Trump Media Technology Stock

Thank you for standing by. My name is John, and I will be your conference operator today. At this time, I would like to welcome everyone to the Trump Media and Technology Group's Earnings Conference Call for the second quarter 2026. [Operator Instructions]

I would now like to turn the call over to Scott Glabe, General Counsel. Thank you, sir. Please go ahead.

Thank you. Good afternoon, and welcome to Trump Media and Technology Group's inaugural earnings call in which we will cover the period ending June 30, 2026. We appreciate everyone joining today.

Before we begin, I'd like to remind everyone that certain statements made during today's call constitute forward-looking statements within the meaning of the federal securities laws. These statements are based on management's current expectations and are subject to risks and uncertainties that could cause actual results to differ materially. Please refer to our SEC filings for a discussion of these risk factors.

Additionally, certain statements may include non-GAAP financial measures. These non-GAAP financial measures should be viewed in addition to and not as a substitute for our reported results prepared in accordance with U.S. GAAP. All non-GAAP financial measures referenced in today's call are reconciled in our earnings release to the most directly comparable GAAP measure.

Joining me today are Kevin McGurn, our Interim Chief Executive Officer; and Phillip Juhan, TMTG's Chief Financial Officer. As previously announced, we have collected several frequently asked questions from shareholders and investors in advance of today's call. We will address many of the themes from those questions during our prepared remarks, after which we will address several questions directly.

With that, I'll turn the call over to Kevin.

Thanks so much, Scott, and good afternoon, everyone. We appreciate you joining us today, and I want to thank our shareholder base for their continued support and confidence in this company. Many of you have told us that you'd like to hear from us more often and in more depth. We hear you. Starting with this call, you should expect an evolving approach on how we communicate as a company. More regular updates, more context around our strategy, and more openness about where things stand. There's a spirit behind today's call, and we intend to keep it up.

You'll also have seen a couple of announcements that we made last week involving our Crypto.com partnerships. I'll walk through the thinking behind both in a few minutes because they're a good example of exactly the kind of capital discipline you should expect from us and this team going forward.

Today, Phil and I would like to cover 4 things before taking your questions. First, we'll provide an update on our proposed merger with TAE Technologies and why we believe it positions this company for the next decade of our growth. Second, we'll discuss our digital asset treasury strategy and capital management approach, and I'll hand things over to Phil for a review of this quarter's results.

Third, we'll walk through the operational progress across our media and technology businesses, including the continued build-out of Truth+ and Truth Social and an early progress on our Truth API product. Fourth, and as I mentioned a moment ago, we want to address how we're evolving our approach to investor communications on a go-forward basis.

So let me begin with an update on our proposed merger with TAE Technologies. We continue to make meaningful progress toward the completion of this transaction. Our teams are actively working through the merger process, including completion of TAE's audited financial statements and preparation for the required filings.

I know timing is on everyone's mind. While we're not in a position to commit to a specific date today, given the nature of the regulatory process, I can tell you that we are encouraged by the progress being made and remain committed to keeping shareholders informed as we reach meaningful milestones. I also want to take a minute and to explain why we believe this transaction matters as much as it does because it's easy to lose that thread on a day-to-day basis.

Over the past several years, we've built our media platform around a simple idea. This company should be uncancelable. We should fully control our media platform around a simple idea, our technology, our own infrastructure, and our own destiny. We believe the same principle extends to energy as the world demands for computer power, AI infrastructure, and data centers increases exponentially over the next decade and beyond, energy security becomes a strategic asset in its own right.

We see a combination with TAE and its pioneering work in advanced fusion energy as a long-term bet on that need and a natural extension of the same philosophy that has guided our media and technology strategy, build durable, resilient infrastructure that is independent and on a single party's goodwill.

There's another point I'd like to drive home. This transaction offers more than just energy security for our business. It offers a rare chance to play a key role in securing America's energy independence. The race for AI dominance is playing out between the U.S. and China, and continued progress takes enormous amounts of energy. If we can help TAE realize that tremendous advancements they've made in fusion energy, we believe fusion can turbocharge America's energy revolution and deliver our country a significant edge in the AI race.

I hope this sheds some light on the strategic rationale for why we prioritized this transaction so highly and why we continue to believe it's the single most important driver of long-term value for this company. And as we've said previously, we continue to target closing this transaction by the end of 2026, subject to the customary regulatory and closing conditions. We were drawn to TAE at a time that we saw was particularly advantageous for a moment for the fusion sector.

The commercial time line for fusion energy has been moving up, and valuations across the space have started to reflect that. The next step in this process is the filing of an initial draft registration statement on Form S-4. I encourage shareholders to watch for that filing as a concrete visible sign of progress towards closing.

Looking further out, we view the combined business as a conglomerate with fusion energy representing both our largest weighting and our most significant long-term capital opportunity alongside bitcoin and media. As each operating unit develops, we will assess both its strategic and stand-alone monetary value, maintaining flexibility to monetize, separate, or pursue other strategic alternatives where appropriate. Our objective is to allocate capital towards the highest return opportunities while building the financial capacity to advance fusion and maximize long-term shareholder value.

Turning to our capital strategy. Before I get into our treasury framework, I want to address 2 related announcements from last week because I think they're directly relevant on how we intend to run this company moving forward. First, we mutually agreed with Crypto.com and Yorkville Acquisition Corp., to terminate the previously announced proposed business combination to establish Trump Media CRO Strategy, Inc., along with the related digital asset treasury structure. Separately, we agreed with those same parties not to move forward with a service partnership covering certain digital asset projects.

To be clear, that doesn't affect Yorkville America's America First ETFs, including the Truth Social Funds, which continue uninterrupted. Second, we realigned our approach to prediction markets with Crypto.com. Rather than build a direct technical integration on Truth Social, we're moving into a marketing agreement framework under which Crypto.com's prediction market experience will be marketed to our engaged audience.

I want to outline why we made these decisions. As incoming Chief Executive, part of my job is to take a fresh look at everything on our plate and ask whether it's the best use of our capital and our team's time. In both of these cases, given prevailing market conditions and shifting business and stakeholder priorities, we made the disciplined choice to pivot in order to invest more time and resources in our most important initiatives. That's the nimble posture we intend to bring to capital allocation moving forward.

We will say no to things or change course as warranted as circumstances evolve. That discipline is exactly what frees up more of our attention and resources for our core priorities: closing our merger with TAE, our treasury framework, and growing our media business. With that context, here's where our treasury framework stands today.

During the past quarter, we continued to strengthen how we manage our digital asset treasury. Following a period of reduced trading activity during our leadership transition, we've resumed a more active, disciplined framework focused on diversification, prudent risk management, active hedging, and responsible yield generation. Our objective is straightforward: preserve our long-term strategic exposure while managing volatility and improving the productivity of our balance sheet.

Now I'll turn the call over to Phil for a closer look at our capital strategy and this quarter's results.

Thanks, Kevin. The company reported second quarter revenue of approximately $1.7 million. That's up 92% sequentially from the first quarter of 2026 and 89% year-over-year from the second quarter of 2025. The revenue growth was driven primarily by barter advertising services on Truth Social, subscriptions to the Patriot Package offered as part of our beta launch of Truth+, and management fees earned from our Truth.Fi ETF offerings.

We will continue to develop these nascent revenue streams and new initiatives, including Truth API, which we launched on August 1. Truth API is a business-to-business data feed subscription that provides licensed, low-latency access to publicly available posts from certain top Truth Social accounts.

We reported total operating expenses of $165.2 million in the second quarter, down 44% sequentially from the first quarter of '26, but approximately 270% higher year-over-year. Our operating expenses are largely impacted by the price volatility of digital assets. The year-over-year increase was driven almost entirely by the mark-to-market of our digital assets, mostly bitcoin, and higher legal expenses related to legacy litigation from our 2024 SPAC merger.

The $116.6 million reported loss on digital assets largely reflects the roughly 13% decline in the price of bitcoin to approximately $58,800 on June 30 from approximately $67,800 on March 31. The legacy litigation expenses should moderate significantly in the coming quarters following the July 2026 resolution of the remaining SPAC-related matters.

In addition, we reported an investment loss of $71.8 million in the second quarter, primarily unrealized losses on bitcoin-related securities, down 34% from the first quarter. This reflects a 13% decline in IBIT's closing share price to $33.29 on June 30 from $38.42 on March 31. Note that the year-over-year comparison isn't meaningful here since we were only beginning to build these bitcoin-related security positions late in the second quarter of last year.

As a result, net loss was $238 million for the quarter, down 41% sequentially, though up over tenfold from the prior year period for the same reason noted above. Adjusted EBITDA, earnings before interest, taxes, depreciation, and amortization, was a loss of $223.5 million in the second quarter, down 42% sequentially. As with net loss, this was largely driven by non-cash mark-to-market losses on bitcoin and related securities, which totaled $190.5 million for the quarter.

We reported net cash used in operating activities of $13.7 million for the first half of 2026 compared to net cash used in operating activities of $7.4 million in the prior year period. That modest increase was due in part to management's decision to pause our digital asset yield strategy as we pivoted to third-party institutional management of our digital treasury. Going forward, we're more likely to record yield income in bitcoin rather than fiat dollars, which could reduce operating cash flow relative to recent quarters.

Importantly, we ended the second quarter with $1.9 billion in gross financial assets. That's primarily made up of $215 million in cash, $31 million in restricted cash, $209 million in short-term investments, and $1.2 billion in bitcoin and bitcoin-related assets. Net of debt, our financial assets were approximately $893 million as of June 30. This balance sheet strength gives us the flexibility we need to address the nearly $1 billion in outstanding convertible notes as they come due.

As of June 30, we held approximately 9,477 bitcoins, plus approximately 2,077 bitcoins pledged to our BTC yield management program, along with roughly 14.4 million shares of IBIT. In July, we began transitioning IBIT holdings into the BTC yield management program using proceeds from a partial sale to acquire an additional 2,534 bitcoins, consistent with our shift toward a more diversified third-party institutional approach to managing our digital asset treasury.

With that, I'll turn it back over to Kevin.

Thanks so much, Phil. As you've heard, this quarter reflects a period of transition. While our reported financial results include several items that don't fully reflect the operational momentum underway across the business, our focus hasn't changed. We're executing a long-term strategy designed to build durable shareholder value.

One of the most important developments over the past quarter is the continued integration of our media ecosystem. Truth+ is moving out of beta and into broad commercial availability, supported for the first time by marketing for subscriber acquisition, audience development, and advertising growth.

At the same time, Truth Social has entered its next phase of development through an expanded content strategy, also supported by growth marketing initiatives. We've introduced vertical video, expanded content acquisition efforts, and begun licensing and developing premium programming designed to increase engagement, broaden our audience and strengthen monetization opportunities. What makes these initiatives particularly exciting is that they're not a stand-alone product. Truth Social and Truth+ are designed as a unified ecosystem built on our uncancelable technology.

Short-form mobile content serves as an efficient discovery engine, while premium long-form programming encourages deeper engagement and higher lifetime customer value. Both products share a common technology foundation, a common audience and a common data infrastructure. Together, they create a flywheel where content, users, advertising, subscriptions, engagement and data reinforce one another.

Beyond content and subscribers, we're also expanding the monetization of one of our most valuable strategic assets, our proprietary data and technology platform. Today, our opportunity extends well beyond serving customers directly. It also includes providing enterprise-grade services to institutional and eventually retail customers who depend on timely, reliable information and scalable technology infrastructure. To that end, we're strongly encouraged by the early progress we've made with our newest offering, the Truth API product.

The product is designed to serve customers such as financial institutions, news and media organizations, and developers of AI and large language model applications. We're also working through an expansion of the Truth API for retail trading. Since announcement, we've onboarded several customers. That said, we want to set expectations appropriately because we know there's been a lot of outside speculation about what this platform is worth.

Today, we're in the early innings. To give you a sense of where things stand, we've signed more than 10 customer agreements to date, primarily high-frequency trading firms at rates generally in the range of $60,000 to $100,000 a month. We're also in active conversations with hyperscalers, some of the largest news organizations, and developers of large language models, and we're evaluating opportunities in the prediction market space for data licensing.

We recognize a modest amount of revenue from these agreements today. We believe this can grow into a meaningful, durable contributor, but it's just one piece of a broader media technology strategy that also includes advertising, subscriptions, and our digital asset treasury. Looking ahead, we expect the next phase of the API to include broader third-party distribution. For example, news feeds, financial data terminals and specialty publications, which we believe will bring more visibility to this business over time.

Alongside this product, we've also launched an initiative to protect our proprietary data from unauthorized scraping and use. We view this as a straightforward extension of our fiduciary duty to shareholders, ensuring the value we've built is monetized appropriately, and we are pleased with our progress. Because there's been intense media coverage surrounding this initiative, I'd like to briefly clarify our approach.

Truth API provides a machine-readable feed of publicly available Truth posts from the platform's top accounts in milliseconds. Our customers will get published and publicly available posts fractionally faster. Providing licensed real-time public data through commercial APIs is a well-established business practice across the technology, financial information, and media industries. This is no different.

Our API operates pursuant to commercial licensing agreements, and these decisions, like all our operating decisions, are made by the company management and the Board. We believe expanding these offerings reflects prudent stewardship of the intellectual property and technology our shareholders have invested in building and creates additional long-term value.

As our business evolves, we expect advertising, subscriptions, enterprise software, data licensing, digital asset management and future technology offerings to work together as complementary revenue streams supporting long-term growth.

Looking ahead, our priorities remain clear. One, we're working diligently with TAE to complete our merger, which, as I mentioned, we believe is the single most important driver of our long-term shareholder value. Two, we're managing our balance sheet, including our digital asset treasury, with discipline.

Three, we're focused on building a global diversified media and technology company that combines a highly engaged social platform, premium streaming content, enterprise technology solutions, and multiple recurring revenue opportunities. Four, you're going to see us show up differently as a public company, more frequent updates, more context, and more direct conversation with our shareholder base because that's the right thing to do.

The investments we've made this past year have strategically positioned us to enter our next phase of growth with a leaner cost structure, an expanding product portfolio, and a broader strategic foundation than any other point in our history. We remain focused on execution, disciplined capital allocation, innovation and long-term shareholder value creation. And we appreciate the continued support from our amazing shareholder base, this great team of employees, our customers, and our partners.

With that, we'll turn it over to the operator to address several of the most frequently submitted questions.

Thank you. I would now like to turn the call over to [ Jamie Kirchen ], Investor Relations; and Kevin McGurn, Interim CEO, to address the pre-submitted questions.

Thank you. We will now move to addressing some of the pre-submitted questions that we received.

Kevin, with respect to the TAE merger, what specifically is holding up the S-4 filing? And is there a rough date range you can commit to for filing versus closing?

Sure. So TAE is an amazing company that's been around for over 28 years. So they are going through their audits just like any private company looking to go public. We aim to file the S-4 as soon as possible using our second quarter numbers, and we'll continue aiming for closing by the end of the year, understanding that the SEC process introduces other types of variables.

Can you explain last week's announcement regarding Crypto.com, including as they pertain to Truth Predict?

Of course. Yes, we wanted to get focused, and the prediction markets business is already a pretty crowded space with established companies. Our strategic focus is on closing our proposed merger with TAE, continuing to build our media business and grow advertising revenue. We're developing a marketing agreement with Crypto.com that is designed to promote their prediction market solutions to Truth Social users, and this better aligns with our current business opportunities. We also plan to explore similar partnerships with other prediction markets.

Great. Thanks. Turning to our CFO, Phillip Juhan, to address a couple of financial results questions. You cited legacy SPAC litigation expenses moderating after the July resolution. What was the total settlement cost? And is it fully reflected in these numbers? Or will there be a residual hit in Q3?

Yes. What I can say about that is that the outcome of our legal settlements are recorded within our financial statements through June 30, 2026. The overwhelming majority of legal expenses associated with the now-settled litigation have been accrued for through the second quarter of 2026. Now, given the timing of the settlement in July, we can expect some additional legacy expenses in the third quarter.

And with nearly $1 billion in convertible notes coming due, what is the specific repayment or refinancing plan, cash, refinancing, conversion, or asset sales?

Yes. So we're continuing to explore multiple options around the convertible notes. But our strong balance sheet as of June 30, 2026, puts us in a position to satisfy these liabilities as they come due.

And what portion of the $1.9 billion in gross financial assets is actually liquid and deployable versus committed or pledged to the yield program?

Sure. So as of June 30, 2026, we had over $400 million of cash and short-term investments that were fully liquid and unencumbered. An additional $1.2 billion of bitcoin and related assets could be a source of funds for future liquidity needs. And so I'll stop there.

And turning back to Kevin, how does TMTG plan to expand Truth Social's user base?

Yes. I mean we're focused on growing our media business and our subscriber base for both Truth Social and Truth+. There's a lot of opportunities that we can take advantage of, including standard acquisition marketing and growth marketing. So we'll employ everything that we have at the ready.

And regarding Truth API, how does the company respond to criticism that Trump Media is giving some traders in a market an unfair advantage by selling this access?

Sure. Yes. And I think this one came in from The New York Times, so we appreciate that question. The criticism is misinformed, is the first thing I would say. Truth API provides machine-readable feeds of publicly available Truth posts from the platform's top accounts in milliseconds. Our customers will get published and publicly available posts fractionally faster.

Providing licensed real-time public data through commercial APIs is a well-established business practice, which we're hopeful will deter scraping and other violations of our terms of service. We're encouraged by the early demand for Truth API and we look forward to rolling out the product to other sectors, including retail investors.

And to round things out, what plans are there to ensure Truth Social remains a viable and sustainable platform?

Yes. I mean I've been in the media business a long time, and content begets audience, and audience begets advertisers. So I think content is really the first portion of that opportunity. And then you have to be a marketer as well. So we're going to continue to drive marketing on our service. And we're really excited about it, and the team has been working really hard.

So this concludes our Q&A for this portion. I'll hand it back to the operator.

Yes. Thank you. And that concludes the Q&A portion. And that also concludes today's teleconference.

Ladies and gentlemen, thank you for your participation. You may disconnect your lines, and have a wonderful day.

Good day, and thanks for listening to a joint address regarding the planned merger of Trump Media & Technology Group and TAE Technologies. As a reminder, today's remarks include forward-looking statements based on current expectations. Actual results may differ materially due to factors described in TMTG's SEC filings, and in today's news release which includes other important information about the transaction. In addition, neither TMTG nor TAE, undertakes publicly update or revise any forward-looking statements contained in today's remarks.

Let me now introduce Devin Nunes, TMTG's President and CEO, to kick off today's remarks.

Good morning. Thank you for joining us. I'm excited to be here alongside Dr. Michl Binderbauer, Chief Executive Officer of TAE Technologies to discuss the merger between two companies, TMTG and TAE Technologies. We are confident that this transaction will create significant value for shareholders and owners of both companies. I will briefly walk through the transaction rationale before turning the call over to Michl, who will provide more detail on TAE's technology and breakthroughs, and to share his perspective on why this business combination is so transformative.

Trump Media & Technology Group has built uncancelable infrastructure to secure free expression online for Americans, and now we're taking a big step toward a revolutionary technology that will cement America's global energy dominance for generation. Fusion Power will be the most dramatic energy breakthrough since the onset of commercial nuclear energy in the 1950s, an innovation that will lower energy prices, boost supply, ensure America's AI supremacy, and revive Americas manufacturing base and bolster national defense.

With TAE Technologies, the world's premier Fusion Power company, this combination positions the combined company to help lead the global AI revolution and kickstart an American Energy Renaissance. In short, this deal will create America's first publicly traded Fusion Power company. Why is Fusion Power revolutionary, it's because fusion power plants are now feasible at commercial scale, and they will produce reliable, cost-effective, dispatchable and carbon-free electricity and industrial heat with no nuclear meltdown risk or radioactive waste.

TAE, the undisputed leader in Fusion Power, is the ideal partner for us to achieve this breakthrough. Founded 27 years ago, the company has successfully built 5 demonstration fusion reactors with a track record of safely reducing cost, size and complexity. And it now stands ready to begin work on America's first commercial nuclear fusion plant.

This merger fulfills TMTG's America First principles. Fusion Power will lower energy prices, bolster our national defense, and secure the energy needed to guarantee America's dominance of AI technology.

The partnership also satisfies our MA strategy, combinations that bring transformative technology, the potential for significant long-term value creation and dramatic societal impact. We believe that we are ideally positioned to help usher in this energy revolution. Since becoming a public company last March, TMTG has amassed more than $3 billion in financial assets at the end of the third quarter of 2025. A source of funds that we can deploy to rapidly advance TAE's fusion technology. Together with TAE, we will have the capital and public market access to scale TAE's vision to put abundant nuclear energy on the grid.

Here's the structure of the deal. TMTG and TAE agreed to combine an all-stock transaction valued at more than $6 billion inclusive of debt. Upon closing, TMTG shareholders will own approximately 50% of the combined company on a fully diluted equity basis. We expect this transaction to close in mid-2026, subject to satisfaction of customary closing conditions, including shareholder and regulatory approvals. The combined company will include the core division for developing Fusion Technology, TAE Technologies, supplemented by additional assets, including TAE Power Solutions, TAE Life Sciences and the Truth Social assets.

Dr. Binderbauer and I will be co-CEOs of the combined company. We'll have a 9-person Board with Michael Schwab serving as Chairman, Dr. Binderbauer, Donald Trump, Jr., myself, and 5 other independent board members to be selected and named later. We'll also have an advisory board between specialists with diverse backgrounds and wide-ranging expertise. We'll have a shareholder vote as well as a series of public filings, including S-4 filing. We remain committed to maintaining transparency throughout this process.

At close, we will bring America's first publicly listed nuclear fusion company, working to build and make operational at commercial scale, the utility to scale nuclear fusion power plant. After closing, we plan to quickly seek approvals to site and build the company's first utility-scale power plant. We expect siding to commence by year-end 2026, setting us on path to build future plants expected to be 350 to 500 megawatts.

With that, I'm pleased to turn the call over to Dr. Michl Binderbauer.

Thank you, and welcome, everyone. Today is a big milestone for TAE, fully recognizing the dedication and passion of our people that worked tirelessly over the last quarter century to advance our research to deploying that capital is now becoming our biggest challenge. As part of this transaction, TMTG will invest up to $200 million into TAE, and another $100 million upon filing a Form S-4 with the SEC. This will allow us to accelerate our new term objectives, and upon closing their fortress balance sheet will propel us towards first power in 2031.

A bit on the science. TAE has been rewarded by pursuing a differentiated approach from much of the fusion industry by combining plasma physics and accelerator physics. As David mentioned, Fusion Power is the answer providing reliable, cost-effective, carbon-free electricity, and importantly, cost competitive with conventional production. The breakthrough on our fifth generation reactor validated our design and allows us to move forward faster and with less complexity and lower cost. In short, that means we are ready to move to utility-scale Fusion Power.

We plan to site our first plan next year, subject to regulatory approvals. The following generation of power plants are expected to be in the 350 to 500-megawatt range. We plan to move fast and bring abundant, safe, clean hydrogen-boron power to the grid. TAE is not an unknown success story, and we would not be here today without the enormous support from our partners and investors over the years. We have raised more than $1.3 billion in private capital from a host of smart companies that all recognize the value of our research, including Google, Chevron, Sumitomo, NEA and Charles Schwab, among many others. To them, I offer my deepest gratitude.

I will now turn it back to Devin for closing remarks.

Thanks, Michl. I want to emphasize how powerful this partnership is. TMTG and TAE share a mission center on American innovation and global energy leadership. By combining our strengths, we are positioning the company to lead the transition towards clean, abundant, sustainable power.

In terms of next steps, we will continue advancing regulatory and shareholder approval. All transaction-related information and filings will be available on our Investor Relations site, and we will keep investors informed as milestones are achieved. Thank you again for joining today. We look forward to sharing more updates as we move toward closing.

Thank you. This concludes today's call. Thank you for your participation.