GoPro to restate FY2025 and 2026 financials on debt/warrant errors; Q3 2025 net loss $27.4M vs $21.3M

GoPro, Inc.

Audit Committee concluded Oct 9, 2026 that FY2025 audited, Q3 2025, Q1 2026 and Q2 2026 statements were materially misstated; errors surfaced during merger-proxy preparation.
Warrant liability understated and long-term debt overstated by $8.1M at Aug 4, 2025 initial measurement; 2026 YA II PN convertible debenture derivative misvalued using standalone debt fair value.
Long-term debt at Dec 31, 2025 restated to $36.6M from $44.3M; FY2025 net loss $92.6M ($0.58/sh) vs $93.5M ($0.59/sh) previously reported.
Q3 2025 net loss restated to $27.4M from $21.3M, EPS $(0.17) vs $(0.13); Q1 2026 net loss $76.3M vs $80.8M, EPS $(0.47) vs $(0.50).
Restatement triggered defaults under Wells Fargo revolver, Farallon term loan, YA II PN debentures and Nicholas Woodman notes; waivers obtained; material weakness in ICFR.

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