report

Washington, D.C. 20549 (MARK ONE)xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES For the quarterly period endedMarch 31, 2025 oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 CURIOSITYSTREAM INC. (Exact Name of Registrant as Specified in Its Charter) Delaware(State or other jurisdiction ofincorporation or organization) 84-1797523(I.R.S. EmployerIdentification No.) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, asmaller reporting company or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transitionperiod for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesNo☒ As of May1, 2025,57,625,988shares of Common Stock of the registrant were issued and outstanding. Table of ContentsPart I.Condensed ConsolidatedFinancial InformationItem 1. Financial Statements(unaudited)CondensedConsolidated Balance SheetsCondensedConsolidated Statements of OperationsCondensedConsolidated Statements of Stockholders’ EquityCondensedConsolidated Statements of Cash FlowsNotes to Unaudited Consolidated Financial StatementsItem 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem 3. Quantitative and Qualitative Disclosures Regarding Market RiskItem 4. Controls and ProceduresPart II. Other InformationItem 1. Legal ProceedingsItem 1A. Risk FactorsItem 6. ExhibitsPart III. Signaturesi Table of Contents PART I. FINANCIAL INFORMATION Table of Contents CURIOSITYSTREAM INC.UNAUDITED NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 -ORGANIZATION AND BUSINESS OnOctober 14,2020,Software Acquisition Group Inc.,a special purpose acquisition company and a Delawarecorporation (“SAQN”), consummated a reverse merger pursuant to that certain Agreement and Plan of Merger, datedAugust 10, 2020 (the “Business Combination”). Upon the consummation of the Business Combination, CuriosityStreamOperating Inc., a Delaware corporation (“Legacy CuriosityStream”) became a wholly owned subsidiary of SAQN, and the The principal business of CuriosityStream Inc. (the "Company" or "CuriosityStream") is providing customers with access tohigh quality factual content via a direct subscription video on-demand (SVOD) platform accessible by internet connecteddevices, or indirectly via distribution partners who deliver CuriosityStream content via the distributor’s platform or system.The Company's online library available for streaming spans the entire category of factual entertainment including science, The Company's streaming content is provided to consumers through two primary distribution channels: (i) direct-to-consumer (“DTC”) and (ii) third-party platforms, referred to as Partner Direct. The DTC channel includes access through DTC includes subscriptions to consumers as well as bulk subscriptions through enterprises, and provides monthly orannual subscription terms. Pricing varies based on the subscriber’s location, the selected subscription tier and term. Toensure wide accessibility, the Company has developed applications for major customer devices, including streaming In addition to the Direct Business, the Company enters into Bundled Distribution arrangements with media partners toprovide streaming content to a broader reach of subscribers. These agreements typically convey a broad scope of rights,including access to a 24/7 linear channel, an on-demand content library, mobile rights, and/or pricing and packaging The Company also enters into content licensing arrangements, which grant distribution and data rights to its programming, NOTE 2 -BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION Theaccompanying unaudited condensed consolidated financial statements are prepared in accordance with U.S.generally accepted accounting principles (“U.S. GAAP”) and are consistent in all material respects with those applied in In the opinion of management, the unaudited condensed consolidated financial statements include all adjustments of an