our anticipated growth rate and market opportunity;

our liquidity and ability to raise financing;

our success in retaining or recruiting, or changes required in, officers, key employees or directors;

our warrants are accounted for as liabilities and changes in the value of such warrants could have a material effect on our financial results;

our ability to effectively compete in the fitness and nutrition industries;

our ability to successfully acquire and integrate new operations;

our reliance on a few key products;

market conditions and global and economic factors beyond our control;

intense competition and competitive pressures from other companies worldwide in the industries in which we will operate;

litigation and the ability to adequately protect our intellectual property rights;

other risk and uncertainties set forth in this Report under the heading "Risk Factors."

Except to the extent required by applicable law or regulation, we undertake no obligation to update these forward-looking statements to reflect events or circumstances after the date of this Report or to reflect the occurrence of unanticipated events.

For the three months ended June 30, 2022, as compared to the three months ended June 30, 2021:

Total revenue was $179.1 million, a 20% decrease;

Digital revenue was $78.0 million, a 17% decrease;

Connected fitness revenue was $10.6 million;

Nutrition and other revenue was $90.5 million, a 30% decrease;

Net loss was $41.9 million, compared to net loss of $12.4 million; and

Adjusted EBITDA was ($1.5) million, compared to ($4.4) million.

For the six months ended June 30, 2022, as compared to the six months ended June 30, 2021:

Total revenue was $378.1 million a 16% decrease;

Digital revenue was $159.8 million, a 16% decrease;

Connected fitness revenue was $30.1 million;

Nutrition and other revenue was $188.2 million, a 28% decrease;

Net loss was $115.4 million, compared to net loss of $42.5 million; and

Adjusted EBITDA was ($20.6) million, compared to ($16.1) million.

See "Non-GAAP Information" below for information regarding our use of Adjusted EBITDA and a reconciliation of net loss to Adjusted EBITDA.

Nutrition and Other Gross Margin

Key Operational and Business Metrics

We use the following key operational and business metrics to evaluate our business, measure our performance, develop financial forecasts, and make strategic decisions.

Please see "Non-GAAP Information" below for a reconciliation of net loss to Adjusted EBITDA and an explanation for why we consider Adjusted EBITDA to be a helpful metric for investors.

Nutritional subscriptions include monthly subscriptions for nutritional products such as Shakeology, Beachbody Performance, BEACHBAR, Bevvy and Ladder Supplements. We also package and bundle the content experience of digital subscriptions with nutritional subscriptions to optimize customer results.

Daily Active Users to Monthly Active Users (DAU/MAU)

The table below presents our Adjusted EBITDA reconciled to our net loss, the closest GAAP measure, for the periods indicated:

Includes restructuring expense and non-recurring personnel costs associated with the consolidation of our digital platforms.

Incremental costs associated with COVID-19.

Includes interest income, and during the three and six months ended June 30, 2021, also includes the gain on investment on the Myx convertible instrument.

Connected Fitness Cost of Revenue

Nutrition and Other Cost of Revenue

systems and are involved in the research and development of new and existing nutritional products, depreciation of enterprise technology-related assets, software licenses, hosting expenses, and technology equipment leases.

Enterprise technology and development expense as a percentage of total revenue increased by 330 basis points due to higher fixed depreciation and personnel-related costs on lower total revenue.

assignment, $1.5 million decrease in transaction costs as there was no acquisition activity in Q2 2022, and a $0.5 million decrease in recruiting expense due to fewer headcount additions in Q2 2022.

General and administrative expense as a percentage of total revenue increased by 320 basis points due to higher fixed costs on lower total revenue.

General and administrative expense as a percentage of total revenue increased by 270 basis points due to higher fixed costs on lower total revenue.

Restructuring charges relate to our 2022 strategic alignment initiative to consolidate our streaming fitness and nutrition offerings into a single Beachbody platform. The charges incurred primarily relate to employee termination costs.

Net cash used in operating activities $ (33,256 ) $ (25,487 ) Net cash used in investing activities

As of June 30, 2022, we had cash and cash equivalents totaling $57.1 million.

an increase in net loss;

payments for 2021 payables, including connected fitness inventory, freight and duties, and media;

a decrease in subscription revenue receipts from customers in advance of service or product delivery; partially offset by

an increase in cash received from inventory sold.

Critical Accounting Policies and Estimates

Goodwill and Intangible Assets Impairment

See Note 1, Description of Business and Summary of Significant Accounting Policies, of the notes to our unaudited condensed consolidated financial statements included elsewhere in this Report for recently adopted accounting pronouncements and recently issued accounting pronouncements not yet adopted.

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