8-K
filed March 5, 2026, 6:59 PM ET
ticker GPRO
CIK 0001500435
earnings
confidence high
sentiment negative
materiality 0.80
GoPro, Inc. (GPRO): debt financing — GoPro Q4 revenue flat at $202M, net loss narrows to $9M; issues $25M convertible note
GoPro, Inc.
- Q4 2025 revenue $202M flat YoY; GAAP net loss $9M ($0.06/sh) vs $37M loss; Non-GAAP net loss $3M; Adj. EBITDA positive $1M.
- Full year revenue $652M down 19% YoY; GAAP net loss $93M ($0.59/sh) vs $432M loss; opEx down 26% YoY.
- Issued $25M of up to $50M convertible notes to Yorkville; conversion price lower of $1.1453 or 98% of 5-day VWAP (floor $0.1736); maturity Aug 2027; 3% OID.
- Amended Term Loan and Revolver: new EBITDA/liquidity covenants; revolver maturity extended to June 2027; interest rate increased.
- Subscription & service revenue $106M; subs 2.36M down 7% YoY; GP3 AI processor to launch in Q2 2026.
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
GoPro, Inc. incurred convertible notes of $25,000,000 in aggregate principal amount with YA II PN, Ltd. at will not bear interest unless (i) certain interest rate adjustment events occur, maturing August 26, 2027.
- Instrument
- convertible notes
- Principal
- $25,000,000 in aggregate principal amount
- Counterparty
- YA II PN, Ltd.
- Rate
- will not bear interest unless (i) certain interest rate adjustment events occur,
- Maturity
- August 26, 2027
- Event
- incurrence
Exact text from the filing
Yorkville purchased $25,000,000 in aggregate principal amount of Convertible Debentures
View on SEC.gov
Earnings Releases
SEC 8-K Item 2.02
confidence 0.85
GoPro, Inc. reported fourth quarter and year ended December 31, 2025 results: revenue $106 million.
- Period
- fourth quarter and year ended December 31, 2025
- Revenue
- $106 million
- Result
- reported results
Exact text from the filing
Revenue was $202 million, flat year-over-year.
View on SEC.gov
Earnings Releases
SEC 8-K Item 2.02
confidence 0.85
GoPro, Inc. reported fourth quarter and year ended December 31, 2025 results: revenue $106 million.
- Period
- fourth quarter and year ended December 31, 2025
- Revenue
- $106 million
- Result
- reported results
Exact text from the filing
Revenue was $652 million, down 19% year-over-year.
View on SEC.gov
Earnings Releases
SEC 8-K Item 2.02
confidence 0.85
GoPro, Inc. reported fourth quarter and year ended December 31, 2025 results: revenue $106 million.
- Period
- fourth quarter and year ended December 31, 2025
- Revenue
- $106 million
- Result
- reported results
Exact text from the filing
Subscription and service revenue was down 1% year-over-year at $106 million.
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
GoPro, Inc. issued up to 47,650,000 shares of Common Stock of convertible note to YA II PN, Ltd. (Yorkville) for $25,000,000 initial principal amount at 3% original issue discount.
- Security
- convertible note
- Shares
- up to 47,650,000 shares of Common Stock
- Purchaser
- YA II PN, Ltd. (Yorkville)
- Consideration
- $25,000,000 initial principal amount at 3% original issue discount
Exact text from the filing
Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”) (as converted, the “Conversion Shares”). Pursuant to the Purchase Agreement, Yorkville purchased $25,000,000 in aggregate principal amount of Convertible Debentures on the signing of the Purchase Agreement (the “First Closing,” such date, the “First Closing Date”). Yorkville may purchase
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
GoPro, Inc. entered into Registration Rights Agreement with YA II PN, Ltd. (Yorkville) (effective 2026-02-27).
- Action
- entry
- Counterparty
- YA II PN, Ltd. (Yorkville)
- Effective
- 2026-02-27
Exact text from the filing
In connection with the Purchase Agreement, on or before the First Closing Date, the Company will enter into a registration rights agreement (the "Registration Rights Agreement") with Yorkville pursuant to which Yorkville will be entitled to certain registration rights under the Securities Act of 1933, as amended (the "Securities Act")
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
GoPro, Inc. amended Amendment No. 2 to Credit Agreement with Farallon Capital Management, L.L.C., as agent, and Mateo Financing, LLC, as lender (effective 2026-02-27).
- Action
- amendment
- Agreement
- credit facility
- Counterparty
- Farallon Capital Management, L.L.C., as agent, and Mateo Financing, LLC, as lender
- Effective
- 2026-02-27
Exact text from the filing
On February 27, 2026, the Company entered into Amendment No. 2 to Credit Agreement (the "2L Amendment") with Farallon Capital Management, L.L.C., as agent, and Mateo Financing, LLC, as lender, which amends that cert
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
GoPro, Inc. entered into Purchase Agreement with YA II PN, Ltd. (Yorkville) valued at up to $50,000,000 (effective 2026-02-27).
- Action
- entry
- Agreement
- equity purchase
- Counterparty
- YA II PN, Ltd. (Yorkville)
- Value
- up to $50,000,000
- Effective
- 2026-02-27
Exact text from the filing
On February 27, 2026, GoPro, Inc., a Delaware corporation (the "Company"), entered into a securities purchase agreement (the "Purchase Agreement") with YA II PN, Ltd. ("Yorkville"), in connection with the issuance and sale by the Company of convertible debentures (the "Convertible Debentures") issuable in an aggregate principal amount of up to $50,000,000
View on SEC.gov
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