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DATE

Thursday, May 28, 2026 at 10 a.m. ET

CALL PARTICIPANTS

• Chief Executive Officer — Golnar Khosrowshahi
• Chief Financial Officer — James A. Heindlmeyer

TAKEAWAYS

• Fourth Quarter Revenue -- $47.5 million, up 15% year over year, driven by both the music publishing and recorded music segments.
• Full Year Revenue -- $175.7 million, reflecting 11% growth with 6% organic growth, and exceeding the top end of previously stated guidance.
• Segment Revenue Growth -- Recorded music increased 27% and music publishing rose 11% in the quarter; for the full year, recorded music rose 16% and music publishing 9%.
• Synchronization Revenue -- Publishing segment sync revenue totaled $5.8 million for the quarter, up 6%, while recorded music segment sync revenue rose 161% due to license timing.
• Digital Revenue -- Up 24% to $16.9 million in publishing and up 17% in recorded music for the quarter; full-year digital revenue in publishing increased 7%, and 18% in recorded music.
• Cost Trends -- Cost of revenue increased 13% for the quarter and 8% for the year, while administration expenses rose 16% for the quarter and 12% for the year, in part due to the Viral-Wave acquisition.
• Operating Profitability -- Fourth quarter OIBDA was $19.9 million, up 16%; adjusted EBITDA for the quarter was $21.2 million, increasing 16% year over year.
• Net Income and EPS -- Fourth quarter net income was $4.1 million ($0.07 diluted EPS), compared to $2.7 million ($0.04 EPS) prior year; full-year net income was $7.8 million ($0.13 EPS), up slightly from $7.7 million ($0.12 EPS).
• Strategic Deployments -- $120 million invested in acquisitions and advances for publishing and recorded rights during the year, including the Miles Davis catalog and the acquisition of Viral-Wave.
• Liquidity -- Year-end total liquidity of $117.1 million ($25.9 million cash, $91.2 million revolver availability); year-end net debt was $429.8 million, up from $366.7 million last year.
• Fiscal 2027 Outlook -- Management guides for revenue of $186 million–$191 million and adjusted EBITDA of $75 million–$79 million.
• Ongoing Special Committee Review -- In March, the board formed a special committee to evaluate unsolicited acquisition proposals and engaged Morgan Stanley and Wachtell, Lipton, Rosen & Katz as advisers.
• International Expansion -- Completed acquisitions and partnerships in India and the MENA region, including Pop-India subsidiary launch and PopArabia’s expanded distribution capability with the Viral-Wave deal.
• Operational Highlights -- Global partnerships drove 5% sync revenue growth in music publishing and 39% in recorded music on an annual basis.

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RISKS

• Heindlmeyer noted that the Viral-Wave acquisition is a "lower margin business," which slightly impacts margins.
• International operations currently represent a "lower EBITDA margin" than the core business and may continue to be a headwind until scaled.
• Interest expense rose to $26.5 million for the year from $21.9 million prior, primarily due to increased debt for acquisitions and catalog signings.

SUMMARY

Reservoir Media (RSVR +1.01%) delivered double-digit top and bottom line growth for both the fourth quarter and the full fiscal year, with annual revenue increasing 9% in music publishing and 16% in recorded music, and adjusted EBITDA growing 12% year over year. Management confirmed aggressive strategic capital deployment with $120 million invested in new catalogs, including high-profile artist acquisitions and international platform expansion, most notably in India and MENA. The board’s special committee continues to evaluate unsolicited acquisition proposals, with external advisers retained but no additional updates provided. Fiscal 2027 guidance projects sustained revenue and adjusted EBITDA growth; however, margin outlook is impacted by recent investments in lower-margin distribution businesses and increased administrative costs.

• Heindlmeyer stated, "we may have you know, opportunities for that to tick up slightly depending on the types of acquisitions that we do," but lower margin deals such as Viral-Wave are expected to impact gross margins in fiscal 2027.
• Management refrained from embedding optimism over potential outcomes of the CRB V proceedings into forecasts, despite a favorable outlook for songwriter and publisher income.
• The company’s capital management strengthened liquidity, ending with $117.1 million available to fund additional growth objectives.
• Physical revenue in recorded music grew 35% in Q4, while digital revenue growth was primarily due to subscriber growth and price increases at digital service providers.
• Khosrowshahi emphasized a long-term operational focus, with continued investments in talent and strategic international expansion as drivers for future value creation.

INDUSTRY GLOSSARY

• OIBDA: Operating income before depreciation and amortization, a profitability measure that excludes non-cash expenses related to capital expenditures.
• Synchronization Revenue (Sync): Income generated from licensing music for use in visual media such as film, television, and advertising.
• Mechanical Revenue: Earnings from the reproduction of music compositions, usually from the sale of physical recordings or digital downloads/streams.
• CRB V Proceedings: The fifth Copyright Royalty Board proceeding, determining statutory royalty rates for songwriters and music publishers in the U.S.
• DSPs: Digital service providers, such as streaming platforms that distribute digital music content.
• MENA: Acronym for Middle East and North Africa, a regional focus for the company’s recent expansion efforts.

Full Conference Call Transcript

Golnar Khosrowshahi, founder and chief executive officer, and James A. Heindlmeyer, chief financial officer. As a reminder, this call is being simultaneously webcast and will be recorded and archived on the Investor Relations section of our website. Before I turn the call over to Golnar and Jim, I would like to note that today's discussion will contain forward looking statements that reflect the current views of Reservoir Media about our business, financial performance, and future events and, as such,, involve certain risks and uncertainties. Our expectations, beliefs, and projections are expressed in good faith, and we believe there is a reasonable basis for them.

However, there can be no assurance that our expectations, beliefs, and projections will result or be achieved. Please refer to our earnings press release and our filings with the Securities and Exchange Commission for more information on the specific risks, uncertainties, and other factors that could cause our actual results to differ materially from our expectations, beliefs, and projections described in today's discussion. Any forward looking statements that we make on this call or in our earnings press release are as of today, and we undertake no obligation to update these statements as a result of new information or future events except to the extent required by applicable law.

In addition to financial results presented in accordance with generally accepted accounting principles, we plan to present, during this call, certain financial measures that do not conform to US GAAP if we believe they are useful to investors or if we believe they will help investors to better understand our performance, or business trends. Reconciliations of these non GAAP financial measures to the nearest comparable GAAP measures are included in our earnings press release. I would now like to turn the call over to Golnar.

Golnar Khosrowshahi: Thank you, Jackie. Good morning, everyone, and thank you for joining us today. Reservoir delivered another strong year, generating 11 in revenue growth with 6% organic growth and 12% adjusted EBITDA growth in fiscal 26. These results reflect the continued success of our disciplined acquisition strategy, the strength of our catalog, and the performance of our growing team around the world. Fiscal 26 was a milestone year as we deployed approximately $120 million across acquisitions and advances for both publishing and recorded rights. This enabled us to retain exceptional creators sign leading contemporary hit makers, and further expand and diversify our catalog by genre, by era, and geographic representation.

September, we acquired the catalog of music and culture icon Miles Davis. As we officially mark his centennial this week, we have launched a global campaign with countless activations and press moments. Highlights from this week alone included the voice of Miles, a symphonic celebration by Park Avenue artists, a billboard in Times Square on the Nasdaq Tower, and an event with the New York Public Library for the performing arts and Simon and Schuster for the centennial edition of Miles's autobiography. With more to come this year, we look forward to continuing to celebrate Miles' legacy, and it is an honor to steward his extraordinary body of work and bring it to new audiences.

We also continue to invest in today's hit makers, signing talent, including disco soul band, Say She, country pop songwriters, Allison Veltz Cruz and Matt Stell, UK singer songwriter Ben Howard, and multi-genre songwriter Britten Newbill. To name a few. At the same time, we reinforced our long-standing relationships, extending deals with legendary singer songwriter, Joni Mitchell, Grammy winning writer producer, Khris Riddick-Tynes, and the estate of seminal artist Nick Drake as well as entering into a new deal with long-term client Academy Award winning composer, Hans Zimmer. Our relationship with Zimmer extends as investors in Pianothem, an innovative piano school with a novel methodology for teaching. This past Sunday, Pianothem and Zimmer were featured on CBS' 60 Minutes.

Highlighting the school's successful approach to piano education and Zimmer's involvement in advancing its mission. We are proud to support Pianothem to help nurture the next generation of pianists through technical training, while fostering a lifelong love of music. During this fiscal year, we also continued to expand Reservoir's recorded music division, including a multifaceted deal with independent record label Fool's Gold Records. The transaction included the acquisition of catalog master rights of several of the label's artists and an exclusive partnership to market and distribute all their recordings on Fool's Gold via the reservoir label platform. Internationally, we expanded our presence in key growth markets.

We launched our Mumbai based subsidiary, Pop-India, and signed a publishing deal with Sri Lankan star, Yohani, while also extending our publishing agreement with multi platinum Indian hip hop artist Divine. Pop-India also executed its first catalog deal acquiring the publishing and master rights to the entire music craft entertainment catalog. The establishment of Pop-India marks an important step in building a meaningful on the ground presence in India, 1 of the fastest growing music markets globally with the streaming market alone projected to reach $4.8 billion by 2030, with a compound annual growth rate of 17%. This April, together with PopArabia, our partner in the MENA region, we completed the acquisition of label and digital distribution Viral-Wave.

A transformational transaction that significantly expands both the scale and capabilities of the PopArabia platform. Beyond increasing to 30 employees, across Egypt, Morocco, and The UAE, the acquisition establishes a fully integrated distribution infrastructure alongside the company's existing publishing and label services creating 1 of the region's most comprehensive independent music platform. Importantly, this move deepens Reservoir's operational footprint and strategic positioning across MENA and creates additional opportunities for cross border collaboration and global reach for regional artists. In addition, in fiscal year 26, we acquired the publishing and recorded music catalogs of Iraqi Production House HFM Production and Kuwaiti singer songwriter Essa Almarzoug, and executed a publishing deal with Moroccan artist producer 88-Younq.

MENA continues to be 1 of the fastest growing regions with recorded revenues increasing by 15.2% in 2025 and with growth projections reaching $8.5 billion by 2030, driven by streaming and digital adoption. We believe the proven success and expertise of our team and platform in MENA will continue to provide us with a competitive advantage in securing top talent and capitalizing on the momentum across the region. Our ability to attract high caliber talent globally is due in large part to the quality and performance of our existing portfolio. Unlocking value for our assets and identifying opportunities to introduce our music to the next generation of fans are key factors of that growth.

In the last fiscal year, we partnered with leading global brands, including Anthropic, Volkswagen, Netflix, Lexus, and Amazon. And had placements in major feature films and television shows such as Happy Gilmore 2, Marvel's Fantastic 4, and Stranger Things. This drove continued strength in our sync business with growth of 5% in music publishing and 39% in recorded music year over year. As we have previously noted, the music industry continues to demonstrate resilience within overall market fluctuations. The recorded music industry grew 6% globally in 2025 according to the IFPI, while music publishing global revenues grew 9.5% globally according to Music and Copyright's 2026 report. Against this backdrop, Reservoir also continued our growth trajectory.

Digital revenue increased 7% in music publishing and 18% in recorded music. We were also proud to be included in Billboard's full year top 10 market share ranking. With Sabrina Carpenter's Espresso, cowritten by Steph Jones, contributing to the company's position. In addition to market share, Reservoir's Music boasted commercial and charting successes as well as countless awards throughout fiscal 26, demonstrating the widely recognized value of the assets and the creators. We curate not only catalogs but also relationships with the creators behind them and are honored to be the partner of choice for so many talented songwriters.

Before turning to our financial performance, I would like to briefly address the previously disclosed nonbinding and unsolicited acquisition proposals received by the company. In March 2026, the board formed a special committee of independent and disinterested directors evaluate the proposal. And the special committee engaged Morgan Stanley and Company LLC as its financial adviser and Wachtell, Lipton, Rosen and Katz as its legal counsel. Beyond that, we have no additional updates to share today, we will provide further information as appropriate. I will now turn the call over to Jim to discuss our fourth quarter and full fiscal year financial results as well as our fiscal 27 guidance in greater detail. Jim?

James A. Heindlmeyer: Thank you, Golnar. Good morning, everyone. As Golnar highlighted, we executed at a very high level in fiscal 26. Drove strong growth across all our key performance metrics, and expect that to continue into fiscal 27. These results affirm the effectiveness of our strategy the quality of our portfolio of assets, and our ability to acquire new assets for Reservoir's platform while unlocking the fullest potential of their value. Let's start with a review of the fourth quarter. Revenue for the fourth fiscal quarter was 47.5 million which was a 15% increase compared to the fourth quarter of fiscal 25.

Strong growth across both segments was led by 27% growth in recorded music and 11% growth in our music publishing segment. Inclusive of the acquisition of various catalogs. With respect to our operating expenses for the quarter, our overall cost of revenue increased 13% versus the prior year quarter, Our depreciation and amortization costs increased 20% year over year due to our continued catalog acquisitions, Company administration expenses saw a 16% increase year over year partially due to costs incurred with our acquisition of Viral-Wave. Turning to operating performance. Fourth quarter OIBDA increased 16% year over year.

To 19.9 million Adjusted EBITDA increased 16% to $21.2 million which was largely driven by strong top line growth particularly in our digital category across both segments, partially offset by higher administration expenses. Interest expense was 6.8 million for the quarter, compared to 6.1 million in the same period last year. Net income for the fourth quarter of fiscal 26 was 4.1 million versus 2.7 million in the fourth quarter of fiscal 25. This resulted in diluted earnings per share for the quarter of $07 compared to $0.04 per share in the prior year period. Moving to our full fiscal year 26 results. Revenue was 175.7 million, above the top end of our previously stated guidance range.

This beat was the result of growth in both the music publishing and recorded music segments, which posted annual growth of 9% and 16%, respectively. Turning to our operating expenses for fiscal 26. Our overall cost of revenue saw an 8% increase from fiscal 25, This increase was attributed to a higher revenue base resulting from acquisitions and value enhancement efforts. The lower increase in cost of revenue as compared to the increase in revenue resulted in a higher gross margin in fiscal year 26. Administration expenses for fiscal 26 rose 12% from the prior year to 44.7 million.

Primarily due to higher administrative expenses in both the music publishing and recorded music segments and, to a lesser extent, increase in other administrative expenses. We also incurred costs in fiscal 26 associated with our acquisition of Viral-Wave. OIBDA in fiscal 26 increased 12% year over year to 69 million while adjusted EBITDA grew 12% to 73.6 million These increases were mostly attributable to increased revenues and higher gross margin. As a reminder, we have reconciliations for these metrics in our earnings press release and 10-K filing. Our interest expense was 26.5 million for the full year, compared to $21.9 million last year.

The higher interest expense was due to an increase in debt resulting from acquisitions of music catalogs and writer signings. Net income for fiscal 26 was 7.8 million versus $7.7 million last year. Increase in net income was primarily the result of increased operating income as well as a decrease in the loss on fair value of interest rate swaps partially offset by higher interest expense and income tax expense. This resulted in diluted earnings per share for the year of $0.13 compared to $0.12 per share for fiscal 25. Our weighted average diluted outstanding share count for the full year is 66 million. Turning to our segment breakdown for the fourth quarter.

Music Publishing generated revenue of $30.9 million in the quarter, which represents an 11% increase when including acquisitions versus the same period last year. Our digital revenue increased 3.2 million or 24% to 16.9 million and performance revenue decreased by 16% to 5.5 million. Synchronization revenue in the publishing segment totaled 5.8 million a 6% increase from the fourth quarter of last year. This is primarily due to the timing of licenses. Mechanical revenue within the publishing segment posted a 16% increase year over year to 1.3 million Other revenue within the publishing segment was 1.4 million, an increase of 20% year over year.

Our recorded music segment generated 15.2 million in revenue representing an increase of 27% versus the prior year quarter. Digital revenue within the recorded segment increased 17% primarily due to subscriber growth and price increases at DSPs, while physical revenue increased 35%. Our synchronization revenue increased 161% as a result of the timing of licenses, while neighboring rights increased 18% to 1.4 million in part due to additional direct affiliations with collection societies. For the full year, our music publishing segment revenue rose 9% compared to the prior year. Our improvement is largely a result of price increases at multiple music streaming services as well as the expansion of our catalog through M&A.

Additionally, synchronization revenue increased because of the timing of licenses and performance revenue grew 14% as a result of hit songs. Recorded music revenues increased 16% compared to fiscal 25. The growth is attributable to the acquisition of additional music catalogs, and continued user growth and price increases at multiple streaming services. This was partially offset by the nonrecurrence of royalty recoveries in the prior year related to underreported usage for music catalogs. Additionally, increase in revenue was aided by an increase in synchronization revenue driven by the timing of licenses. Let's move on to our balance sheet.

As of March 31, cash flows from operating activities increased by $4.9 million year over year to 50.1 million due to an increase in earnings as well as an increase in cash provided by working capital. We closed the year with total liquidity of 117.1 million comprised of 25.9 million of cash on hand and 91.2 million available under our revolver. Which gives us the capital to fund our strategic objectives. We ended the year with 455.7 million of total debt which was net of $3.1 million of deferred financing costs and thus we maintained 429.8 million of net debt That compares to net debt of 366.7 million as of last fiscal year end. Turning to the fiscal year 2027.

We expect revenue to be in the range of 186 million to 191 million and adjusted EBITDA to be in the range of 75 million to 79 million. After our strong results in fiscal year 26, we believe we are well positioned to continue our track record of growth. Remaining true to our proven capital deployment strategy, and value enhancement efforts, combined with disciplined cost management and consistent operating cash flows, should enable us to deliver on our initiated fiscal year 27 guidance ranges. With that, I will now pass the call back to Golnar.

Golnar Khosrowshahi: Thank you, Jim. At Reservoir, we take a long term view focused on protecting our creators growing the value of their work, and running the business with discipline. That approach has driven strong growth and consistent cash flow since our debut as a public company. And positions us well for sustained long term growth. With that, we will now open the line for questions.

Operator: Thank you. At this time, we will be conducting a question-and-answer session. If you would like to ask a question, please press 1 on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star 2 if you would like to remove your question from the queue. For pressing the star keys. 1 moment please while we poll for questions. Our first question comes from Griffin Boss with B. Riley Securities. Your line is now live.

Analyst (Griffin Boss): Hi, good morning. Thanks for taking my questions. The Apologize for any background noise here. I just want to start off on Viral-Wave. Golnar, you mentioned the over 30 employees that come with that acquisition, cross border collaboration activities. But is there any more context you could give us as to the size or scale of the catalog that ViralWave brings? Is that more early days and there is opportunity for expansion? Just curious if there is anything on the financial side there you could elaborate on.

Golnar Khosrowshahi: Not specifically. I will say that it is a business that comes with a stable of existing clients. And existing relationships and existing product, hence the headcount. And we plan on expanding on that. But it is it is an investment in an entity that is already an established business. Yeah.

James A. Heindlmeyer: And I would just add to that. Griffin, that you know, as Golnar said, it is an established business. it is a distribution business. So a little different than some of the other businesses that we have been in, a little bit lower margin. But, we are excited about the way it will expand our opportunities in the region.

Analyst (Griffin Boss): Okay. I appreciate that color. And then so next for me on the guidance, Jim, the if you if you take the midpoint there, it looks like it is implying a slight step down in EBITDA margin for 2027. Is the expectation there just higher administrative expenses going forward? Or is it something else?

James A. Heindlmeyer: Yeah. there is a couple of things there. I would say, 1, you know, not that viral wave is the most significant piece of certainly of our consolidated financials, but it is a lower margin business. So that is know, slightly impacts that. And we are continuing to make some investments on the frontline side of the recorded business and that is certainly an area where are very cautious about the revenue and conservative with respect to the cost associated with it. So that is why you are seeing a little bit of that step down in guided EBITDA margin.

Analyst (Griffin Boss): Okay. Got it. that is helpful. And then just 1 more, if I could squeeze it in. I am just curious if I could get any insights from Golnar into the CRB V proceedings Obviously, we are relatively early days there, but would love to hear kind of what our expectation is, generally speaking, if you have 1, in terms of what you are looking for to get negotiated there over the next couple years?

Golnar Khosrowshahi: Yeah. There is not any material update at this point. Still sort of in discussion phase. I think we remain optimistic, but that is not optimism that we bake into our own forecast. We do, however, remain optimistic insofar as getting to an agreement and having a positive impact of the share of income for songwriters and publishers.

Analyst (Griffin Boss): Okay. Got it. I will, I will pass it off, but thanks for taking my questions, Golnar and Jim. Appreciate it.

Golnar Khosrowshahi: Thank you, Griffin.

Operator: Our next question comes from Richard Baldry with Roth Capital. Your line is now live.

Analyst (Richard Baldry): Thanks. I wanted to see if you can dig a little deeper into the gross margins. On a blended basis, they set a record high. So I am sort of curious you know, are the trending behind that sustainable or give you sort of an outlier? And understanding that there is a some headwind from the Viral Wave acquisition? Just curious about the underlying trends to that.

James A. Heindlmeyer: Yeah. Certainly, I think, you know, the gross margin ticking up a little bit. This year. it is a result of some of the acquisitions that we did to the extent that we are acquiring assets where you know, we may retain a 100% of the revenue, that is obviously gonna have a positive impact on our overall gross margin. And I think you know, you saw a couple of deals this past year that had that type of impact for us. So we do not expect that our gross margin's going to change significantly on a percentage basis.

But we may have you know, opportunities for that to tick up slightly depending on the types of acquisitions that we do. Certainly, as you noted with respect to the go forward, forecast, we will have the impact of lower margin deals such as ViralWave impacting the gross margins as we move to fiscal 27?

Analyst (Richard Baldry): And on an overall sort of adjusted EBITDA basis, is international a headwind at this point because it has yet to get sort of the scale of the rest of the business, or is it sort of curious that impact and where that heads to?

James A. Heindlmeyer: Yeah. I think if you were to isolate just our kind of international operations, certainly, it would be a lower EBITDA margin than our core business. Again, you know, even though we are excited about these regions and we see a lot of growth opportunity there, it is a very small part of our overall business. So just keep that in mind as you think about it.

Analyst (Richard Baldry): Got it. And maybe last for me. When you look at the revenue and earnings for fiscal 27, can you talk about seasonality, you know, the business is sort of changing and evolving over time. So curious how seasonal you expect the top and the bottom line to be next year and whether that is similar to prior years or is sort of changing.

James A. Heindlmeyer: Well, I would I would like to think that it is it is pretty flat know, quarter to quarter. We do sometimes have things that impact and cause spikes in our revenue. it is it is less about seasonality, though. More about you know, it could be you know, in the prior year, we had the royalty recovery. Anything to do with seasonality. It just happened to be when we resolved that issue. So we will continue to have some things that cause our revenue to spike from time to time. But on a baseline, view, I expect us to be pretty consistent quarter to quarter.

Analyst (Richard Baldry): Maybe last for me. When you look out to the fiscal 27 guide, how much of that do you think is sort of assuming a steady organic growth or any tailwinds from streaming pricing? You know, versus acquisitions you know or acquisitions you expect to do?

James A. Heindlmeyer: Yeah. I think that from an organic growth standpoint, we expect things to be pretty steady. You know, kind of mid single digits. We are always, though, looking at our catalog at a pretty granular level. So to the extent that we have frontline successes in 1 year, we do not necessarily project those frontline successes going into the next year. We will project the decay that is expected on those new or young copyrights. So you have that impacting our overall view of revenue that is baked into our guidance? Having said that, we have a pretty good track record. Of having new frontline successes every year.

So as we move through the year, we will continue to evaluate where we are.

Analyst (Richard Baldry): Thanks. Congrats on a great quarter.

James A. Heindlmeyer: Thank you.

Operator: We have reached the end of the question-and-answer session. I would now like to turn the call back over to Golnar Khosrowshahi for the closing comments.

Golnar Khosrowshahi: Thank you, operator. The strength of our portfolio and our proven ability to attract award winning and legendary talent across genres and geographies continues to distinguish our business. We are excited about fiscal year 27 and look forward to updating you on our progress in a few months. Thank you.

Operator: This concludes today's conference. You may disconnect your lines at this time. And we thank you for your participation.