Newsmax (NMAX) Registration Filing summary

Company overview and business model

• Operates as a holding company with 100% ownership of Newsmax Media and six wholly-owned subsidiaries focused on broadcasting, publishing, insurance, health, and media strategies.

• Generates revenue from digital, linear, and OTT TV advertising, online and print subscriptions, cable license fees, and streaming subscriptions.

• Newsmax Media's content targets audiences aged 45 and older, with a focus on politics, health, finance, and lifestyle.

• Newsmax is the fourth highest-rated cable news network in the US, with significant year-over-year viewership growth, especially in 2023 and the first half of 2024.

Financial performance and metrics

• Completed a Regulation A offering in March 2025, raising $75 million in gross proceeds from the sale of 7,500,000 shares of Class B Common Stock.

• Completed a private placement of Series B Preferred Stock in February 2025, raising approximately $207 million in net proceeds.

• As of April 16, 2025, 88,958,082 shares of Class B Common Stock were outstanding.

Use of proceeds and capital allocation

• May receive up to $1.2 billion in gross proceeds from sales of Class B Common Stock to the selling stockholder under the Purchase Agreement.

• Net proceeds, if any, will be used for working capital and general corporate purposes, with management retaining broad discretion over allocation.