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DATE

Monday, Aug. 10, 2026 at 4:30 p.m. ET

CALL PARTICIPANTS

• Vice President of Investor Relations and Treasury - Steven Kanner
• Chief Executive Officer - Craig Peters
• Chief Financial Officer - Jennifer Leyden

TAKEAWAYS

• Revenue -- $229.1 million, a decrease of 2.5% year over year reflecting headwinds in the agency and iStock e-commerce segments.
• Editorial Revenue -- $96.5 million, an increase of 9.2% year over year driven by strong demand for news and archive content during major events.
• Creative Revenue -- $127.4 million, a decrease of 2.6% year over year due to secular challenges in the agency business and search traffic declines.
• Net Loss -- $85.8 million, compared to a net loss of $34.4 million in the prior year period primarily due to a $96.7 million increase in tax expense related to valuation allowance changes.
• Adjusted EBITDA -- $62.3 million, a decrease of 8.4% year over year as lower revenue and higher cost of revenue offset reduced operating expenses.
• Adjusted EBITDA Margin -- 27.2%, a decrease from 28.9% in the prior year period.
• Annual Subscription Revenue -- 58.8% of total revenue, an increase from 53.5% in the prior year period representing growth in premium access offerings.
• Free Cash Flow -- Negative $122.6 million, primarily reflecting a $110.9 million payment related to the Alta and CRCM warrant litigation judgment.
• LTM Total Active Annual Subscribers -- 240,000, a decrease from 321,000 in the prior year period due to the deliberate exit from the iStock free trial acquisition program.
• LTM Annual Subscriber Revenue Retention Rate -- 88.4%, compared to 93.4% in the prior year period reflecting shifts in deal renewals and the absence of nonrecurring spend.
• Total Debt -- $2.1 billion, consisting of senior secured and unsecured notes, term loans, and revolving credit facility borrowings.
• Cash Interest Payments -- $80.4 million, including $37.4 million attributable to financing associated with the terminated Shutterstock merger.
• Note Repayment -- $30 million, representing a mandatory repayment of 14% senior unsecured notes completed during the quarter.
• Debt Redemption -- $628.4 million, representing the July redemption of senior secured notes at par following the termination of the merger agreement.
• Ending Cash Balance -- $51.6 million, a decrease of $45 million from the previous quarter.
• Custom Content Solutions Growth -- Over 350%, reflecting strong enterprise demand for differentiated content offerings.
• Unsplash+ Subscription Growth -- Over 15% year over year, driven by engagement with long-tail creative customers.
• Agency Revenue Decline -- 13% year over year, reflecting secular headwinds and industry consolidation.
• Paid Download Volume -- 19.4 million, a slight decrease year over year.
• LTM Total Purchasing Customers -- 636,000, a decrease of 10% compared to 707,000 in the prior year period.
• Image Collection Size -- 625 million, an increase of 5.7% year over year.
• Video Collection Size -- 39 million, an increase of 11.7% year over year.
• Video Attachment Rate -- 15.2%, a decrease from 16.7% in the prior year period.
• Americas Revenue Growth -- 1.4% on a currency neutral basis, representing the company's largest geographic region.
• APAC Revenue Decline -- 22.1% on a currency neutral basis, primarily due to the absence of one-time project spend in the prior year.

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RISKS

• Peters stated, "Getty Images is a great business. With significant opportunities and a challenged balance sheet," noting that addressing liquidity is an immediate priority.
• Peters warned that the iStock segment continues to face "search engine referral traffic declines and the knock-on impact to our affiliate traffic sources as the search engines implement AI generated answers."
• Peters noted that the pursuit of the Shutterstock merger resulted in significant real and opportunity costs, stating that the company spent "more than 18 months and significant capital, that is more than $100 million across professional fees and financing costs."

SUMMARY

Management reported a strategic pivot to a standalone operating model following the formal termination of the proposed merger with Shutterstock. The company stated that its immediate priority is optimizing its capital structure and improving liquidity, leading to the engagement of Guggenheim Securities to explore strategic financing alternatives and balance sheet management. While the enterprise-focused business and editorial segments showed growth driven by major global events, the company reported persistent headwinds in its agency and iStock e-commerce businesses due to secular shifts and artificial intelligence impacts on search traffic. Getty Images has withdrawn its financial guidance for 2026 pending the outcome of its capital structure evaluation.

• CEO Peters stated that the decision to terminate the merger agreement was based on regulatory requirements and the "corresponding uncertainty and cost of execution" that were no longer in the company's best interest.
• The company launched a Model Content Protocol server and expanded natural language search in July to allow technology partners to more easily integrate Getty Images content into artificial intelligence applications.
• CFO Leyden attributed the editorial revenue growth to "strong demand for our world class coverage, including the FIFA World Cup, news events around the globe, and strong demand for our archive content."
• The company reported the rollout of C2PA Source-Verification protocol across its offerings to provide trust and transparency regarding the provenance of visual content.
• Management noted that the discontinuation of the iStock free trial acquisition program in June 2025 contributed to the expected decline in active annual subscribers but improved customer quality.
• The company utilized proceeds held in escrow to redeem $628.4 million of senior secured notes at par in July following the termination of the merger agreement.

INDUSTRY GLOSSARY

• C2PA: The Coalition for Content Provenance and Authenticity, a protocol used to verify the source and history of digital media.
• MCP: Model Content Protocol, a server-side standard used to facilitate the interaction between content databases and artificial intelligence models.
• iStock: Getty Images' e-commerce platform offering stock photos, illustrations, and videos at lower price points for small businesses and individuals.
• MicroStock: A segment of the stock photography industry that sells images at low prices for high-volume use.
• LTM: Last Twelve Months, a rolling 12-month period used to evaluate financial performance.
• Premium Access: Getty Images' high-end subscription model designed for enterprise customers and large media organizations.
• Unsplash+: A subscription-based tier of the Unsplash platform providing exclusive, high-quality content with legal protections.

Full Conference Call Transcript

Operator: Thank you for your continued patience. Your meeting will begin shortly. If you need assistance at any time, please press 0, and a member of our team will be happy to help you. Thank you for your continued patience. Your meeting will begin shortly. If you need assistance at any time, please press star and a member of our team will be happy to help you. Please stand by, your meeting is about to begin. Afternoon, everyone. Welcome to Getty Images' Second Quarter 2026 Earnings Conference Call. Just a reminder, today's call is being recorded. At this time, I would like to turn the conference over to Mr. Steven Kanner, Vice President of Investor Relations and Treasury at Getty Images.

Please go ahead, sir.

Steven Kanner: Good afternoon. Thank you for joining our second quarter earnings call. Joining me on today's call a great dayre Craig Peters, chief executive officer and Jennifer Leyden, chief financial officer. This call will include forward looking statements within the meaning of Private Securities Litigation Reform Act of 2000. These statements including the determination by the company not to provide earnings guidance at this time, are subject to various risks, uncertainties and assumptions which could cause our actual results to differ materially from these statements. These risks, uncertainties, and assumptions are highlighted in the forward looking statements section of today's press release and in our filings with the SEC.

Links to these filings and today's press release can be found on our Investor Relations website at investors.gettyimages.com. During our call today, we will also reference certain non GAAP financial information. Including adjusted EBITDA, adjusted EBITDA margin, adjusted EBITDA less CapEx, and free cash flow. We use non GAAP measures in some of our financial discussions as we believe they represent our operational performance and underlying results of our business. Reconciliations of GAAP to non GAAP measures as well as the description, limitations, and rationale for using each measure can be found in today's press release and our filings with the SEC. With that, I will hand the call over to our chief executive officer, Craig Peters.

Craig Peters: Thanks, Steven, and thank you to everyone making time for this call. Q2 results are not where we wanted them to be. But I am excited to have regained our focus as a standalone company. To begin the work on improving liquidity and reducing debt, and to be the source for authentic, authoritative, high quality visual content and coverage for quality conscious customers around the globe. We believe that Getty Images is a great business. With significant opportunities and a challenged balance sheet. Addressing the balance sheet and our liquidity is our immediate priority. Let me start with the factors that impacted the quarter.

The cumulative real and opportunity costs of pursuing and planning for the Shutterstock merger combined with the continued market challenges across our agency and iStock e commerce business, weighed on our Q2 results. Second quarter revenue for 2026 was $229.1 million, that is down 2.5%, reported and down 4.1% on a currency neutral basis. On the agency front, we continue to see declining revenue driven by secular headwinds, industry consolidation, and the agency's business model. Which incentivizes towards internal production. that is inclusive of AI. On the iStock front, we continue to see search engine referral traffic declines. And the knock-on impact to our affiliate traffic sources as the search engines implement AI generated answers.

This is impacting new customer acquisition. The MicroStock category more generally also continues to be impacted by generative AI. This impact concentrates on price sensitive quality and different customers. Unlike other participants in the category, iStock is more insulated from this impact given our exclusive high quality content, and the historic makeup of our customer cohorts where 70% of our revenue is generated by our exclusive premium offerings. Outside these areas, within the quarter, we delivered continued growth across the largest parts of our business. Corporate and media, service through the Getty Images brand and offerings, representing 75% of our revenue.

We continue to see strength in both media and corporate with respect to customer adoption, customer consumption, and customer retention, given the importance of our offerings to their needs. Jennifer will walk through the quarterly results in more detail, but before I hand it over, I want to speak to our recent decision to terminate the proposed Shutterstock merger. We spent more than 18 months in significant capital, that is more than $100 million across professional fees and financing costs in pursuit of what we believed would be a strategic transaction.

Unfortunately, the regulatory requirements and the corresponding uncertainty and cost of execution, both direct and indirect, presented burdens we determined were no longer in the best interest of the company to bear. As a result, we made the decision to terminate the merger agreement. We are now on a stand alone path. And our stand alone operating plan starts with addressing our balance sheet. While we firmly disagree with the regulatory outcome, and recent court rulings with respect to warrant litigation, it is clear we now need to optimize our capital structure to align with our standalone path. In July, we hired Guggenheim Securities to explore strategic financing alternatives and balance sheet management initiatives.

We have not yet established a timeline. I expect this process to run through Q3 and into Q4. In parallel, we will counter the challenges represented in our Agency and iStock businesses. On the agency front, we will continue to rationalize our resources in support of this part of our business given the secular challenges. But we are also encouraged to see AI laws going into effect around the globe and consumer sentiment slowing AI use in ad creative. With respect to iStock, we will reorient the site to our premium offerings where we see improved customer lifetime value, and we will rationalize our marketing spend where returns are no longer inside our required payback period.

This will adversely impact some business KPIs for 2026 and into 2027. But it builds on our support and goal of improved liquidity. We are committed to working through the balance sheet optimization process in these changes in the coming months. With the process to address that balance sheet underway, I look forward to fully focusing on the opportunity of this company given its unique assets. That opportunity is to be the source for authentic, authoritative, high quality visual content and coverage. Getty Images is blessed with the foundational pillars of a recognized and respected brand. Deep expertise across our staff and our exclusive partners and contributors, and an amazing archive.

That combined potential of these pillars can be seen through the FIFA World Cup, and how Getty images comprehensively captured the venues, the competition, and the pageantry of the event in support of the global media, corporate sponsors. And they can be seen as organizations and individuals celebrating the 250th anniversary of The United States. They can be seen as we work with Land O'Lakes to authentically depict and engage rural audiences. They can be seen as Google, OpenAI, Perplexity, and others build our content and coverage into their products and services.

They can be seen in our recently announced partnership with Goalhanger to incorporate our visuals into their top ranked podcast. that is including The Rest is Football, and The Rest is History. We will continue to focus on serving our corporate and media customers with content and services that help them effectively and efficiently engage their end audiences, absent IP risk. With the rollout of C2PA Source-Verification protocol across our offerings, we will amplify trust and transparency. We will partner with the technology industry inclusive of AI to embed our content into their services to better meet their customer needs.

With the launch of our Model Content Protocol (MCP) server and the July expansion of natural language search across both creative and editorial searches we will make it even easier for companies to build AI experiences leveraging our content and metadata. We will expand Getty Images beyond its traditional customer bases, to better service creators of all sizes across all media. To this end, in July, we launched new editorial and creative single seat subscriptions that bring the power of Getty Images premium access subscriptions to individuals. We will continue to expand and optimize our offerings here as well as partner more broadly with companies like Goalhanger to tell new stories for new audiences.

We will continue to embrace AI as an enabler, With the recent launch of our new prompt based editing AI modification tool, we are making it easier for customers to more quickly and cost effectively modify their selected preshot creative visuals to meet their specific project needs with authenticity still at the core. As agentic AI offerings continue to develop, we will embrace them to improve our efficiency. The first half rollout of coding assistance across our entire software engineering team and the July launch of AI customer service chatbots on iStock, are 2 clear examples. Let me say it again. We believe Getty Images is a great business with opportunity and a challenged balance sheet.

We are committed to working through our capital structure and operational initiatives in the coming months. At the same time, we are focusing on the opportunity ahead of us as a standalone company, given the unique assets of this company. And with that, I will hand it back to Jennifer to speak to Q2.

Jennifer Leyden: Q2 revenue was $229.1 million, down 2.5%, or down 4.1% on a currency neutral basis. Included in these results are certain impacts of the timing of revenue recognition which contributed approximately 50-basis-points of Q2 growth. Turning to the underlying drivers of performance in the quarter. The decline was largely due to ongoing challenges at iStock, where softer traffic trends continued to pressure performance leading to a decline. As well as continued weakness in agency, which remained consistent with recent trends. Despite the agency headwinds, Getty Images delivered growth. Reflecting the resilience of our enterprise focused business and ongoing demand for our differentiated and exclusive content offerings. Unsplash was also in growth.

Reflecting its continued strong engagement with the long-tail creative customer. From a geographic perspective, on a currency neutral basis, we saw growth of 1.4% in the Americas, which is our largest region. While EMEA was down 7.6%, reflecting its higher concentration in agency and challenges in e commerce. APAC was down 22.1%, due primarily to certain nonrecurring onetime project spend in the prior year, as well as declines in agency. Annual subscription revenue was 58.8% of total revenue, up from 53.5% in Q2 of last year. Representing growth of 7.1% or 5.6% on a currency neutral basis.

This growth was primarily driven by premium access, which made up over 40% of our total revenue in Q2, and grew 5.5% or 3.9% currency neutral. Our annual subscription revenue retention rate was 88.4% in the Q2 LTM period. Compared with 93.4% in the corresponding 2025 period. The year over year change primarily reflects the combination of the planned exit from the iStock free trial acquisition program in June 2025, And timing related shifts in deal renewals among a small number of large premium access customers. As well as the absence of certain nonrecurring spend that benefited the prior year LTM period. Active annual subscribers totaled 140 thousand in the Q2 LTM period.

Compared to 321 thousand in the corresponding 2025 period. The decline was expected and reflects our deliberate strategy to deemphasize lower acquisition channels. Including the discontinuation of our iStock free trial program that I just mentioned. As well as ongoing search related traffic headwinds. Importantly, we remain focused on attracting customers with stronger long term engagement retention and lifetime value. We saw improvements in average order value and organic sessions during the quarter. And while traffic levels remain below historic levels, and may continue to affect subscriber additions through Q3, subscriber health across Getty Images and Unsplash Plus remains stable.

With strong underlying customer quality including revenue retention rates in the mid-90s for both, with premium access subscribers at nearly 100%. Paid downloads were 19.4 million, down slightly year over year. Creative revenue was $127.4 million down 2.6% year on year and 4.3% on a currency neutral basis. A shift in download consumption within our Premium Access from creative to editorial impacted results by approximately 380 basis points. Driven by demands for event driven content such as the FIFA World Cup. Beyond this allocation shift, the decline was driven by ongoing challenges in our agency business. Which was down 13% as well as the ongoing drag from our iStock business.

Partially offsetting these agency and iStock declines we continue to see growth in our custom content solutions, up over 350% and our Unsplash+ subscription grew over 15% year on year. Editorial revenue was $96.5 million up 9.2% year on year and 7.6% on a currency neutral basis. The revenue allocation impacts that affected Creative, contributed approximately 550-basis-points to editorial growth in the quarter. Driving these shifts was strong demand for our world class coverage. Including the FIFA World Cup, news events around the globe, and strong demand for our archive content driven by demand from broadcast and production customers and the strong news cycle.

Other revenue was $5.2 million compared to $15.7 million in Q2 2025, which benefited from 3 new deals that included significant upfront revenue recognition. As a reminder, the multiyear OpenAI deal announced during the second quarter of this year was actually signed in Q3 2025, with a large portion of that deal's revenue value recognized in 2025. Revenue less our positive revenue as a percentage of revenue was 70.2%. Compared with 72.1% in Q2 2025. The decrease is mainly due to product mix. As well as the timing of costs tied to content licensing deals with significant accelerated revenue recognition in the prior year. SG&A expense was $101.5 million down $3.6 million year on year.

With our expense rate decreasing to 44.3% of revenue from 44.7% last year. Excluding stock based compensation, SG&A was $98.5 million down $2.7 million or 43% of revenue compared to 43.1% of revenue in Q2 2025. The year over year decrease primarily reflects lower marketing spend and lower professional fees, which were tied to elevated expenses in the prior year related to the stability AI court case in The UK. Adjusted EBITDA was $62.3 million for the quarter. down 8.4% or 10.3% on a currency neutral basis. Adjusted EBITDA margin was 27.2% compared to 28.9% in Q2 2025, primarily reflecting lower revenue and higher cost of revenue, which more than offset the lower SG&A expense.

CapEx was $13.8 million or 6% of revenue. Consistent with our expected range of 5% to 7% of revenue. Adjusted EBITDA less CapEx was $48.4 million down 6.6% or 9.5% on a currency neutral basis. Adjusted EBITDA less CapEx margin was 21.1%, compared to 22.1% in Q2 of 2025. Free cash flow was negative $122.6 million compared with a negative $9.6 million in Q2 of 2025. The decline was primarily due to the $110.9 million payment including associated interest related to the Alta and CRCM warrant litigation judgment which was made on April 22. Free cash flow included $80.4 million of cash interest payments of which $37.4 million was attributable to financing tied to the proposed merger with Shutterstock.

As well as $9.4 million of cash taxes paid during the quarter. We also received $31.5 million of insurance proceeds in Q2 related to the Alta and CRCM warrant litigation. Which partially offset the cash flow impact of the judgment payment. After adjusting for the net impact of the litigation payment and insurance recovery, as well as for merger financing related interest and merger expenses. Free cash flow would have been negative $4.5 million versus the negative $122.6 million reported. We ended the quarter with $51.6 million of balance sheet cash, down $45 million from Q1 2026.

The sequential decrease reflects the negative free cash flow as well as a $30 million mandatory repayment of the 14% senior unsecured notes and a $6.3 million amortization payment on our euro term loan.

As of June 30, we had total debt outstanding of $2.1 billion which included $628 million of 10.5% senior secured notes issued in Q4 2025 to fund the now terminated merger with Shutterstock. $540 million of 11.25% senior secured notes, $470.5 million of euro term loan converted using exchange rates as of 6/30/2026, and with an applicable rate of 8.31%. $365 million of 14% senior unsecured notes. $120 million outstanding under the $150 million revolver with an applicable rate of 7.76%. $40 million of USD term loans at an 11.25% fixed rate; and $5 million of 9.75% senior unsecured notes.

In July, following the termination of the proposed merger with Shutterstock, we utilized the proceeds held in escrow to redeem the $628.4 million of 10.5% senior secured notes at par. In addition, to enhance liquidity and provide additional financial flexibility, we drew an additional $30 million under our revolving credit facility. Bringing total borrowings under that facility to $150 million. As Craig mentioned, at the top of the call, the company is actively evaluating strategic financing alternatives and balance sheet management initiatives. Because those efforts may influence our capital structure, our liquidity profile and our financial outlook, We do not believe it is appropriate to provide guidance at this time. This decision is related to the ongoing evaluation process.

And should not be interpreted as a change in our commitment to executing our business plan. We will provide additional updates as appropriate.

Craig Peters: Thank you, Jennifer. In closing, with the opportunity to fully focus on the standalone Getty Images business, I am energized by what lies ahead. The need for trustworthy, authentic, rights cleared visuals has never been greater. And no 1 does this better than Getty Images. Our content, expertise, customer relationships, global scale, and trusted brands position us to serve evolving customer needs and generate long term recurring revenue opportunities. Thank you.

Operator: Ladies and gentlemen, thank you for joining Getty Images' Second Quarter 26 Earnings Conference Call. I would like to thank you again so much for joining us, and wish you all a great day