Goodwill was $34.0 million as of September 30, 2026 and as of December 31, 2025. There was no impairment of goodwill during the nine months ended September 30, 2026 and 2025.

On September 30, 2025, Gaia completed an acquisition of UTV L.L.C. (“UTV”), in accordance with ASC Topic 805 Business Combinations for a purchase price of $2.5 million, of which $0.2 million was accrued for as a liability as of September 30, 2026, and will be settled in cash during 2027. This transaction resulted in $2.0 million of goodwill which is expected to be deductible for tax purposes and $0.5 million of assets including acquired media and customer relationships intangibles. The Company entered into this transaction to acquire content, expand market presence, increase member base, and market to a core growth audience focused on conscious lifestyle. There were no other adjustments to goodwill during the period.

The following table presents unaudited pro forma revenue and earnings for the three and nine months ended September 30, 2025 and are based on the individual historical results of UTV and Gaia, with adjustments to give effect as if the acquisition had occurred on January 1, 2024 after giving effect to certain adjustments, including the amortization of intangible assets and assumes the purchase price was allocated to the assets purchased and liabilities assumed based on their fair market values at the date of purchase:


	For the Three Months Ended September 30,			For the Nine Months Ended September 30,
(in thousands)	2025			2025
Revenues, net	$	25,528		$	75,244
Net loss	$	(1,345	)	$	(4,434	)

The unaudited pro forma information is presented for illustrative purposes only and is not necessarily indicative of the operating results that would have occurred had the transactions been consummated as of January 1, 2024. Furthermore, such pro forma information is not necessarily indicative of future operating results of the combined companies and should not be construed as representative of the operating results of the combined companies for any future dates or periods.

Investments and other assets, net represents Gaia’s investments in entities for which we do not exercise significant influence or have significant ownership stake, as well as any assets that are held for sale not in the ordinary course of business.

Other intangible assets, net include customer-related intangible assets amortized on a straight-line basis over 24 and 48 months and domain names.

Investments and other assets, net consist of the following as of September 30, 2026 and December 31, 2025:


	As of September 30,		December 31,
(in thousands)	2026		2025
Investments	$	7,546	$	7,540
Other intangible assets, net		783		948
Investments and other intangible assets, net	$	8,329	$	8,488

The following table represents our other intangible assets, net by major asset class as of the dates indicated, which are included in Investments and other intangible assets, net on the accompanying condensed consolidated balance sheets as of September 30, 2026 and December 31, 2025:


(in thousands)	September 30, 2026			December 31, 2025
Amortizable Intangible Assets
Customer relationships	$	440		$	2,440
Accumulated amortization		(220	)		(2,055	)
Customer relationships, net	$	220		$	385

Tradenames	$	270		$	270
Accumulated amortization		(270	)		(270	)
Tradenames, net	$	—		$	—

Unamortized Intangible Assets
Domain names	$	563		$	563

Other intangible assets, net	$	783		$	948

The customer-related intangible assets are amortized on a straight-line basis over 24 and 48 months. Amortization expense was $55 thousand and $165 thousand for the three and nine months ended September 30, 2026, respectively, and $142 thousand and $426 thousand for the three and nine months ended September 30, 2025, respectively. Amortization expense is included in selling and operating expense and corporate, general and administration expense in the accompanying consolidated statements of operations. The weighted-average remaining useful life for these intangible assets is 12 months. Future amortization of our amortizable intangible assets as of September 30, 2026 is expected to be $55 thousand for the remainder of the year ended December 31, 2026 and $165 thousand for the year ended December 31, 2027.

On September 30, 2025, Gaia entered into a cost method investment in Orion Architect LLC (“Orion”) for $2 million in accordance with ASC Topic 321. Following the close of the investment, the Company holds less than 10% ownership of the investee. The Company does not have significant influence over the investee as there is no representation on the investee’s board of directors, no participation in policy-making decisions, and no material intercompany transactions. The investment is accounted for under the measurement alternative in ASC Topic 321 because the equity security does not have a readily determinable fair value. Under the measurement alternative, the investment is measured at cost, less impairment, if any, plus or minus changes resulting from observable transactions for identical or similar investments of the same issuer. During the three and nine months ended September 30, 2026, no impairment was recognized.