Open the filing on EDGARWeight Watchers Announces Third Quarter 2026 Results
Revenue of $153 million; Clinical Subscription Revenue of $38 million, up 48% year-over-year
2.3 million Total End of Period Subscribers; 40% year-over-year Clinical End of Period Subscriber growth to 174 thousand and 16% year-over-year Core+ End of Period Subscriber growth to 546 thousand
Positive Net Income of $15.1 million, representing a 9.9% Net Income Margin; Adjusted EBITDA of $51.7 million, representing a 33.8% Adjusted EBITDA Margin
NEW YORK (November 5, 2026) - WW International, Inc. (Nasdaq: WW) (“Weight Watchers” or the “Company”), the global leader in science-backed weight management, today announced its results for the third quarter of fiscal 2026 ended September 30, 2026 in this Earnings Press Release and a Shareholder Letter issued today and posted on the Company’s Corporate Website.
“Since joining Weight Watchers on October 1, I made it my priority to listen to our members, coaches, clinicians, registered dietitians, and colleagues. Through these conversations, two core truths emerged: weight loss is personal, and the support people need changes along the way,” said Stephen Bye, President and Chief Executive Officer. “Our strength lies in the commitment of our team and our ability to bring together science-backed behavioral programs, clinical care, and the human connection that has defined this brand for more than 60 years. My focus is on strengthening our member experience, improving our products and applications, and building on the work already underway.”
“We remained focused on strengthening our two higher-value product offerings and proactively calibrating our spend across our portfolio,” said Felicia DellaFortuna, Chief Financial Officer. “That approach helped drive sustained progress in these offerings with four quarters of quarter-over-quarter growth in Core+ subscribers, and the largest year-over-year Clinical Subscription Revenue growth percentage in any quarter of 2026 to date. That top-line progress, combined with our continued disciplined investment, directly translated to $51.7 million of Adjusted EBITDA, representing a 33.8% Adjusted EBITDA Margin.”
Q3 Business Updates
- Q3 Revenue was $152.9 million, down 11% year-over-year. Clinical Subscription Revenue grew 48% year-over-year to $38.0 million and represented 25% of total Revenue, up from 15% in Q3 2025.
- Q3 Total End of Period Subscribers were 2.3 million. Core+ End of Period Subscribers reached 546 thousand, up 16% year-over-year, marking a fourth consecutive quarter of sequential subscriber growth in our higher-value Behavioral membership tier. Clinical End of Period Subscribers were 174 thousand, up 40% year-over-year.
- Monthly Subscription Revenue Per Average Subscriber was $21.17, up 14% year-over-year, reflecting the growing share of our Clinical business and continued growth in Core+ Subscribers.
- Q3 Gross Margin was 71.1% and Adjusted Gross Margin was 74.6%, both the highest of the first three quarters of 2026, compared with 72.1% and 75.1%, respectively, in Q3 2025.
- Net Income for Q3 was $15.1 million, compared to a Net Loss of $57.5 million in Q3 2025. Q3 Adjusted EBITDA increased 21% year-over-year to $51.7 million from $42.8 million in Q3 2025, reflecting continued expense discipline and lower marketing relative to Q3 2025, which included investment to support a product launch.
- Cash and Cash Equivalents were $126.4 million at quarter end, up from $101.5 million at the end of Q2 2026.
Fiscal 2026 Guidance
The Company narrowed its previously provided full year fiscal 2026 guidance.
- Revenue guidance of $625 million to $630 million, compared to the prior range of $620 million to $635 million.
- Adjusted EBITDA guidance of $110 million to $115 million, compared to the prior range of $105 million to $115 million.
Third Quarter 2026 Conference Call and Webcast
The Company has scheduled a conference call today at 8:30 a.m. ET to discuss results. The webcast of the conference call will be available on the Company’s corporate website, corporate.ww.com, under Events and Presentations. A replay of the webcast will be available on this site for at least 90 days.
Statement regarding Non-GAAP Financial Measures
To supplement the Company’s consolidated results presented in accordance with accounting principles generally accepted in the United States (“GAAP”), the Company has disclosed non-GAAP financial measures of operating results that exclude or adjust certain items. The Company presents in this release non-GAAP financial measures, including earnings before interest, taxes, depreciation and amortization expenses and share-based compensation expense (“EBITDA”); and for each period presented, EBITDA adjusted, as applicable, for (a) goodwill and other indefinite-lived intangible asset impairments, (b) reorganization items, net related to the Company’s emergence from its Chapter 11 financial reorganization, (c) gain on extinguishment of debt, (d) transaction costs related to strategic alternatives and the Company’s Chapter 11 financial reorganization, (e) net restructuring charges associated with the previously disclosed 2025, 2024, and 2023 restructuring plans, (f) expenses in connection with the management of certain executive matters and (g) other items such as the impact of foreign exchange gains and losses as indicated in the reconciliations below that management believes are not indicative of ongoing operations (“Adjusted EBITDA”). The Company also presents gross profit, gross margin, marketing expenses, selling, general and administrative expenses, and product development expenses on a non-GAAP basis that adjusts for similar items, as further indicated in the reconciliations below.
As exchange rates are an important factor in understanding period-to-period comparisons, the Company believes in certain cases the presentation of results on a constant currency basis in addition to reported results helps improve investors’ ability to understand the Company’s operating results and evaluate the Company’s performance in comparison to prior periods. Constant currency information compares results between periods as if exchange rates had remained constant period-over-period. The Company uses results on a constant currency basis as one measure to evaluate the Company’s performance. In this press release, the Company calculates constant currency by calculating current-year results using prior-year foreign currency exchange rates. The Company generally refers to such amounts calculated on a constant currency basis as excluding or adjusting for the impact of foreign currency or being on a constant currency basis. These results should be considered in addition to, not as a substitute for, results reported in accordance with GAAP and are not meant to be considered in isolation. Results on a constant currency basis, as the Company presents them, may not be comparable to similarly titled measures used by other companies and are not measures of performance presented in accordance with GAAP.
Management believes these non-GAAP financial measures provide useful supplemental information to investors regarding the performance of the Company’s business and are useful for period-over-period comparisons of the performance of the Company’s business. While the Company believes that these non-GAAP financial measures are useful in evaluating the Company’s business, this information should be considered as supplemental in nature and is not meant to be considered in isolation or as a substitute for the related financial information prepared in accordance with GAAP. In addition, these non-GAAP financial measures may not be the same as similarly titled measures reported by other companies. See “Reconciliation of Non-GAAP Financial Measures” in this release and reconciliations, if any, included elsewhere in this release for a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP measures.
A reconciliation of the forward-looking full year Adjusted EBITDA outlook to net income cannot be provided without unreasonable effort because of the inherent difficulty of accurately forecasting the occurrence and financial impact of the various adjusting items necessary for such reconciliation that have not yet occurred, are out of the Company’s control, or cannot be reasonably predicted. For the same reasons, the Company is unable to assess the probable significance of the unavailable information, which could have a material impact on its future GAAP financial results.
Fresh Start Accounting and Predecessor and Successor Periods
In connection with the Company’s emergence from its financial reorganization process on June 24, 2025, the Company applied fresh start accounting which resulted in Successor and Predecessor financial statement presentation. References to “Successor” relate to the Company’s operations for the three and nine months ended September 30, 2026 and the period from June 25, 2025 through September 30, 2025. References to “Predecessor” relate to the Company’s operations for the period December 29, 2024 through June 24, 2025. Accordingly, the consolidated financial statements after June 24, 2025 are not comparable with the consolidated financial statements as of or prior to that date.
Definitions
“Behavioral” business refers to providing subscriptions to the Company’s digital product offerings with the option to upgrade to unlimited access to the Company’s workshops and certain tailored versions of its behavior change program.
“Clinical” business refers to providing subscriptions to the Company’s clinical product offerings provided by Weight Watchers Clinic and third parties combined with the Company’s digital subscription product offerings and unlimited access to the Company’s workshops and certain tailored versions of its behavior change program.
“Revenue” - “Subscription Revenue” consists of the aggregate of: (a) “Behavioral Subscription Revenue”, the fees associated with subscriptions for the Company’s Behavioral offerings; and (b) “Clinical Subscription Revenue”, the fees associated with subscriptions for the Company’s Clinical offerings. In addition, “Other Revenue” consists of revenue from licensing, franchise fees with respect to commitment plans and royalties, publishing and other revenue. “Revenue” consists of the aggregate of Subscription Revenue and Other Revenue.
“Incoming Subscribers” - “Subscribers” refer to Behavioral subscribers and Clinical subscribers who participate in recurring bill programs in Company-owned operations. The “Incoming Subscribers” metric reports Subscribers in Company-owned operations at a given period start. Recruitment and retention are key drivers for this metric. Management utilizes this metric to monitor changes in the subscriber base which directly impacts the Company’s revenue growth and trends.
“End of Period Subscribers” - The “End of Period Subscribers” metric reports Subscribers in Company-owned operations at a given period end. Recruitment and retention are key drivers for this metric. Management utilizes this metric to monitor changes in the subscriber base which directly impacts the Company’s revenue growth and trends.
“Monthly Subscription Revenue Per Average Subscriber” (“ARPU”) - The “Monthly Subscription Revenue Per Average Subscriber” metric reports the monthly fees associated with subscriptions for the Company’s offerings divided by the Average Subscriber for its businesses. Monthly Subscription Revenue for both quarterly and year-to-date periods for each respective business is calculated as Subscription Revenue divided by the number of months in the respective quarterly or year-to-date period. The “Average Subscriber” for quarterly periods for each respective business is the average of its Incoming Subscribers and End of Period Subscribers for the respective quarterly period. The “Average Subscriber” for year-to-date periods for each respective business is the average of its Incoming Subscribers at the beginning of the fiscal year and its End of Period Subscribers for each quarter end within the respective year-to-date period. Management utilizes this metric to consider revenue growth and trends on a per subscriber basis.
About Weight Watchers
Weight Watchers is the global leader in science-backed weight management, offering an integrated support system built for the GLP-1 era that combines scientific expertise, medication, cutting-edge technology, and human connection. With more than 60 years of experience, Weight Watchers is the most studied commercial weight management program in the world, delivered through its No. 1 U.S. doctor-recommended weight-loss program. Its holistic, personalized approach also includes U.S.-based clinical interventions and access to GLP-1 medications when clinically appropriate, and a global network of coaches and community support. Since 1963, the company has led with science to deliver its members the personalized support they need to reach and sustain their goals. Members can access these solutions directly, or through Weight Watchers for Business’ full-spectrum platform for employers, health plans, and payers. In a landscape crowded with contradictory advice, isolating apps, and one-size-fits-all solutions, Weight Watchers offers a proven path forward that is rooted in research, grounded in empathy and designed to help every member feel better in their body and live a longer, healthier life. For more information, visit weightwatchers.com.
Forward-looking statements notice
This press release includes “forward-looking statements,” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including, in particular, any statements about the Company’s plans, strategies, objectives, initiatives, and prospects. The Company generally uses the words “may,” “will,” “could,” “expect,” “anticipate,” “believe,” “estimate,” “plan,” “intend,” “aim” and similar expressions in this press release to identify forward-looking statements. The Company bases these forward-looking statements on its current views with respect to future events and financial performance. Actual results could differ materially from those projected in the forward-looking statements. These forward-looking statements are subject to risks, uncertainties and assumptions, including, among other things: the Company’s recent emergence from bankruptcy, which could adversely affect its business and relationships and subjects us to risks and uncertainties; competition from other weight management and health and wellness industry participants or the development of more effective or more favorably perceived weight management methods; the Company’s failure to continue to retain and grow its subscriber base; the Company’s ability to be a leader in the rapidly evolving and increasingly competitive clinical weight management and weight loss market; the Company’s ability to continue to develop new, innovative services and products and enhance its existing services and products or the failure of its services, products or brands to continue to appeal to the market, or its ability to successfully expand into new channels of distribution or respond to consumer trends or sentiment; the Company’s ability to successfully implement strategic initiatives; the effectiveness and efficiency of its advertising and marketing programs across multiple platforms, including digital marketing and social media platforms; the impact on the Company’s reputation of actions taken by its franchisees, licensees, suppliers, affiliated provider entities, PCs’ healthcare professionals, and other partners; the recognition of asset impairment charges; the loss of key personnel, strategic partners or consultants or failure to effectively manage and motivate the Company’s workforce; the Company’s chief executive officer transition; the Company’s ability to successfully make acquisitions or enter into collaborations or joint ventures, including its ability to successfully integrate, operate or realize the anticipated benefits of such businesses; uncertainties related to a downturn in general economic conditions or consumer confidence, including as a result of the existing inflationary environment, changes in tariffs and escalating trade tensions, rising interest rates, the potential impact of political and social unrest and increased volatility in the credit and capital markets; the seasonal nature of the Company’s business; the Company’s failure to maintain effective internal control over financial reporting; the impact of events that impede accessing resources or discourage or impede people from gathering with others; the early termination by us of leases; the inability to renew certain of the Company’s licenses, or the inability to do so on terms that are favorable to us; the dependence of the Company’s payments system on third-party service providers; the impact of the Company’s exposure to variable rate indebtedness; the ability to generate sufficient cash to service the Company’s debt and satisfy its other liquidity requirements; uncertainties regarding the satisfactory operation of the Company’s technology or systems; the impact of data security breaches and other malicious acts or privacy concerns, including the costs of compliance with evolving privacy laws and regulations; the Company’s ability to successfully integrate and use artificial intelligence in its business; the Company’s ability to enforce its intellectual property rights both domestically and internationally, as well as the impact of its involvement in any claims related to intellectual property rights; the impact of existing and future laws and regulations; risks related to the Company’s exposure to extensive and complex healthcare laws and regulations; the outcomes of litigation or regulatory actions; risks and uncertainties associated with the Company’s international operations, including regulatory, economic, political, social, intellectual property, and foreign currency risks, which risks may be exacerbated as a result of war and terrorism; the Company’s ability to engage in share repurchases and pay cash dividends in the foreseeable future; risks related to the actions of activist shareholders and anti-takeover provisions in the Company’s articles of incorporation and bylaws; risks related to the actions of the Company’s shareholders and the exclusive forum provisions in its articles of incorporation; the possibility that the Company could fail to maintain the listing of the Company’s common stock on Nasdaq; and other risks and uncertainties, including those included in this press release and those detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission (the “SEC”) (which are available on the SEC’s EDGAR database at www.sec.gov and via the Company’s website at corporate.ww.com). You should not put undue reliance on any forward-looking statements. You should understand that many important factors, including those discussed herein, could cause the Company’s results to differ materially from those expressed or suggested in any forward-looking statement. Except as required by law, the Company does not undertake any obligation to update or revise these forward-looking statements to reflect new information or events or circumstances that occur after the date of this press release or to reflect the occurrence of unanticipated events or otherwise. Readers are advised to review the Company’s filings with the SEC (which are available on the SEC’s EDGAR database at www.sec.gov and via the Company’s website at corporate.ww.com).
For investor inquiries, please contact:
Anna Kate Heller
WeightWatchers@icrinc.com
For media inquiries, please contact:
Melissa Garbayo melissa.garbayo@ww.com
WW INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
UNAUDITED
| Successor |
|---|
| September 30, 2026 | December 31, 2025 |
|---|
| ASSETS | | |
| CURRENT ASSETS | | |
| Cash and cash equivalents | $126,442 | $160,279 |
| Restricted cash | 5,796 | 6,298 |
| Receivables (net of allowances: September 30, 2026 - $2,132 and December 31, 2025 - $1,651) | 11,977 | 16,378 |
| Prepaid income taxes | 3,728 | 8,097 |
| Prepaid marketing and advertising | 2,050 | 9,275 |
| Prepaid expenses and other current assets | 11,489 | 13,277 |
| TOTAL CURRENT ASSETS | 161,482 | 213,604 |
| Property and equipment, net | 6,316 | 8,115 |
| Operating lease assets | 1,803 | 2,933 |
| Goodwill | 199,858 | 200,135 |
| Other intangible assets, net | 446,794 | 490,664 |
| Deferred income taxes | 16,209 | 16,482 |
| Other noncurrent assets | 14,871 | 14,825 |
| TOTAL ASSETS | $847,333 | $946,758 |
| LIABILITIES AND EQUITY | | |
| CURRENT LIABILITIES | | |
| Portion of operating lease liabilities due within one year | $918 | $1,260 |
| Accounts payable | 19,644 | 9,212 |
| Salaries and wages payable | 20,100 | 34,375 |
| Accrued marketing and advertising | 8,055 | 22,985 |
| Accrued interest | 892 | 1,084 |
| Other accrued liabilities | 18,911 | 23,049 |
| Income taxes payable | 1,644 | 6,006 |
| Deferred revenue | 21,943 | 28,565 |
| TOTAL CURRENT LIABILITIES | 92,107 | 126,536 |
| Long-term debt, net | 423,970 | 465,466 |
| Long-term operating lease liabilities | 1,159 | 1,893 |
| Deferred income taxes | 36,253 | 34,021 |
| Other noncurrent liabilities | 576 | 771 |
| TOTAL LIABILITIES | 554,065 | 628,687 |
| EQUITY | | |
| Successor common stock, $0 par value; 1,000,000 shares authorized; 9,999 shares issued at September 30, 2026 and 9,992 shares issued at December 31, 2025 | 380,136 | 378,777 |
| Accumulated deficit | (84,913) | (62,095) |
| Accumulated other comprehensive (loss) income | (1,955) | 1,389 |
| TOTAL EQUITY | 293,268 | 318,071 |
| TOTAL LIABILITIES AND TOTAL EQUITY | $847,333 | $946,758 |
WW INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
UNAUDITED
| Successor |
|---|
| Three Months Ended September 30, 2026 | Three Months Ended September 30, 2025 |
|---|
| Subscription revenue, net | $151,960 | $170,929 |
| Other revenue, net | 941 | 1,162 |
| Revenue, net | 152,901 | 172,091 |
| Cost of subscription revenue | 44,144 | 47,908 |
| Cost of other revenue | 65 | 72 |
| Cost of revenue | 44,209 | 47,980 |
| Gross profit | 108,692 | 124,111 |
| Marketing expenses | 33,094 | 48,404 |
| Product development expenses | 5,235 | 7,550 |
| Selling, general and administrative expenses | 33,849 | 60,122 |
| Operating income | 36,514 | 8,035 |
| Interest expense | 10,861 | 12,052 |
| Other (income) expense, net | (147) | 342 |
| Income (loss) before income taxes | 25,800 | (4,359) |
| Provision for income taxes | 10,692 | 53,157 |
| Net income (loss) | $15,108 | $(57,516) |
| Earnings (net loss) per share | | |
| Basic | $1.51 | $(5.76) |
| Diluted | $1.51 | $(5.76) |
| Weighted average common shares outstanding | | |
| Basic | 9,999 | 9,987 |
| Diluted | 10,021 | 9,987 |
“Subscription revenue, net” consists of the aggregate of: (a) net “Behavioral Subscription Revenue”, the fees associated with subscriptions for the Company’s Behavioral offerings; and (b) net “Clinical Subscription Revenue”, the fees associated with subscriptions for the Company’s Clinical offerings.
“Other revenue, net” consists of revenue from licensing, franchise fees with respect to commitment plans and royalties, publishing and other revenue.
“Cost of subscription revenue” consists of cost of revenue and operating expenses for the Company’s Behavioral and Clinical services.
WW INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
UNAUDITED
| Successor | Predecessor |
|---|
| Nine Months Ended September 30, 2026 | Period from June 25, 2025 through September 30, 2025 | Period from December 29, 2024 through June 24, 2025 |
|---|
| Subscription revenue, net | $480,710 | $183,007 | $360,953 |
| Other revenue, net | 2,777 | 1,251 | 2,615 |
| Revenue, net | 483,487 | 184,258 | 363,568 |
| Cost of subscription revenue | 141,603 | 51,166 | 100,026 |
| Cost of other revenue | 377 | 72 | 158 |
| Cost of revenue | 141,980 | 51,238 | 100,184 |
| Gross profit | 341,507 | 133,020 | 263,384 |
| Marketing expenses | 173,903 | 51,188 | 110,871 |
| Product development expenses | 19,768 | 8,236 | 25,281 |
| Selling, general and administrative expenses | 132,286 | 62,975 | 78,480 |
| Franchise rights acquired impairments | - | - | 27,549 |
| Operating income | 15,550 | 10,621 | 21,203 |
| Reorganization items, net | - | - | (1,143,918) |
| Interest expense | 33,925 | 12,975 | 38,664 |
| Gain on extinguishment of debt | (4,612) | - | - |
| Other (income) expense, net | (1,305) | 1,274 | 6,685 |
| (Loss) income before income taxes | (12,458) | (3,628) | 1,119,772 |
| Provision for income taxes | 10,360 | 52,634 | 1,669 |
| Net (loss) income | $(22,818) | $(56,262) | $1,118,103 |
| (Net loss) earnings per share | | | |
| Basic | $(2.28) | $(5.63) | $13.93 |
| Diluted | $(2.28) | $(5.63) | $13.80 |
| Weighted average common shares outstanding | | | |
| Basic | 9,998 | 9,987 | 80,271 |
| Diluted | 9,998 | 9,987 | 80,998 |
“Subscription revenue, net” consists of the aggregate of: (a) net “Behavioral Subscription Revenue”, the fees associated with subscriptions for the Company’s Behavioral offerings; and (b) net “Clinical Subscription Revenue”, the fees associated with subscriptions for the Company’s Clinical offerings.
“Other revenue, net” consists of revenue from licensing, franchise fees with respect to commitment plans and royalties, publishing and other revenue.
“Cost of subscription revenue” consists of cost of revenue and operating expenses for the Company’s Behavioral and Clinical services.
WW INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
UNAUDITED
| Successor | Predecessor |
|---|
| Nine Months Ended September 30, 2026 | Period from June 25, 2025 through September 30, 2025 | Period from December 29, 2024 through June 24, 2025 |
|---|
| Operating activities: | | | |
| Net (loss) income | $(22,818) | $(56,262) | $1,118,103 |
| Adjustments to reconcile net (loss) income to cash provided by (used for) operating activities: | | | |
| Depreciation and amortization | 64,851 | 27,174 | 14,201 |
| Amortization of deferred financing costs and debt (premium) discount, net | (76) | (26) | 1,766 |
| Impairment of franchise rights acquired | - | - | 27,549 |
| Impairment of long-lived assets | 3 | - | 97 |
| Share-based compensation expense | 1,324 | - | 4,032 |
| Deferred tax provision | 1,970 | 1,064 | 26,232 |
| Allowance for doubtful accounts | 48 | (513) | (1,131) |
| Foreign currency exchange rate (gain) loss | (1,206) | 1,298 | 6,717 |
| Non-cash reorganization items, net | - | - | (1,176,532) |
| Gain on extinguishment of debt | (4,612) | - | - |
| Changes in cash due to: | | | |
| Receivables | 4,169 | (2,245) | 4,280 |
| Prepaid expenses | 13,537 | 39,934 | (31,281) |
| Accounts payable | 10,466 | 1,454 | (8,237) |
| Accrued liabilities | (33,680) | (14,623) | 15,084 |
| Deferred revenue | (6,397) | (2,220) | (2,914) |
| Other long term assets and liabilities, net | (191) | (11) | (2,234) |
| Income taxes | (4,349) | 13,394 | (30,155) |
| Cash provided by (used for) operating activities | 23,039 | 8,418 | (34,423) |
| Investing activities: | | | |
| Capital expenditures | - | (6) | (87) |
| Capitalized software and website development expenditures | (18,899) | (3,678) | (6,253) |
| Cash paid for acquisitions, net of cash acquired | - | (1,020) | - |
| Other items, net | - | (3) | (1) |
| Cash used for investing activities | (18,899) | (4,707) | (6,341) |
| Financing activities: | | | |
| Borrowings on revolving credit facility | - | - | 171,341 |
| Financing costs | - | - | (1,298) |
| Payments on long-term debt | (36,808) | - | - |
| Taxes paid related to net share settlement of equity awards | - | - | (145) |
| Cash paid for acquisitions | - | - | (16,000) |
| Cash (used for) provided by financing activities | (36,808) | - | 153,898 |
| Effect of exchange rate changes on cash and cash equivalents and restricted cash | (1,671) | 235 | 3,966 |
| Net (decrease) increase in cash and cash equivalents and restricted cash | (34,339) | 3,946 | 117,100 |
| Cash and cash equivalents and restricted cash, beginning of period | 166,577 | 173,620 | 56,520 |
| Cash and cash equivalents and restricted cash, end of period | $132,238 | $177,566 | $173,620 |
WW INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(IN THOUSANDS, EXCEPT PERCENTAGES)
UNAUDITED
| | Variance |
|---|
| Successor | | 2026 Constant Currency vs 2025 |
|---|
| Three Months Ended September 30, 2026 | Three Months Ended September 30, 2025 | 2026 vs 2025 | |
|---|
| GAAP | Constant Currency | GAAP | |
|---|
| Selected Financial Data | | | | | |
| Revenue | $152,901 | $153,270 | $172,091 | (11.2%) | (10.9%) |
| Behavioral Subscription Revenue | $113,923 | $114,286 | $145,152 | (21.5%) | (21.3%) |
| Clinical Subscription Revenue | $38,037 | $38,037 | $25,777 | 47.6% | 47.6% |
| Subscription Revenue | $151,960 | $152,323 | $170,929 | (11.1%) | (10.9%) |
| Other Revenue | $941 | $947 | $1,162 | (19.0%) | (18.5%) |
“Revenue” consists of the aggregate of Subscription Revenue and Other Revenue.
“Behavioral Subscription Revenue” consists of the fees associated with subscriptions for the Company’s Behavioral offerings.
“Clinical Subscription Revenue” consists of the fees associated with subscriptions for the Company’s Clinical offerings.
“Subscription Revenue” is the sum of Behavioral Subscription Revenue and Clinical Subscription Revenue.
“Other Revenue” consists of revenue from licensing, franchise fees with respect to commitment plans and royalties, publishing and other revenue.
WW INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(IN THOUSANDS, EXCEPT PERCENTAGES)
UNAUDITED
| | Variance |
|---|
| | | | 2026 vs 2025 Combined | 2026 Constant Currency vs 2025 Combined |
|---|
| Successor | | |
|---|
| Nine Months Ended September 30, 2026 | Nine Months Ended September 30, 2025 | |
|---|
| GAAP | Constant Currency | Combined | |
|---|
| Selected Financial Data | | | | | |
| Revenue | $483,487 | $478,801 | $547,826 | (11.7%) | (12.6%) |
| Behavioral Subscription Revenue | $363,933 | $359,291 | $458,133 | (20.6%) | (21.6%) |
| Clinical Subscription Revenue | $116,777 | $116,778 | $85,827 | 36.1% | 36.1% |
| Subscription Revenue | $480,710 | $476,070 | $543,960 | (11.6%) | (12.5%) |
| Other Revenue | $2,777 | $2,732 | $3,866 | (28.2%) | (29.3%) |
These amounts combine the revenue of the Successor and Predecessor periods for comparability purposes. Although the Successor and Predecessor have a different accounting basis due to the application of fresh start accounting, none of the fresh start accounting adjustments impact revenue. Therefore, the combined revenue amounts presented are consistent with a pro forma presentation under Article 11 of Regulation S-X as if fresh start accounting was applied at the beginning of the first period presented.
“Revenue” consists of the aggregate of Subscription Revenue and Other Revenue.
“Behavioral Subscription Revenue” consists of the fees associated with subscriptions for the Company’s Behavioral offerings.
“Clinical Subscription Revenue” consists of the fees associated with subscriptions for the Company’s Clinical offerings.
“Subscription Revenue” is the sum of Behavioral Subscription Revenue and Clinical Subscription Revenue.
“Other Revenue” consists of revenue from licensing, franchise fees with respect to commitment plans and royalties, publishing and other revenue.
WW INTERNATIONAL, INC. AND SUBSIDIARIES
OPERATIONAL STATISTICS
(IN THOUSANDS, EXCEPT PERCENTAGES AND MONTHLY SUBSCRIPTION REVENUE PER AVERAGE SUBSCRIBER)
UNAUDITED
| Successor | | |
|---|
| Three Months Ended September 30, 2026 | Three Months Ended September 30, 2025 | Variance | Variance |
|---|
| | (Constant Currency) | | | (Constant Currency) |
|---|
| Incoming Subscribers | | | | | |
| Incoming Behavioral Subscribers | 2,291 | N/A | 3,040 | (24.6%) | N/A |
| Incoming Clinical Subscribers | 197 | N/A | 127 | 55.7% | N/A |
| Incoming Subscribers | 2,489 | N/A | 3,167 | (21.4%) | N/A |
| End of Period Subscribers | | | | | |
| End of Period Behavioral Subscribers | 2,122 | N/A | 2,862 | (25.9%) | N/A |
| End of Period Clinical Subscribers | 174 | N/A | 124 | 40.4% | N/A |
| End of Period Subscribers | 2,296 | N/A | 2,986 | (23.1%) | N/A |
| Monthly Subscription Revenue Per Average Subscriber | | | | | |
| Monthly Behavioral Subscription Revenue Per Average Subscriber | $17.21 | $17.26 | $16.39 | 5.0% | 5.3% |
| Monthly Clinical Subscription Revenue Per Average Subscriber | $68.25 | $68.25 | $68.52 | (0.4%) | (0.4%) |
| Monthly Subscription Revenue Per Average Subscriber | $21.17 | $21.22 | $18.52 | 14.3% | 14.6% |
The “Incoming Subscribers” metric reports WW subscribers in Company-owned operations at a given period start.
The “End of Period Subscribers” metric reports WW subscribers in Company-owned operations at a given period end.
The “Monthly Subscription Revenue Per Average Subscriber” metric reports the monthly fees associated with subscriptions for the Company’s offerings divided by the Average Subscriber for its businesses. Monthly Subscription Revenue for quarterly periods for each respective business is calculated as Subscription Revenue divided by the number of months in the respective quarterly period. The “Average Subscriber” for quarterly periods for each respective business is the average of its Incoming Subscribers and End of Period Subscribers for the respective quarterly period.
WW INTERNATIONAL, INC. AND SUBSIDIARIES
OPERATIONAL STATISTICS
(IN THOUSANDS, EXCEPT PERCENTAGES AND MONTHLY SUBSCRIPTION REVENUE PER AVERAGE SUBSCRIBER)
UNAUDITED
| Successor | Combined | | |
|---|
| Nine Months Ended September 30, 2026 | Nine Months Ended September 30, 2025 | Variance | Variance |
|---|
| | (Constant Currency) | | | (Constant Currency) |
|---|
| Incoming Subscribers | | | | | |
| Incoming Behavioral Subscribers | 2,631 | N/A | 3,244 | (18.9%) | N/A |
| Incoming Clinical Subscribers | 130 | N/A | 92 | 41.9% | N/A |
| Incoming Subscribers | 2,761 | N/A | 3,336 | (17.2%) | N/A |
| End of Period Subscribers | | | | | |
| End of Period Behavioral Subscribers | 2,122 | N/A | 2,862 | (25.9%) | N/A |
| End of Period Clinical Subscribers | 174 | N/A | 124 | 40.4% | N/A |
| End of Period Subscribers | 2,296 | N/A | 2,986 | (23.1%) | N/A |
| Monthly Subscription Revenue Per Average Subscriber | | | | | |
| Monthly Behavioral Subscription Revenue Per Average Subscriber | $17.00 | $16.78 | $16.43 | 3.5% | 2.2% |
| Monthly Clinical Subscription Revenue Per Average Subscriber | $74.33 | $74.33 | $78.30 | (5.1%) | (5.1%) |
| Monthly Subscription Revenue Per Average Subscriber | $20.92 | $20.72 | $18.71 | 11.8% | 10.7% |
The “Incoming Subscribers” metric reports WW subscribers in Company-owned operations at a given period start.
The “End of Period Subscribers” metric reports WW subscribers in Company-owned operations at a given period end.
The “Monthly Subscription Revenue Per Average Subscriber” metric reports the monthly fees associated with subscriptions for the Company’s offerings divided by the Average Subscriber for its businesses. Monthly Subscription Revenue for year-to-date periods for each respective business is calculated as Subscription Revenue divided by the number of months in the respective year-to-date period. The “Average Subscriber” for year-to-date periods for each respective business is the average of its Incoming Subscribers at the beginning of the fiscal year and its End of Period Subscribers for each quarter end within the respective year-to-date period.
WW INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(IN THOUSANDS, EXCEPT PERCENTAGES)
UNAUDITED
| Successor |
|---|
| Three Months Ended September 30, 2026 | Three Months Ended September 30, 2025 |
|---|
| Gross Profit | Marketing Expenses | Product Development Expenses | Selling, General, and Administrative Expenses | Gross Profit | Marketing Expenses | Product Development Expenses | Selling, General, and Administrative Expenses |
|---|
| GAAP | $108,692 | $33,094 | $5,235 | $33,849 | $124,111 | $48,404 | $7,550 | $60,122 |
| % of Revenue | 71.1% | 21.6% | 3.4% | 22.1% | 72.1% | 28.1% | 4.4% | 34.9% |
| Adjustments: | | | | | | | | |
| Transaction Costs | $ - | $ - | $ - | $ - | $ - | $ - | $ - | $(9,126) |
| Depreciation and Amortization Expenses | 5,353 | - | - | (7,696) | 5,135 | - | (58) | (20,301) |
| Restructuring Charges | - | - | - | - | 23 | - | - | (99) |
| Share-based Compensation Expense | 0 | (20) | (99) | (586) | - | - | - | - |
| Executive Related Costs | - | (856) | - | (535) | - | - | - | - |
| Total Adjustments | $5,354 | $(875) | $(99) | $(8,816) | $5,158 | $ - | $(58) | $(29,525) |
| Adjusted | $114,046 | $32,219 | $5,136 | $25,033 | $129,269 | $48,404 | $7,492 | $30,597 |
| % of Revenue | 74.6% | 21.1% | 3.4% | 16.4% | 75.1% | 28.1% | 4.4% | 17.8% |
| Currency Adjustment | 334 | 40 | 2 | 19 | N/A | N/A | N/A | N/A |
| Constant Currency | $109,026 | $33,134 | $5,237 | $33,868 | N/A | N/A | N/A | N/A |
| % of Revenue | 71.1% | 21.6% | 3.4% | 22.1% | N/A | N/A | N/A | N/A |
| Adjusted Constant Currency | $114,380 | $32,259 | $5,138 | $25,052 | N/A | N/A | N/A | N/A |
| % of Revenue | 74.6% | 21.0% | 3.4% | 16.3% | N/A | N/A | N/A | N/A |
Certain non-recurring transaction costs related to strategic alternatives and the Company’s Chapter 11 financial reorganization.
Restructuring charges, from previously disclosed restructuring plans, consist of expenses associated with the reduction in headcount as a result of certain strategic re-alignments.
WW INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(IN THOUSANDS, EXCEPT PERCENTAGES)
UNAUDITED
| Successor | Predecessor |
|---|
| Nine Months Ended September 30, 2026 | Period from June 25, 2025 through September 30, 2025 | Period from December 29, 2024 through June 24, 2025 |
|---|
| Gross Profit | Marketing Expenses | Product Development Expenses | Selling, General, and Administrative Expenses | Gross Profit | Marketing Expenses | Product Development Expenses | Selling, General, and Administrative Expenses | Gross Profit | Marketing Expenses | Product Development Expenses | Selling, General, and Administrative Expenses |
|---|
| GAAP | $341,507 | $173,903 | $19,768 | $132,286 | $133,020 | $51,188 | $8,236 | $62,975 | $263,384 | $110,871 | $25,281 | $78,480 |
| % of Revenue | 70.6% | 36.0% | 4.1% | 27.4% | 72.2% | 27.8% | 4.5% | 34.2% | 72.4% | 30.5% | 7.0% | 21.6% |
| Adjustments: | | | | | | | | | | | | |
| Transaction Costs | $ - | $ - | $ - | $ - | $ - | $ - | $ - | $(9,308) | $ - | $ - | $ - | $(20,873) |
| Depreciation and Amortization Expenses | 15,865 | - | - | (48,986) | 5,465 | - | (62) | (21,647) | 8,650 | - | (115) | (5,440) |
| Restructuring Charges | (65) | - | - | (377) | 23 | - | - | (99) | (2,455) | - | - | (2,333) |
| Share-based Compensation Expense | 1 | (321) | (317) | (1,484) | - | - | - | - | - | - | - | (4,032) |
| Executive Related Costs | - | (856) | - | (5,897) | - | - | - | - | - | - | - | - |
| Total Adjustments | $15,801 | $(1,176) | $(317) | $(56,745) | $5,488 | $ - | $(62) | $(31,054) | $6,195 | $ - | $(115) | $(32,677) |
| Adjusted | $357,308 | $172,727 | $19,451 | $75,541 | $138,508 | $51,188 | $8,174 | $31,921 | $269,579 | $110,871 | $25,166 | $45,803 |
| % of Revenue | 73.9% | 35.7% | 4.0% | 15.6% | 75.2% | 27.8% | 4.4% | 17.3% | 74.1% | 30.5% | 6.9% | 12.6% |
| Currency Adjustment | (4,054) | (988) | (8) | (294) | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
| Constant Currency | $337,453 | $172,915 | $19,760 | $131,992 | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
| % of Revenue | 70.5% | 36.1% | 4.1% | 27.6% | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
| Adjusted Constant Currency | $353,254 | $171,739 | $19,443 | $75,248 | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
| % of Revenue | 73.8% | 35.9% | 4.1% | 15.7% | N/A | N/A | N/A | N/A | N/A | N/A | N/A | N/A |
Certain non-recurring transaction costs related to strategic alternatives and the Company’s Chapter 11 financial reorganization.
Restructuring charges consist of expenses associated with the reduction in headcount as a result of certain strategic re-alignments. Restructuring charges include the previously disclosed 2025 restructuring plan, the previously disclosed 2024 restructuring plan and the previously disclosed 2023 restructuring plan.
WW INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(IN THOUSANDS, EXCEPT PERCENTAGES)
UNAUDITED
| Successor | Predecessor |
|---|
| Three Months Ended September 30, 2026 | Nine Months Ended September 30, 2026 | Three Months Ended September 30, 2025 | Period from June 25, 2025 through September 30, 2025 | Period from December 29, 2024 through June 24, 2025 |
|---|
| Net Income (Loss) | $15,108 | $(22,818) | $(57,516) | $(56,262) | $1,118,103 |
| Net Income (Loss) Margin | 9.9% | (4.7%) | (33.4%) | (30.5%) | 307.5% |
| Interest | 10,861 | 33,925 | 12,052 | 12,975 | 38,664 |
| Taxes | 10,692 | 10,360 | 53,157 | 52,634 | 1,669 |
| Depreciation and Amortization Expenses | 13,050 | 64,851 | 25,493 | 27,174 | 14,201 |
| Share-based Compensation Expense | 705 | 2,123 | - | - | 4,032 |
| EBITDA | $50,416 | $88,441 | $33,186 | $36,521 | $1,176,669 |
| EBITDA Margin | 33.0% | 18.3% | 19.3% | 19.8% | 323.6% |
| Franchise Rights Acquired Impairments | - | - | - | - | 27,549 |
| Reorganization Items, net | - | - | - | - | (1,143,918) |
| Gain on Extinguishment of Debt | - | (4,612) | - | - | - |
| Transaction Costs | - | - | 9,126 | 9,308 | 20,873 |
| Restructuring Charges | - | 313 | 122 | 122 | (122) |
| Executive Related Costs | 1,391 | 6,752 | - | - | - |
| Other | (147) | (1,305) | 342 | 1,274 | 6,685 |
| Adjusted EBITDA | $51,660 | $89,589 | $42,776 | $47,225 | $87,736 |
| Adjusted EBITDA Margin | 33.8% | 18.5% | 24.9% | 25.6% | 24.1% |
The Company’s franchise rights acquired impairment charge related to its United States unit of account.
The net reorganization gain related to the Company’s emergence from its Chapter 11 financial reorganization and primarily consisted of the gain on settlement of liabilities subject to compromise and the impacts of fresh start valuation adjustments.
Gain on extinguishment of debt consists of the Company’s voluntary prepayment in May 2026 of a portion of its New Term Loan Facility at 68.5% of par.
Certain non-recurring transaction costs related to strategic alternatives and the Company’s Chapter 11 financial reorganization.
Restructuring charges consist of expenses associated with the reduction in headcount as a result of certain strategic re-alignments. Restructuring charges include the previously disclosed 2025 restructuring plan, the previously disclosed 2024 restructuring plan and the previously disclosed 2023 restructuring plan.
Primarily consists of the impact of foreign currency on intercompany transactions.