SEAT

EX-99.1

2 seat-ex99_1.htm

EX-99.1

EX-99.1

Exhibit 99.1

Vivid Seats Reports Third Quarter 2026 Results

Enters new era with a return to GOV and EBITDA growth

CHICAGO, IL – November 9, 2026 – Vivid Seats Inc. (Nasdaq: SEAT) (“we,” “Vivid Seats,” or the “Company”), a leading marketplace that utilizes its technology platform to connect millions of buyers with thousands of ticket sellers across hundreds of thousands of events each year, today provided financial results for the third quarter ended September 30, 2026.

“We are excited to announce the start of a new era for Vivid Seats,” said Lawrence Fey, Chief Executive Officer of Vivid Seats. “In the third quarter we returned to year-over-year GOV and Adjusted EBITDA growth, reflecting continued successful execution of our strategic priorities. We are equally excited to announce that we have reached an agreement in principle with a substantial majority of our term loan lenders for a recapitalization transaction that will provide us with a durable capital structure to support long-term value creation.”

Third Quarter 2026 Key Financial Highlights

• Marketplace GOV of $624.0 million

• Revenues of $126.9 million

• Net loss of $17.4 million

• Adjusted EBITDA of $8.9 million

Recapitalization Overview

Vivid Seats has reached an agreement in principle with an ad hoc group of term lenders on the material terms of a comprehensive recapitalization and deleveraging transaction (the “Proposed Transaction”). Under the terms currently contemplated, the Proposed Transaction would, among other things, provide for $60 million of new money term loans, convert a significant portion of existing debt into equity, reduce the Company’s overall funded debt by approximately $200 million, and extend the maturity on the remaining debt.

The Proposed Transaction is intended to strengthen the Company’s balance sheet, enhance its liquidity position, and provide greater financial flexibility to support its operations and long-term strategic objectives. The Proposed Transaction remains subject to, among other things, the negotiation and execution of definitive documentation.

Key Business Metrics & Non-U.S. GAAP Financial Measure

We use the following key business metrics and non-U.S. GAAP financial measure to evaluate our performance, identify trends, formulate financial projections, and make strategic decisions. We believe this information is useful to investors and others in understanding and evaluating our results of operations in the same manner as management.

The following table summarizes our key business metrics and non-U.S. GAAP financial measure for the three and nine months ended September 30, 2026 and 2025 (in thousands):

Three Months Ended September 30,

Nine Months Ended September 30,

2026

2025

2026

2025

Marketplace GOV(1)

$

623,988

$

618,139

$

1,895,713

$

2,123,986

Marketplace orders(2)

1,876

2,101

5,417

6,570

Resale orders(3)

97

115

263

317

Adjusted EBITDA(4)

$

8,865

$

4,905

$

30,943

$

40,982

(1) Marketplace Gross Order Value (“Marketplace GOV”) represents the total transactional amount of Marketplace orders processed on our online platform during a period, inclusive of fees, exclusive of taxes, and net of event cancellations. During the three and nine months ended September 30, 2026, event cancellations negatively impacted Marketplace GOV by $10.2 million and $35.6 million, respectively, compared to $11.4 million and $47.2 million during the three and nine months ended September 30, 2025, respectively.

(2) Marketplace orders represent the total volume of Marketplace segment transactions processed on our online platform during a period, net of event cancellations. During the three and nine months ended September 30, 2026, our Marketplace segment experienced 34,221 and 94,422 event cancellations, respectively, compared to 39,414 and 129,612 event cancellations during the three and nine months ended September 30, 2025, respectively.

(3) Resale orders represent the total volume of Resale segment transactions processed on a given platform (including our own) during a period, net of event cancellations. During the three and nine months ended September 30, 2026, our Resale segment experienced 1,071 and 2,143 event cancellations, respectively, compared to 1,598 and 3,759 event cancellations during the three and nine months ended September 30, 2025, respectively.

(4) Adjusted EBITDA is a financial measure not defined under accounting principles generally accepted in the United States of America (“U.S. GAAP”). See “Adjusted EBITDA” below for more information, including a reconciliation of adjusted EBITDA to net loss, the most directly comparable U.S. GAAP financial measure.

2026 Financial Outlook

For the year ending December 31, 2026, we continue to anticipate:

• Marketplace GOV in the range of $2.3 billion to $2.6 billion

• Adjusted EBITDA in the range of $34.0 million to $40.0 million*

* We calculate forward-looking adjusted EBITDA