Form 8-K

8-K — Reservoir Media, Inc.

Accession: 0001104659-26-090084

Filed: 2026-08-04

Period: 2026-08-04

CIK: 0001824403

SIC: 7900 (SERVICES-AMUSEMENT & RECREATION SERVICES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — tm2621844d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2621844d1_ex99-1.htm)

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8-K (Primary)

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0001824403

2026-08-04

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):

August 4, 2026

RESERVOIR MEDIA, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-39795

83-3584204

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

200 Varick Street

Suite 801

New York, New York

10014

(Address of principal executive offices)

(Zip Code)

(212) 675-0541

(Registrant’s telephone number, including

area code)

N/A

(Former name or former address, if changed since

last report)

Check the appropriate box below if the Form 8-K

filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of

the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which

registered

Common stock, $0.0001 par value per share

RSVR

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant

is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2

of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check

mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting

standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02 Results of Operations and Financial Condition.

On August 4, 2026, Reservoir

Media, Inc., a Delaware corporation (the “Company”), issued a press release announcing the condensed consolidated

financial results of the Company for the quarter ended June 30, 2026. A copy of the press release is attached as Exhibit 99.1 to this

Current Report on Form 8-K and is incorporated herein by reference.

The information contained in

this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section

18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities

of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any filing by the Company with the U.S. Securities

and Exchange Commission under the Securities Act of 1933, as amended, or the Exchange Act, unless the Company expressly sets forth by

specific reference in such filing that such information is to be considered “filed” or incorporated by reference therein.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1

Press release, dated August 4, 2026.

104

The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURES

Pursuant to the requirements

of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned

hereunto duly authorized.

RESERVOIR MEDIA, INC.

Date:

August 4, 2026

By:

/s/ Golnar Khosrowshahi

Name:

Golnar Khosrowshahi

Title:

Chief Executive Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2621844d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

RESERVOIR

MEDIA ANNOUNCES FIRST QUARTER

FISCAL

2027 RESULTS

12%

Top-Line Growth Driven by 6% Publishing and 35% Recorded Music Growth

August

4, 2026, New York — Reservoir Media, Inc. (NASDAQ: RSVR) (“Reservoir” or the “Company”), an award-winning

independent music company, today announced financial results for the first quarter of fiscal 2027 ended June 30, 2026.

Recent

Highlights:

· Revenue

of $41.5 million, increased 6% organically, or 12% including acquisitions year-over-year

o Music

Publishing Revenue rose 6% year-over-year

o Recorded

Music Revenue increased 35% year-over-year

· Operating

Income of $5.4 million, decreased 1% year-over-year

· OIBDA

(“Operating Income Before Depreciation & Amortization”) of $13.7 million,

an increase of 7% year-over-year

· Net

Loss of ($0.5) million, or $0.00 per share, compared to a net loss of ($0.6) million, or

($0.01) per share in the year-ago period

· Adjusted

EBITDA of $15.7 million, up 13% year-over-year

· Invested

in two new complementary strategic partnerships in Latin music:

o Announced

the acquisition of the catalog of independent Latin label Nacional Records, along with the

catalog of its publishing arm, Canciones Nacionales. Reservoir and Nacional also entered

a joint venture to sign and develop recording artists and songwriters

o Entered

into a new joint venture with Latin music company TU Publishing to publish all current and

future writers signed to the company, as well as catalogs acquired by the company

· Partnered

with U.K. A&R Executive Ollie Hodge to bring his independent label, Some Action, under

Reservoir’s label operations via a new joint venture

· Announced

a publishing deal with Grammy Award-winning and multi-Platinum-selling hip-hop icon T.I.

that spans his entire publishing catalog and future works

· Welcomed

multi-Platinum global pop songwriter-producer Adam Kapit and alt-pop/rock artist Jarrett

Doherty, frontman of Jady, to the roster

Management

Commentary:

“We

delivered a strong first quarter of fiscal 2027, with robust performance across both our Publishing and Recorded Music segments, underscoring

the strength of our portfolio and the continued success of our strategy,” said Golnar Khosrowshahi, Founder and Chief Executive

Officer of Reservoir Media. “Whether signing marquee talent such as T.I., expanding our recorded music business with key frontline

partners like Some Action, or establishing a stronger foothold in high-growth markets like Latin music, we have demonstrated a commitment

to diversifying our business while ensuring we identify partners that share our long-term vision and dedication to creative stewardship.

We are encouraged by our recent momentum and remain confident in our ability to execute on attractive opportunities, deepen our global

platform, and unlock new value for the remainder of fiscal 2027.”

First

Quarter Fiscal 2027 Financial Results

Summary

Financials

FY27

FY26

Change

Total

Revenue

$41.5

$37.2

12%

Music

Publishing Revenue

$26.5

$24.9

Recorded

Music Revenue

$14.1

$10.4

35%

Operating

Income

$5.4

(1%)

OIBDA

$13.7

$12.8

Net

Loss

$(0.5)

$(0.6)

(21%)

Adjusted

EBITDA

$15.7

$13.9

13%

(Table

Notes: $ in millions; Quarters ended June 30th; Unaudited)

Total

revenue in the first quarter of fiscal 2027 increased 12% to $41.5 million, compared to $37.2 million in the first quarter of fiscal

2026. This increase was driven by a 6% increase in Music Publishing revenue, largely attributable to strong digital and performance revenue,

and a 35% increase in Recorded Music revenue, largely attributable to continued growth of digital revenue, as well as synchronization

revenue driven by the timing of licenses.

Operating

income in the first quarter of fiscal 2027 was $5.4 million compared to operating income of $5.4 million in the first quarter of fiscal

2026. OIBDA in the first quarter of fiscal 2027 increased 7% to $13.7 million, compared to $12.8 million in the prior year’s quarter.

Adjusted EBITDA in the first quarter of fiscal 2027 increased 13% to $15.7 million, compared to $13.9 million last year, primarily as

a result of an increase of total revenue. See below for calculations and reconciliations of OIBDA and Adjusted EBITDA to operating income

and net loss, respectively.

Net

loss in the first quarter of fiscal 2027 was ($0.5) million, or $0.00 per share, compared to net loss of ($0.6) million, or ($0.01) per

share, in the year-ago quarter. The decrease in net loss was primarily driven by the gain on fair value of swaps, partially offset by

the loss on foreign exchange and an increase in interest expense.

First

Quarter Fiscal 2027 Segment Review

Music

Publishing

FY27

FY26

Change

Revenue

by Type

Digital

$15.4

$14.3

Performance

$5.6

$4.8

17%

Synchronization

$4.0

$4.2

(3%)

Mechanical

$0.6

(7%)

Other

$0.9

$1.1

(12%)

Total

Revenue

$26.5

$24.9

OIBDA

$7.8

$7.6

(Table

Notes: $ in millions; Quarters ended June 30th; Unaudited)

Music

Publishing Revenue in the first quarter of fiscal 2027 was $26.5 million, an increase of 6% compared to $24.9 million in last year’s

first quarter. The increase was mainly driven by an increase in digital revenue, primarily due to the acquisition of additional music

catalogs and continued growth at music streaming services and an increase in performance revenue driven by hit songs.

the first quarter of fiscal 2027, Music Publishing OIBDA increased 3% to $7.8 million, compared to $7.6 million in the first quarter

of fiscal 2026. Music Publishing OIBDA margin in the first quarter decreased from 30% to 29%. The increase in Music Publishing OIBDA

primarily reflects an increase in revenues, partially offset by an increase in administration expenses, and the decrease in OIBDA Margin

reflects an increase in administration expenses as percentages of revenues, partially offset by a decrease in cost of revenue as a percentage

of revenue.

Recorded

Music

FY27

FY26

Change

Revenue

by Type

Digital

$9.9

$8.0

23%

Physical

$1.7

$1.1

54%

Neighboring

Rights

$1.1

Synchronization

$1.4

$0.3

Total

Revenue

$14.1

$10.4

35%

OIBDA

$6.1

$4.9

26%

(Table

Notes: $ in millions; Quarters ended June 30th; Unaudited; NM = Not Meaningful))

Recorded

Music Revenue in the first quarter of fiscal 2027 was $14.1 million, an increase of 35% compared to $10.4 million in last year’s

first quarter. The increase was driven by an increase in digital revenue, primarily due to the acquisition of additional music catalogs

and continued growth at music streaming services, an increase in synchronization revenue driven by the timing of licenses, and an increase

in physical due to timing of release schedules.

the first quarter of fiscal 2027, Recorded Music OIBDA increased 26%, to $6.1 million, compared to $4.9 million in the first quarter

of fiscal 2026. Recorded Music OIBDA margin in the first quarter decreased from 46% to 43%. The increase in OIBDA primarily reflects

an increase in revenues, while the decrease in OIBDA margin primarily reflects an increase in cost of revenue as a percentage of revenues,

partially offset by a decrease in administration expenses as a percentage of revenues.

Balance

Sheet and Liquidity

For

the three months ended June 30, 2026, cash used in operating activities was ($1.4) million, a decrease of $7.4 million compared to the

same period last year, primarily due to the timing of royalty payments and the recoupment of royalty advances.

of June 30, 2026, Reservoir had cash and cash equivalents of $13.7 million and $85.2 million available for borrowing under its revolving

credit facility, for total available liquidity of $98.9 million. Total debt was $462.2 million (net of $2.7 million of deferred financing

costs) and Net Debt was $448.5 million (defined as total debt, less cash and equivalents and deferred financing costs). This compares

to cash and cash equivalents of $25.9 million and $91.2 million available for borrowing under its revolving credit facility, for total

available liquidity of $117.1 million as of March 31, 2026. Total debt was $455.7 million (net of $3.1 million of deferred financing

costs) and Net Debt was $429.8 million as of March 31, 2026.

Fiscal

Year 2027 Outlook

Reservoir

reiterates its previously provided financial outlook range for fiscal year 2027, and expects the financial results for the year ending

March 31, 2027, to be as follows:

Outlook

Guidance

Growth

(at

mid-point)

Revenue

$186M

- $191M

Adjusted

EBITDA

$75M

- $79M

Jim

Heindlmeyer, Chief Financial Officer of Reservoir, said, “Our strong first quarter performance was in line with our expectations,

driven by top-line growth and disciplined cost containment, and provides a solid foundation for the remainder of fiscal 2027. Our healthy

cash flow generation and balance sheet flexibility continues to support strategic investments in new creators, notably in high-growth

emerging markets, while maintaining a position of financial strength. We remain on track to achieve our previously issued revenue and

adjusted EBITDA guidance for fiscal year 2027.”

Conference

Call Information

Reservoir

is hosting a conference call for analysts and investors to discuss its financial results for the first quarter for fiscal year ending

March 31, 2027 at 10:00 a.m. EDT today, August 4, 2026. The conference call can be accessed via webcast in the Investor Relations section

of the Company’s website at https://investors.reservoir-media.com/news-and-events/events-and-presentations.

Interested

parties may also participate in the call using the following registration link: Here. Once registered, participants will receive a dial-in

number as well as a PIN to enter the event. Participants may re-register for the conference call in the event of a lost dial-in number

or PIN. Shortly after the conclusion of the conference call, a replay of the audio webcast will be available in the investor relations

section of Reservoir’s website for 30 days after the event.

About

Reservoir Media, Inc.

Reservoir

is an independent music company based in New York City and with offices in Los Angeles, Nashville, Toronto, London, Abu Dhabi, Mumbai,

and Cairo. Reservoir is the first female-founded and led publicly traded independent music company in the U.S. Founded as a family-owned

music publisher in 2007, Reservoir represents copyrights and master recordings including titles dating as far back as 1900 and hundreds

of #1 releases worldwide. Reservoir frequently holds a Top 10 U.S. Market Share according to Billboard's Publishers Quarterly, was twice

named Publisher of the Year by Music Business Worldwide's The A&R Awards and won Independent Publisher of the Year at the 2020 and

2022 Music Week Awards.

Reservoir

also represents a multitude of recorded music through Chrysalis Records, Tommy Boy Music, and Philly Groove Records and manages artists

through its ventures with Blue Raincoat Music and Big Life Management.

Forward-Looking

Statements

This

press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are

made in reliance on the safe harbor protections provided thereunder. Forward-looking statements are typically identified by words such

as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,”

“forecast,” “intend,” “may,” “might,” “outlook,” “plan,” “possible,”

“potential,” “predict,” “project,” “should,” “target,” “would”

and other similar words and expressions. Forward-looking statements in this press release relate to, among other things: Reservoir’s

anticipated financial condition, results of operations and performance, expected growth, plans and objectives for future operations,

business prospects and market conditions. Forward-looking statements are based on the current expectations and beliefs of management

and information currently available to management. These statements are inherently subject to a number of risks, uncertainties and assumptions,

many of which are outside of our control and could cause future events or results to be materially different from those stated or implied

in this press release, including the risk factors that are described in Reservoir’s Annual Report on Form 10-K for the year ended

March 31, 2026 and our other filings with the SEC available on the SEC’s website at www.sec.gov or Reservoir’s

website at www.reservoir-media.com. Any forward-looking statement made in this press release speaks only as of the date

on which it is made and Reservoir undertakes no obligation to update or revise any forward-looking statement, whether as a result of

new information, future developments or otherwise.

Reservoir

Media, Inc. and Subsidiaries

Condensed

Consolidated Statements of Operations

Three

Months Ended June 30, 2026 versus June 30, 2025

(Unaudited)

(Expressed

in U.S. dollars)

Three Months Ended

June 30,

2026

2025

% Change

Revenues

$ 41,482,053

$ 37,164,293

12 %

Costs and expenses:

Cost of revenue

14,788,122

13,192,715

12 %

Amortization and depreciation

8,295,471

7,313,737

13 %

Administration expenses

13,020,086

11,211,147

16 %

Total costs and expenses

36,103,679

31,717,599

14 %

Operating income

5,378,374

5,446,694

(1 )%

Interest expense

(6,905,300 )

(6,295,958 )

(Loss) gain on foreign exchange

(43,542 )

1,095,414

Gain (loss) on fair value of swaps

925,853

(997,165 )

Other (expense) income, net

(102,896 )

(163,776 )

Loss before income taxes

(747,511 )

(914,791 )

Income tax benefit

(239,125 )

(271,066 )

Net loss

(508,386 )

(643,725 )

Net loss attributable to noncontrolling interests

415,275

88,066

Net loss attributable to Reservoir Media, Inc.

$ (93,111 )

$ (555,659 )

Loss per common share:

Basic

$ -

$ (0.01 )

Diluted

$ -

$ (0.01 )

Weighted average common shares outstanding:

Basic

65,752,884

65,369,891

Diluted

65,752,884

65,369,891

Reservoir

Media, Inc. and Subsidiaries

Condensed

Consolidated Balance Sheets

June

30, 2026 versus March 31, 2026

(Unaudited)

(Expressed

in U.S. dollars)

June 30,

2026

March 31,

2026

Assets

Current assets

Cash and cash equivalents

$ 13,660,380

$ 25,927,462

Accounts receivable

42,706,945

40,832,075

Current portion of royalty advances

15,999,934

16,368,968

Other current assets

4,938,838

9,409,757

Total current assets

77,306,097

92,538,262

Intangible assets, net

799,847,481

788,740,821

Equity method and other investments

2,704,261

2,830,766

Royalty advances, net of current portion and reserves

56,004,440

54,128,586

Property and equipment, net

803,656

661,986

Operating lease right of use assets, net

7,587,776

7,889,862

Fair value of swap assets

1,993,188

1,356,878

Other assets

2,641,076

1,529,920

Total assets

$ 948,887,975

$ 949,677,081

Liabilities

Current liabilities

Accounts payable and accrued liabilities

$ 3,363,899

$ 4,116,221

Royalties payable

45,334,589

52,323,565

Accrued payroll

807,728

2,672,350

Deferred revenue

3,755,963

2,472,734

Other current liabilities

5,159,837

3,408,651

Income taxes payable

682,208

547,932

Total current liabilities

59,104,224

65,541,453

Secured line of credit

462,151,603

455,705,468

Deferred tax liability

42,013,356

41,786,064

Operating lease liabilities, net of current portion

7,110,527

7,445,152

Fair value of swap liability

289,543

Other liabilities

318,697

345,149

Total liabilities

570,698,407

571,112,829

Contingencies and commitments

Shareholders' Equity

Preferred stock

Common stock

6,594

6,561

Additional paid-in capital

347,020,691

346,933,189

Retained earnings

31,357,123

31,450,234

Accumulated other comprehensive loss

(624,605 )

(670,772 )

Total Reservoir Media, Inc. shareholders' equity

377,759,803

377,719,212

Noncontrolling interest

429,765

845,040

Total shareholders' equity

378,189,568

378,564,252

Total liabilities and shareholders' equity

$ 948,887,975

$ 949,677,081

Supplemental

Disclosures Regarding Non-GAAP Financial Measures

This

press release includes certain financial information, such as OIBDA, OIBDA margin, EBITDA, Adjusted EBITDA, and Net Debt, which has not

been prepared in accordance with United States generally accepted accounting principles (“GAAP”). Reservoir’s management

uses these non-GAAP financial measures to evaluate Reservoir’s operations, measure its performance and make strategic decisions.

Reservoir believes that the use of these non-GAAP financial measures provides useful information to investors and others in understanding

Reservoir’s results of operations and trends in the same manner as Reservoir’s management and in evaluating Reservoir’s

financial measures as compared to the financial measures of other similar companies, many of which present similar non-GAAP financial

measures. However, these non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgments by

Reservoir’s management about which items are excluded or included in determining these non-GAAP financial measures and, therefore,

should not be considered as a substitute for net income, operating income or any other operating performance measures calculated in accordance

with GAAP. Using such non-GAAP financial measures in isolation to analyze Reservoir’s business would have material limitations

because the calculations are based on the subjective determination of Reservoir’s management regarding the nature and classification

of events and circumstances. In addition, although other companies in Reservoir’s industry may report measures titled OIBDA, OIBDA

margin, Adjusted EBITDA, and Net Debt, or similar measures, such non-GAAP financial measures may be calculated differently from how Reservoir

calculates such non-GAAP financial measures, which reduces their overall usefulness as comparative measures. Because of these limitations,

such non-GAAP financial measures should be considered alongside other financial performance measures and other financial results presented

in accordance with GAAP. You can find the reconciliation of these non-GAAP financial measures to the nearest comparable GAAP measures

in the tables below.

OIBDA

Reservoir

evaluates operating performance based on several factors, including its primary financial measure of operating income before non-cash

depreciation of tangible assets and non-cash amortization of intangible assets (“OIBDA”). Reservoir considers OIBDA to be

an important indicator of the operational strengths and performance of its businesses and believes this non-GAAP financial measure provides

useful information to investors because it removes the significant impact of amortization from Reservoir’s results of operations.

However, a limitation of the use of OIBDA as a performance measure is that it does not reflect the periodic costs of certain capitalized

tangible and intangible assets used in generating revenues in Reservoir’s businesses and other non-operating income (loss). Accordingly,

OIBDA should be considered in addition to, not as a substitute for, operating income, net income (loss) attributable to us and other

measures of financial performance reported in accordance with GAAP. In addition, our definition of OIBDA may differ from similarly titled

measures used by other companies. OIBDA Margin is defined as OIBDA as a percentage of revenue.

EBITDA

and Adjusted EBITDA

EBITDA

is defined as earnings (net income or loss) before net interest expense, income tax (benefit) expense, non-cash depreciation of tangible

assets and non-cash amortization of intangible assets and is used by management to measure operating performance of the business. Adjusted

EBITDA, in addition to adjusting net income (loss) to exclude income tax expense, interest expense and depreciation and amortization,

further adjusts net income (loss) by excluding items or expenses such as, among others, (1) any non-cash charges (including any impairment

charges and loss on early extinguishment of debt and to write-down an equity investment to its estimated fair value), (2) any net gain

or loss on foreign exchange, (3) any net gain or loss resulting from interest rate swaps, (4) equity-based compensation expense and (5)

certain unusual or non-recurring items.

Adjusted

EBITDA is a key measure used by Reservoir’s management to understand and evaluate operating performance, generate future operating

plans, and make strategic decisions regarding the allocation of capital. However, certain limitations on the use of Adjusted EBITDA include,

among others, (1) it does not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenue

for Reservoir’s business, (2) it does not reflect the significant interest expense or cash requirements necessary to service interest

or principal payments on Reservoir’s indebtedness and (3) it does not reflect every cash expenditure, future requirements for capital

expenditures or contractual commitments. In particular, Adjusted EBITDA measure adds back certain non-cash, unusual or non-recurring

charges that are deducted in calculating net income (loss); however, these are expenses that may recur, vary greatly and are difficult

to predict. In addition, Adjusted EBITDA is not the same as net income (loss) or cash flow provided by operating activities as those

terms are defined by GAAP and does not necessarily indicate whether cash flows will be sufficient to fund cash needs.

Net

Debt

Reservoir

defines Net Debt as total debt, less cash and equivalents and deferred financing costs.

Reservoir

Media, Inc. and Subsidiaries

Reconciliation

of Operating Income to OIBDA

Three

Months Ended June 30, 2026 versus June 30, 2025

(Unaudited)

(Dollars

in thousands)

For the Three Months Ended

June 30,

2026

2025

Revenues

$ 41,482

$ 37,164

Cost of revenue

14,788

13,193

Administration expenses

13,020

11,211

OIBDA

13,674

12,760

Amortization and depreciation

8,295

7,314

Operating income

$ 5,378

$ 5,447

Reservoir

Media, Inc. and Subsidiaries

Music

Publishing Segment OIBDA

Three

Months Ended June 30, 2026 versus June 30, 2025

(Unaudited)

(Dollars

in thousands)

For the Three Months Ended

June 30,

2026

2025

Revenues

$ 26,513

$ 24,933

Cost of revenue

10,475

10,437

Administration expenses

8,267

6,933

OIBDA

$ 7,771

$ 7,564

Reservoir

Media, Inc. and Subsidiaries

Recorded

Music Segment OIBDA

Three

Months Ended June 30, 2026 versus June 30, 2025

(Unaudited)

(Dollars

in thousands)

For the Three Months Ended

June 30,

2026

2025

Revenues

$ 14,100

$ 10,444

Cost of revenue

4,313

2,756

Administration expenses

3,678

2,834

OIBDA

$ 6,110

$ 4,854

Reservoir

Media, Inc. and Subsidiaries

Reconciliation

of Net Loss to Adjusted EBITDA

Three

Months Ended June 30, 2026 versus June 30, 2025

(Unaudited)

(Dollars

in thousands)

For the Three Months Ended

June 30,

2026

2025

Net Loss

$ (508 )

$ (644 )

Income Tax Benefit

(239 )

(271 )

Interest Expense

6,905

6,296

Amortization and Depreciation

8,295

7,314

EBITDA

14,453

12,695

Loss (Gain) on Foreign Exchange(a)

(1,095 )

(Gain) Loss on Fair Value of Swaps(b)

(926 )

997

Non-cash Share-based Compensation(c)

1,820

1,134

Transaction Costs(d)

201

Other Expense (Income), Net(e)

103

164

Adjusted EBITDA

$ 15,695

$ 13,895

(a) Reflects

the loss or (gain) on foreign exchange fluctuations.

(b) Reflects

the non-cash (gain) or loss on the mark-to-market of interest rate swaps.

non-cash share-based compensation expense related to the Reservoir Media, Inc. 2021 Omnibus

Incentive Plan.

(d) Reflects

transaction costs primarily professional fees, incurred in connection with structuring associated

with certain strategic growth initiatives, the acquisition of Viral Wave, which closed in

April 2026, and by the independent special committee (“Special Committee”) of

the Company’s Board of Directors. The Special Committee was formed to evaluate the

previously disclosed non-binding and unsolicited acquisition proposals received by the Company.

(e) Reflects

Reservoir’s share of losses recorded by equity method investments.

Media

Contact

Reservoir

Media, Inc.

Suzy

Arrabito

Vice

President, Marketing & Communications

sa@reservoir-media.com

www.reservoir-media.com

Investor

Contact

Alpha

IR Group

Jackie

Marcus or Nathan Skown

RSVR@alpha-ir.com

Source:

Reservoir Media, Inc.

###

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