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Welcome to the 2026 Annual General and Special Meeting of illumin Holdings, Inc. Please note that the meeting is being recorded. I would like to introduce Sheldon Pollack, Chair of today's meeting. Mr. Pollack, the floor is yours.

Thank you. Ladies and gentlemen, welcome to the Annual General and Special Meeting of Shareholders of illumin Holdings, Inc. My name is Sheldon Pollack and as the Chair of the Board of Directors of the corporation, I will chair today's meeting. On behalf of the Board, I wish to express thanks to those shareholders who have submitted their proxies in advance. We are pleased to host the meeting through this virtual meeting platform, accessible to all shareholders regardless of physical location. Please note that only registered shareholders and duly appointed proxy holders of illumin Holdings, Inc. are permitted to participate in the voting and ask questions on those matters which will be considered during the formal portions of this meeting.

I now call to order the Annual General and Special Meeting of the Corporation shareholders. With the consent of the meeting, I appoint Michael Amaro as the Secretary of the meeting, and I also appoint Julie Kim of TSX Trust Company as scrutineer of the meeting to report on the holders of common shares present in person, to report on the number of common shares represented at this meeting, to tabulate the votes on any ballot taken at this meeting and to report thereon to me as a Chair of the meeting.

I have received the scrutineers' preliminary report on attendance at today's meeting and I can confirm that there is a quorum present at this meeting. A copy of the final report on attendance will be filed with the records of the meeting. We've received confirmation from our TSX from our transfer agent, TSX Trust Company, indicating that proper notice of the meeting has been given in accordance with the Canada Business Corporations Act and the bylaws of the corporation. I direct that a copy of the notice with proof of mailing be kept by the secretary with the records of the meeting.

The purposes of today's meeting are set out in the management information circular dated May 6, 2026, copies of which were mailed to shareholders on May 21, 2026, together with the notice of the meeting and the form of proxy. Copies of the management information circular and other meeting materials are available under the corporation's profile on the SEDAR+ website. In addition to the customary annual meeting matters, there's also 2 items of special business for your consideration today. You'll be asked to consider and, if thought advisable, pass with or without variation, one, an ordinary resolution to appoint BDO Canada LLP as auditor of the corporation for the ensuing year and to authorize the directors to fix their remuneration; and two, an ordinary resolution to approve the unallocated awards rights and other entitlements under the corporation's Omnibus incentive plan. We will refer to this resolution as the LTIP renewal resolution.

Before we proceed to the matters to be considered at this meeting as this meeting is being held virtually via live webcast, I will set out a few rules for the orderly conduct of the meeting. One, Questions in respect of a motion may be submitted by a registered shareholder or duly appointed proxy holder using the instant messaging service of the TSX Trust platform. Please note that there will be a slight delay in the publication of the communication received.

Two, in submitting a question, please indicate your name, which entity you represent, if any, and confirm that you are a registered shareholder or a duly appointed proxy holder. Three, questions will generally appear shortly after they are submitted, but I will only be addressing most questions during the question period at the end of the meeting. However, in my discretion, I may immediately deal with questions regarding procedural matters or questions directly related to the motions before the meeting. Four, for the purposes of the meeting today, voting on all matters will be conducted via an electronic ballot. Voting on all matters will be possible starting in a few moments once the polls are declared open. Registered shareholders and duly appointed proxy holders may cast their votes by clicking on the voting button on the left side of the screen. Voting on all matters of the meeting will be open at the same time.

If you've already submitted your vote by proxy, you should not vote during the meeting unless you wish to change your vote. I now declare the polls open on all resolutions so that registered shareholders or proxy holders may choose to register their votes at any time from now until we close the polls at the end of the meeting. I now declare that this meeting is regularly called and properly constituted for the transaction of business. To expedite the formal part of the meeting, I will move all motions and dispense with the requirements for seconding of motions.

The first item of business is the presentation of the corporation's consolidated financial statements for the financial year ended December 31, 2025, and the auditor's report thereon. These financial statements and the auditor's report were mailed to shareholders who did not opt out on March 18, 2026, and are also posted and available on SEDAR+. I will dispense with the reading of the auditor's report. Management will entertain questions with respect to the financial statements of the corporation in the general questions period after the formal portion of today's meeting.

The next matter to be acted upon is the election of 5 individuals to the Board of Directors. The term of office of the directors is from today until the close of the next annual meeting of shareholders or until such time as their successors have been duly elected or appointed. As per the management information circular, the following persons have been nominated as directors of the corporation to hold office until the close of the next Annual Meeting of Shareholders or until his or her successors are duly elected or appointed: David Andrews, Bruce Barker, Tal Hayek, Paul Khawaja and myself, Sheldon Pollack. Each of the persons nominated has confirmed that he is prepared to serve as a director, and each of them qualifies as a director under the provisions of the Canada Business Corporations Act. The act requires that Board of Directors be elected. Proxies have been solicited for each of these 5 proposed qualified persons.

The corporation did not receive notice of any director nominations in connection with the meeting in accordance with the advanced notice bylaw. Accordingly, the only persons eligible to be nominated for election to the Board of Directors of the corporation are the nominees whose names I have mentioned. Since there are no further nominations, I move a motion proposing the election of these 5 directors. The motion is now on the floor. As mentioned at the beginning of this meeting, voting today will be conducted by electronic ballot. You'll be prompted to vote on all items after the presentation of the final item of business. However, if you wish, you may choose to register your votes at any time, including now.

I'll now move to the next item of business, which is the appointment of the auditors of the corporation for the ensuing year and to authorize the directors of the corporation to fix the remuneration of the auditors. The Audit Committee of the Board has approved, subject to shareholder confirmation, the appointment of BDO Canada LLP as the auditors of the corporation. I move that BDO Canada LLP be appointed auditors of the corporation until the next Annual Meeting of Shareholders and that the Board of Directors be authorized to fix their remuneration. The motion is now on the floor. You'll be prompted to vote on the appointment of the auditors after the presentation of all business items for this meeting.

I'll now move to the next item of business, which is the approval of the corporation's LTIP renewal resolution. The corporation's Omnibus incentive plan is designed to promote the alignment of interest among employees, directors, officers and shareholders of the corporation. The Omnibus incentive plan allows for a variety of equity-based awards that provide different types of incentives to be granted to certain officers, directors, employees and consultants. The rules of the Toronto Stock Exchange require that every 3 years after institution, all unallocated awards, rights or other entitlements under a security-based compensation arrangement that does not have a fixed maximum number of securities issuable must be approved by shareholders. The corporation's Omnibus incentive plan was last approved by shareholders on June 14, 2023.

Under the current rules of the Toronto Stock Exchange shareholders improved -- shareholder approval of the unallocated awards, rights or other entitlements under the Omnibus Incentive Plan as provided for below will remain valid for 3 years following today's meeting. The text of the LTIP renewal resolution is set out on Page 16 of the Management Information Circular. In order for this LTIP renewal resolution to be approved, it must receive the affirmative vote of not less than a majority of the votes cast in respect thereof by the shareholders of the corporation present today virtually in person or represented by proxy. I move that the corporation's LTIP renewal resolution be approved. The motion is now on the floor. You'll be promoted to vote on the approval of the corporation's LTIP renewal resolution after presentation of all business items for the meeting.

I'll now move to the voting items business. As previously mentioned, voting today will be conducted by electronic ballot. You'll now be prompted to register your vote in respect of each of today's business items for this meeting. Please register your votes by accessing the voting page when prompted and pressing the for or withhold or against buttons next to as applicable, the name of each proposed director, the resolution with respect to the appointment of BDO Canada LLP as the corporation's auditors and the approval to fix the remuneration of the auditors and the approval of the LTIP renewal resolution. Once the electronic balloting closes, the voting page will disappear, and your votes will automatically be submitted. Please note that once the polls are declared closed, you will no longer be able to submit your votes.

We'll now wait a few minutes for the completion of the electronic ballots and then move on with the remainder of the meeting. We will provide registered shareholders and duly appointed proxy holders approximately 1 minute to complete the electronic ballots. Once voting is completed, I would ask that the scrutineer compile the report regarding the results on voting on all business matters. We will reconvene in a few moments with the scrutineer's report and the voting results.

[Voting]

Thank you for waiting. I now declare the polls closed. I've received the scrutineer's report and confirm the following: Each of the 5 nominees have been elected as directors of the corporation to serve until the next Annual Meeting of Shareholders or until their successors are elected or appointed. The appointment of BDO Canada LLP as the auditors of the corporation has been approved, and the Board of Directors of the corporation has been authorized to fix their remuneration, and the corporation's LTIP renewal resolution set forth on Page 16 of the Management Information Circular has been approved. I directed the results of the poll for the election of the directors be included in the minutes of this meeting announced in a press release in accordance with the policies of the Toronto Stock Exchange and filed on SEDAR+. Since I'm not aware of any further business to be brought before the meeting, I declare the meeting terminated.

As the formal business of the meeting of shareholders of the corporation has now been completed, I would like to turn over the floor if required, to Tal Hayek and to Michael Amaro for any questions. I ask that all registered shareholders who would like to ask a question, use the ask a question feature on the TSX Trust platform to do so. We will answer as many questions as time permits. When asking your question, please state your name, your -- the entity you represent, if any, confirm you are a registered shareholder or a duly appointed proxy holder. Please limit your questions to topics relating to today's subject matter and keep your questions short and to the point. Only questions directly pertaining to today's business items for the meeting will be answered. We will now give attendees a brief moment to type their questions.

As there appears to be no questions, on behalf of management, our Board of Directors and our employees, I would like to take the opportunity to thank everyone for attending the meeting today. I'd like to thank all of our shareholders for their commitment. And on that note, I'd like to call this meeting terminated. Thank you.

Thank you for attending today's meeting. You may now disconnect.

Good morning, everyone. Before we begin the official remarks, here is the cautionary note regarding forward-looking information. Certain information to be discussed during this call contains forward-looking statements within the meaning of applicable securities laws, including, among others, statements concerning the company's objectives, the company's strategy to achieve those objectives as well as statements with respect to management's beliefs, plans, estimates and intentions and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts.

Such forward-looking statements reflect management's current beliefs and are based on information currently available to management and are subject to a number of significant risks and uncertainties that could cause actual results to differ materially from those anticipated. Please refer to the cautionary statement and the risk factors identified in our filings with SEDAR for a more detailed explanation of the inherent risks and uncertainties that could affect such forward-looking statements. Following the presentation, we will conduct a Q&A session. I would now like to turn the conference call over to Tal Hayek, Chief Executive Officer.

Good morning, everyone, and thank you for joining us on our first quarter of 2026 earnings call. My name is Tal Hayek. I'm the Co-Founder and returning CEO of Illumin. I'm going to start with a brief overview of the quarter, followed by an update on our platform and go-to-market progress. Then I'll turn it over to Michael Amaro, our Interim Chief Financial Officer, for the detailed review of our financials.

Our first quarter showed a solid top line growth with a revenue up 20% year-over-year to $35 million, driven by strong performance of our Exchange business where we continue to see strong momentum from both new and existing customers. Exchange revenue increased 45% year-over-year to $17.4 million. We are very proud of the Exchange team that's doing a phenomenal job.

While it's true that overall, the quarter showed strong growth, we've seen mixed performance across the business. Exchange continued to lead the quarter, while the DSP part of the business saw nominal growth. Along with the shift in revenue mix towards lower-margin lines, this puts pressure on our gross margin, which came in at 35% and impacted overall profitability for the quarter. Improving this mix is a key focus for us moving forward. In Self service, revenue was $8.4 million, flat year-over-year and represent 24% of our total revenue.

Now let's talk about me. For those of you who don't know me, I was one of the founders of the company back in 2009. I led this company for 14 years. Most of the years were very, very aggressive growth. We've gone public on the Venture Exchange first, then on the big board in Toronto Stock Exchange then on the NASDAQ. We have bought 4 companies under me. We had an M&A practice and we bought 4 companies.

2 years ago, I was burnt out and I decided to find a replacement for myself. The last 2 years, I done a lot of traveling, spent a lot of time with my family and my kids, my wife and really invested in myself. And I am now back with a lot of renewed energies, and I'm ready to do this again. We've gone through a number of hard times in this company's lifetime. 2 specifically that I remember that one of them was back in 2017 and one of them was during COVID. Both times, it felt like it was the end of the world, but we recovered and we became better and stronger after it. And I believe this will be the same case now.

So as I walked into the situation in the company, we're burning a lot of cash that our revenue, our DSP revenue is down or flat. The first week as the CEO, we executed some layoffs. I can tell you that it is not the fun part of my job. That's the part of the job that I hate the most, but it needed to happen. We were burning way too much cash. So within the first few days, we've done that.

We also asked our team members to start coming back to the office 3 times a week versus 2 times a week as I feel that we all need to kind of be together and get the team spirit back in order to get this company to win again. Now what are we focusing on the future? The big focus is on revenue. We are going to grow our DSP revenue. We are going to increase our margins, and we're going to become profitable again. That's my focus.

How we're going to do it? We're working on strengthening our sales team, obviously, working on the marketing side as well. I think this is a really great time for the M&A opportunities out there. So when we were buying companies back in the day, multiples were low and it made sense, then the multiples became extremely high. It didn't make sense anymore.

Well, guess what? Multiples are lower than ever now, and that's a great opportunity to start buying other companies. So we're working on executing a plan for finding those targets and acquiring the targets. We will likely buy smaller companies. So I would say, $15 million to $30 million in revenue roughly. But we are going to be able to remove a lot of the expenses, technically most of their expenses as we will not need 2 technologies.

We will probably be able to improve the margins that they have and retain the revenue. So I'm really liking that concept, and we also will not likely need to raise any money because we usually pay a little upfront and earn-out. So we do give opportunities for founders, operators to exit, but it's more like there's a little bit of money upfront and the rest of it is coming in the next 3 years.

So we're giving you a pathway to exit. Out of the 4 acquisitions that we've done, 3 of them were done that way, and I believe it went very well. I also want to share that I have a lot of reasons that I want this company to succeed. One of them is, I am a very big shareholder of the company. But for those of you who ever started a business and saw it succeed, it's like your baby.

So when I saw that the company is in trouble and the Board and I were talking about me coming back, I was thinking about it. Do I want to give up my freedom or look for another CEO? The answer for me was actually very clear. I was missing a purpose and Illumin is a great purpose. The first day I walked into the job, I felt like at home and alive. I know exactly what we need to do here in order to succeed. And I'm not going to say I'm going to do it, we are going to do it because we have a great team that is all ready to go and all want to win again.

With that, I'll turn it over to Michael for a closer look at the financials.

Thank you, Tal. Good morning, everyone, and thank you for joining our 2026 first quarter earnings call, which we reported earlier today. First quarter 2026 revenue was $35.0 million, representing 20% growth from $29.1 million in Q1 2025. Exchange service continued to be a strong performer this quarter, while our strategic initiatives surrounding managed service started to take root.

Self service revenue performance was flat for the quarter. Gross profit or net revenue for the first quarter of 2026 was $12.4 million compared with $12.9 million in Q1 of 2025, reflecting a change in revenue mix, the absence of higher-margin client activity in 2026 and broader product mix dynamics. Gross margin for the quarter was 35.4% compared to 44.5% in the prior year period. This year-over-year change was driven by a higher proportion of revenue from service lines with lower margins, such as Exchange service.

Exchange service revenue for the first quarter increased 45% year-over-year to $17.4 million, reflecting strong new customer acquisitions and augmented spend from existing clients. This performance underscores the impact of the strategic investments we made over the past year, core technology enhancements, strengthened external partnerships and expanded customer capabilities.

Turning to Self service. Revenue was $8.4 million for the quarter, which was relatively flat to prior year and represented 24% of total revenue and saw 7 net new clients added. In Managed service, revenue was $9.3 million for the first quarter, an increase of 7% compared to $8.7 million in Q1 of 2025. This favorable variance was driven by a higher volume of spend by customers largely due to enhanced features with external partners.

Total operating expenses for the first quarter of 2026 were $16.6 million compared to $15.5 million during the same prior year period. The year-over-year increase reflected higher general and administrative costs and depreciation and amortization that was partially offset by lower technology expenses and share-based compensation.

The increase in general and administrative costs was primarily due to a lower reversal of annual bonus accruals and a higher bad debt provision, partially offset by lower salaries and benefits from lower headcount. The increase in depreciation and amortization was attributable to an increase in capitalized costs, partially offset by certain lease equipment assets becoming fully amortized.

Q1 2026 operating expenses as a percentage of revenue was 47.5% compared to 53.3% in Q1 2025 and is down primarily as a result of the increased revenue. First quarter adjusted EBITDA was a loss of $2.0 million compared to $0.4 million in the prior year period, primarily due to lower gross profit as a result of lower gross margins and higher operating costs, as mentioned before.

Net loss for the first quarter of 2026 was $3.2 million compared to $1.9 million in Q1 2025. This year-over-year change reflects the factors mentioned as well as higher income tax expense, partially offset by higher foreign exchange gain. Income tax expense was $252,000 in the current period compared to a benefit of $63,000 in the same prior year period, primarily due to higher Exchange service revenue.

Net foreign exchange was $940,000 for the quarter compared to $311,000 in the same prior year period, largely due to the U.S. dollar strengthening against the Canadian dollar in the current quarter as compared to the prior year quarter. Effective December 31, 2025, the company commenced a normal course issuer bid or NCIB to purchase for cancellation up to 3.8 million of its outstanding common shares.

As of March 31, 2026, 686,558 shares have been purchased and canceled under this program at an average price of $0.85 per share, totaling $581,000. The NCIB remains open and can continue until December 30, 2026, or until we reach our targeted repurchase limit. We ended the quarter with $37.5 million in cash versus $43.8 million as of December 31, 2025. Cash was down primarily related to investments to enhance our product platform, operating losses, as mentioned before, timing of working capital, common share repurchases and lease payments, partly offset by foreign exchange gain on cash and cash equivalents.

Turning now to our balance sheet. We ended the quarter with $37.5 million in cash, no debt and have a strong balance sheet to support our long-term strategy. We are taking additional steps to find further efficiencies in our business to improve upon our liquidity and to improve our financial flexibility, to pursue selective, strategically aligned and accretive acquisition opportunities that expand our capabilities and enhance shareholder value.

We continue to see attractive opportunities and more rational valuations, and we'll continue to evaluate them with a disciplined approach as we move through 2026. As at March 31, 2026, total number of outstanding common shares stood at 51,201,537 compared to 51,602,090 shares as of December 31, 2025. This decrease reflects the share repurchases we made during the quarter, partly offset by the impact of shares issued through the exercise of vested equity instruments. Additionally, our insider share ownership is at 33.9%.

In conclusion, our first quarter 2026 results were mixed. We continue to see strong performance in our Exchange service line, while Managed service showed stable improvement in the first quarter, increasing 7% from the same prior year period, reflecting the strategic initiatives implemented during the latter part of the prior year. Self service remained relatively flat in the first quarter and is an opportunity for improvement.

Operating expenses increased year-over-year, but as mentioned, were largely due to lower noncash bonus accrual true-ups, partly offset by lower headcount and resized operating expenses to align with revenue levels. We ended the quarter with $37.5 million in cash and no debt. Investments made in product development and platform upgrades during 2026, the latter part of 2025 position us to support revenue growth efficiently. We continue to look for opportunities to improve operational efficiency and remain disciplined with our capital allocation.

With that, I'll now turn the call back over to Tal for closing remarks.

Thank you, Michael. For closing remarks, I want to share that moving forward, our priorities are focused on increasing DSP revenue by focusing on marketing and sales as well as increasing margins by increasing the DSP portions of the revenue mix. We are also going to pay special attention to M&A opportunities, and I believe there's going to be quite a few out there under these market conditions. So I'm very excited to be back. I don't have much good news yet, but give me a few quarters, and we will share a lot of good news. Okay. Now we're going to go to Q&A.

Good morning, everyone, and thank you for joining today's presentation of Illumin Holdings First Quarter Financial and Operating results. As there are no questions, this will conclude our time this morning. My thanks to Tal, Michael, and a special thanks to our shareholders for attending. Please join us next time as we present our second quarter 2026 financial and operating results. Bye for now.

Good morning, everyone. Before we begin the official remarks, I will read the cautionary note regarding forward-looking information. Certain information to be discussed during this call contains forward-looking statements within the meaning of applicable security laws, including, among others, statements concerning the company's objectives, the company's strategy to achieve those objectives as well as statements with respect to management's beliefs, plans, estimates and intentions and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts.

Such forward-looking statements reflect management's current beliefs and are based on information currently available to management and is subject to a number of significant risks and uncertainties that could cause actual results to differ materially from those anticipated. Please refer to the cautionary statement and the risk factors identified in our filings with SEDAR for a more detailed explanation of the inherent risks and uncertainties that could affect such forward-looking statements.

Following the presentation, we will conduct a Q&A session. I would now like to turn the conference call over to Simon Cairns, Chief Executive Officer.

Thank you, Steve, and good morning, everyone. Thank you for joining us for illumin's Fourth Quarter and Full Year 2025 Earnings Call. 2025 was a year in which illumin repositioned the business and our platform towards AI-assisted decision-making and not just campaign spending. This marks a significant shift from how illumin has historically positioned itself and its brand.

Historically, we've been known as a drag-and-drop DSP that helps marketers spend on campaigns. Through 2025, we invested beyond being just a DSP and emerged in 2026 as an AI-enabled platform centered on outcomes, helping marketers not just plan and spend, but now also on how to decide in real time where they want to allocate their budget and what their priorities are.

Whereas much larger providers offer these insights in days or even weeks later, illumin can now enable marketers to drive campaign and budget decisions in real time, setting us apart when it comes to campaign performance. Let me explain. We conducted customer interviews in late 2024, and we correctly perceived the market would shift away from pure-play DSPs in 2025. We invested in our DSP and turned it into a platform centered on outcomes, repositioning our brand and our platform, not just as an executor of ad campaigns, but as a leading enabler of real-time decision-making, when it comes to campaign options, spending and budget reallocation, all intent on driving outcomes for marketers.

To achieve this, we had to start by ensuring we have a robust exchange. A great outcomes platform needs great supply first and foremost, not just great demand experiences. So we leveraged what we already had and supported that product in its sales and abilities in 2025. We then spent $9 million to extend our DSP side of the platform towards outcomes and decision-making, in particular, real-time decision-making, while campaigns were still in flight. We rolled out several features in 2025 and into 2026 to support this.

Our intent positions us as a leader in enabling both better performance and smarter budget shifts for marketers, which is where future demand is and where fewer competitors can play. These investments show up in our 2025 results. Exchange sales showed strong growth throughout the year.

Sales in our DSP started weaker than last year, but sequentially improved through the year as our platform was rolled out. Our gross margin was impacted by mix shift in sales, which we believe will catch up going forward as the DSP and brand are repositioned in the market. The operational progress we made during the year, particularly the growth of Exchange and the return to sequential growth in self-service provides a stronger foundation as we enter 2026.

Turning specifically to Q4, I'll begin by reviewing the operational highlights for the fourth quarter and full year and then further discuss the evolution of the platform. After that, I'll turn the call over to Michael, our Interim Chief Financial Officer, who will review the financial results in greater detail. Revenue for the fourth quarter was $43.1 million compared to $49.9 million in the prior year period.

Full year revenue reached $143.6 million. These year-over-year comparisons were affected by the roll-off of 2 large clients that concluded in late 2024. Those engagements represented approximately $23 million of revenue in the prior year across the managed service and self-service segments of our business. Despite that headwind, underlying revenue trends improved progressively through 2025, culminating in strong sequential growth in the fourth quarter.

Looking more specifically at our business segments, Exchange service continued to scale rapidly, growing 48% year-over-year to $19.7 million in the fourth quarter. Exchange now represents a meaningful and growing portion of our revenue mix and reflects strong execution by our commercial and technology teams. Self-service revenue was $10.2 million, representing 23% sequential growth with 41 net new client additions during the quarter.

The organizational and go-to-market adjustments we implemented in late 2025 contributed to that improved momentum we saw in the fourth quarter. Managed service revenue was $13.3 million. While the segment experienced some softness during the year due to broader advertising spending patterns, it remained a stable contributor to the business. As our revenue mix evolves, particularly with the growth of Exchange, growth margins may have fluctuated in the near term.

However, these segments provide greater scalability, and we believe they position the company for stronger operating leverage over time. When we entered 2025, we saw a shift in the market away from our historical position, a journey platform that helps marketers execute campaigns via drag-and-drop interfaces. We spent $9 million in 2025, extending the platform and repositioning our brand towards outcomes, repositioning us as a leading enabler of real-time decision-making for marketers and moving us beyond being just a DSP.

We've historically been known as a platform that can combine media execution and measurement. But now we layer up real-time decision-making, and that extends us beyond the traditional territory of a DSP. What marketers increasingly need is the ability to understand campaign impact, while campaigns are running and adjust spend and strategy in real time. Most providers who do this take days or weeks, but illumin enables decision-making and budget shifts in real time while campaigns are still in flight.

To complement this, our response in 2025 included ensuring that every component of the illumin platform from planning through execution and measurement is designed around the outcomes our customers are trying to achieve. This was a departure from our past focus on just campaign planning and spend execution. During 2025, we made targeted investments across the platform to support that strategy. These investments included expanded support for connected TV, programmatic guarantee capabilities and deeper integrations with major media ecosystems.

We also introduced AI-powered forecasting and campaign optimization tools, making capabilities that were historically only available to large advertisers accessible to a broader customer base. In addition, we began rolling out in-app real-time incrementality measurement, which enables marketers to better understand the real impact of their advertising spend.

More recently, we've introduced live audiences, a key feature, where marketers no longer need to wait for someone to visit their site. illumin can now build audiences from traffic that was exposed to the marketers' ads. Taken together, these capabilities support our vision of transforming illumin into a purpose-built outcomes-based advertising decision-making platform, well beyond its historical remit as a mid-tier DSP.

In terms of organizational efficiency, alongside these product improvements, we also completed a number of organizational initiatives designed to align our operating structure with the evolved business model. These actions include headcount restructuring measures and operating efficiency improvements that were largely completed by the end of 2025.

As a result, operating expenses essentially remained flat year-over-year, and we expect to begin to realize those benefits of these actions as we move through 2026. Looking ahead, in summary, 2025 was a year of repositioning illumin. While the roll-off of 2 large client engagements affected our year-over-year comparisons, the trajectory of our business improved throughout the year, making the operational foundation of the company much stronger.

As we move into 2026, our focus remains on 4 priorities: scaling our high-growth platform segments, particularly Exchange and self-service, dedicating a selling path and richer product support for managed services, continuing to innovate across our product road map with a move towards generative self-service; and lastly, cost control to ensure containment of expenses.

As a result, illumin enters 2026 with an expanded pipeline, and our focus is on executing that pipeline and turning it into sales growth. With that, I will now turn the call over to Michael to review the financial results in greater detail.

Thank you, Simon. Good morning, everyone, and thank you for joining our fourth quarter and full year 2025 earnings call, which we reported earlier today. Fourth quarter 2025 revenue was $43.1 million, representing 12.8% sequential growth from $38.2 million in Q3 2025 and was $49.9 million in Q4 of 2024.

Exchange service continued to be a strong performer this quarter, while the strategic initiatives surrounding managed service started to take root, self-service revenue performance reflected campaign timing dynamics and the completion of specific client programs. Gross profit or net revenue for the fourth quarter 2025 was $15.6 million compared with $22.7 million in Q4, 2024, reflecting a change in revenue mix, the absence of high-margin client activity in 2025 and broader product mix dynamics.

Gross margin for the quarter was 36.3% compared to 45.4% in the prior period. This year-over-year change was driven by a higher proportion of revenue from service lines with lower margins such as exchange service as well as overall margin pressure across all service lines due to economic conditions. Exchange service revenue for the fourth quarter increased 48% year-over-year to $19.7 million, reflecting strong new customer acquisitions and augmented spend from existing clients.

This performance underscores the impact of the strategic investments we made over the past year in core technology enhancements, strengthened external partnerships and expanded customer capabilities. Turning to self-service. Revenue was $10.2 million for the quarter, down $2.7 million year-over-year and represented 24% of total revenue.

During the quarter, we added 41 net new client additions. Year-over-year comparisons continue to reflect reduced spend from one large customer that underwent a business restructuring. Excluding that customer from both periods, self-service revenue increased 14% compared to the prior year. We remain focused on attracting high-spend customers and seeing continued progress in adoption, conversion and overall spend performance within the segment.

In Managed Service, revenue here was $13.3 million for the quarter compared to $23.7 million in Q4 2024. Year-over-year comparisons were influenced by changes in customer marketing spend. To offset these shifts, we have been reallocating resources and implementing a series of initiatives aimed at driving stronger sales and improving performance in this service line.

Total operating expenses for the fourth quarter of 2025 were $19.8 million compared to $21.8 million during the same prior year period. The year-over-year decrease reflected lower general and administrative costs, lower sales and marketing expenses, lower technology expenses and lower share-based compensation. This was partially offset by increased depreciation and amortization, which was attributable to an increase in capitalized costs, largely due to IRAP funding received in the prior year period, but not in the current year period.

Q4 2025 operating expenses as a percentage of revenue was 45.9% compared to 43.7% in Q4 2024 and is up slightly as a result of a change in the product mix mentioned earlier and the lack of IRAP funding in the current year. Excluding IRAP, operating expenses as a percentage of revenue was 44.3% in the prior year. Fourth quarter adjusted EBITDA was a loss of $0.9 million compared with adjusted EBITDA income of $3.9 million in the prior year period, primarily due to lower revenue and gross margin, partly offset by lower operating expenses.

Net loss for the fourth quarter of 2025 was $4.8 million compared with net income of $4.1 million in Q4 2024. This year-over-year change reflects the factors mentioned as well as a net foreign exchange loss of $1.1 million in 2025 compared with a gain of $3.6 million in the prior year period, largely due to the U.S. dollar weakening against the Canadian dollar during the period.

Full year 2025 revenue was $143.6 million, up 2.3% compared to $140.4 million in 2024. Year-over-year revenue growth continues to be driven by strong performance in our exchange service business, mostly offset by a decrease in managed service revenue. Our growth in exchange service was driven by the addition of new customers in this area as well as an increased volume of spend from existing clients, largely due to our investments in key technology improvements, working with external partners to improve these capabilities and added service improvements by our expanded customer support team.

Turning to self-service. Revenue was $36.1 million, a decrease of 6% from the prior year and represented 25.2% of total revenue for the year. Year-over-year comparisons in self-service continue to be impacted by a large client that reduced spending this year due to their own specific circumstances, including undergoing a business restructuring.

In managed service, revenue in 2025 was $42.3 million compared to $67.7 million in 2024. This year-over-year change was mainly due to the economic conditions and uncertainty I mentioned earlier, which has been influencing some customers' marketing spend. Gross profit or net revenue for 2025 was $57.5 million compared to $65.5 million in 2024, reflecting increased media-related costs due to higher sales year-over-year as well as a shift in revenue towards lower-margin products.

Gross margin for the year was 40.0% compared to 46.7% for 2024. This year-over-year change was due to a change in product mix, a higher portion of revenue coming from service lines with lower margins such as exchange service. Total operating expenses for 2025 were $72.3 million compared to $70.5 million during 2024. The year-over-year increase was due to higher sales and marketing expenses, higher technology expenses and higher depreciation and amortization, which was attributable to an increase in capitalized costs.

This was partly offset by lower general and administrative costs and share-based compensation. 2025 operating expenses as a percentage of revenue was 50.3% compared to 50.2% in 2024. Excluding IRAP funding received in 2024, operating expenses as a percentage of revenue was 51.4% in the prior year.

Adjusted EBITDA for 2025 was a loss of $2.2 million compared with income of $6.3 million in 2024. Despite higher revenues, year-over-year decline reflects lower gross profit as a result of lower gross margins, increased sales and marketing expenses and higher technology costs, partly offset by lower general and administrative costs.

Net loss for 2025 was $14.7 million compared to net income of $0.9 million in 2024. Year-over-year change reflects the lower adjusted EBITDA mentioned earlier, net foreign exchange loss of $1.4 million versus a gain of $5.1 million in the prior year period, higher depreciation and amortization expense and higher severance expense as part of the company's cost containment initiatives.

We exited the year with $43.8 million in cash versus $43.2 million as of September 30, 2025, reflecting disciplined capital allocation and improved management of the receivable and payable cycles. Cash was $56.0 million at the end of 2024 and was down year-over-year, primarily related to investments to enhance our product platform, strengthen brand positioning, improve client experience, drive operating efficiencies and support sales initiatives as well as lease payments, the repurchase of the company's common shares and a foreign exchange loss on our cash.

These uses of cash were partly offset by strong working capital management. Effective December 31, 2025, the company commenced a normal course issuer bid or NCIB to purchase for cancellation up to 3.8 million of its outstanding common shares.

As of December 31, 2025, no shares have been purchased under this program. The 2025 NCIB remains open and can continue until December 30, 2026, or until we reach our targeted repurchase limit. Under the company's previous 2024 NCIB, which expired on December 22, 2025, the company had repurchased and canceled 1,025,552 shares on the open market at an average purchase price of $1.53 per share.

Turning now to our balance sheet. We ended the quarter with $43.8 million in cash, up slightly from $43.2 million as of September 30, 2025, driven by disciplined capital deployment and stronger working capital management. Maintaining a strong balance sheet to support our long-term strategy remains a priority. Our liquidity provides financial flexibility to pursue selective, strategically aligned and accretive acquisition opportunities that expand our capabilities and shareholder value.

We were seeing an increasing number of attractive opportunities at more rational valuations and we'll continue to evaluate them with a disciplined approach as we move through 2026. As at December 31, 2025, the total number of our outstanding common shares stood at 51,602,090 shares compared to 51,821,042 shares as of September 30, 2025.

This reflects our share repurchases during the quarter, partly offset by the impact of shares issued through the exercise of vested equity instruments. On a fully diluted basis, our shares outstanding are 55.8 million, and our insider share ownership is at 25.1%. In conclusion, our fourth quarter and full year 2025 results were driven by a strong performance in our exchange service line as our revenue mix shifted meaningfully towards this business.

Managed service showed strong sequential improvement in the fourth quarter, increasing 41.7% from Q3, reflecting the strategic initiatives implemented toward the latter part of the year, although full year results were lower compared to 2024. Self-service returned to sequential growth in the fourth quarter following the organizational and go-to-market adjustments implemented earlier in the year.

Operating expenses remained relatively stable year-over-year as we implemented restructuring initiatives that reduced our North American workforce and resized operating expenses to align with revenue levels. These actions were largely completed as we entered 2026. We ended the year with $43.8 million in cash, no debt and positive cash from operations.

Investments made in product development and platform upgrades during 2025 position us to support revenue growth efficiently scalable segments expand. As we continue to improve operational efficiency, our capital allocation remains disciplined.

With that, I'll now turn the call back over to Simon for closing remarks.

Thank you, Michael. To summarize, 2025 was a year in which we repositioned illumin towards scalable platform-driven revenue. Exchange service scaled significantly, self-service returned to sequential growth in the fourth quarter and managed service remained a stable contributor. 2025 had one consistent story. Underlying revenue trends improved progressively throughout the year.

As we enter 2026, we are encouraged by the momentum we are seeing across the business and remain focused on disciplined execution and delivering long-term value for customers and shareholders. Thank you for joining us today. We will now turn the call over to questions.

Good morning, gentlemen, and thank you to everyone for attending this morning's presentation of Illumin Holdings Fourth Quarter and Full Year Financial and Operating results. [Operator Instructions] Your first question rather this morning comes from Daniel Rosenberg of Paradigm.

Can you hear me?

We can hear you. Sorry for the interruption.

Okay. Apologies for that. Let's start with the exchange business. I was curious about the improvements that you guys outlined in your commentary. Just wondering, if you could detail a little bit about what you're investing in exactly? And do you plan to continue investment in this business line? Just some details around where the ROI is there.

The main investments -- Daniel, first and foremost. The main investments we made over 2025 center actually on the demand side and positioning the DSP to have an additional layer around what the industry would call outcomes. So DSPs historically would be used, for example, to do campaign setup, campaign management and deployment and then reporting on how those advertising campaigns went.

And so, if you worked in an ad agency and you were using illumin, that is essentially what you would use illumin self-service for. We've built on an extra layer that does transform the demand side of that business, which really is moving from not just reporting at which then the brands and the agencies work together to determine their next step, but instead being able to optimize campaigns or make campaign decisions in real time, while campaigns are still like in flight.

And there's a series of modules that we deployed Q4 and into Q1 of this year, attribution incrementality would be the industry names that enable all of a sudden marketers to have the ability to sort of really optimize their campaigns and make smart decisions, while they're still deployed, not a week or 2 later after deployment is done and analysis is complete. So our AI and our platform can analyze trends and risks and opportunities in real time and enable those marketers to make those decisions in real time.

Part of this is complemented by exchange and the fact that Exchange provides an excellent source of supply -- and the exchange has grown very nicely over the last year plus now. It has a great team behind it. And so we're also sort of in a position, where for customers who want sort of both sides of that equation, we have that ability. But exchange is feeding a really great supply path into that attribution incrementality in that demand side of that platform.

I guess I'm trying to understand the incremental margin that is expected to come from these investments in exchange. And then kind of a follow-on to that is, obviously, the revenue mix has changed significantly over the past year. I was wondering what does -- what is the right mix for the company? Obviously, the market is changing quickly and it's competitive, but how do you think about it, when you think 1, 2, 3 years forward for illumin?

We saw a change in our gross margin mix this year largely due to the change in the sales mix. That's 90-plus percent of the reason, why we saw a change on a 12-month basis, where we saw challenges in and around managed services that then moved to more stabilized revenue. And then we saw sequentially as we went through the year, a return to growth on the self-service side with exchange growing.

So that the exchange growing consistently and the other sort of building over time impacted our gross margin on a 12-month basis in 2025. We expect to be able to restore more gross margin dollars in the business through 2026. And we believe that the gross margin of the business will be north of 40%.

And maybe lastly for me, just on capital allocation. So you mentioned a number of investments into the platform over the past year. And obviously, technology requires continuous investment. So just trying to understand the incremental investment versus maintenance investment that you see in maintaining your improvements and innovation onto the platform.

Sure, Daniel. Thank you for your question, it's Michael. Yes, I mean, last year, we spent a lot of money investing in our platform. The incrementality that Simon had mentioned, moving towards Agentic AI, that was essentially a lot of the investment in tech. If you had anything else to add, Simon?

Daniel, from our point of view is we did invest heavily last year to make the transition on the tech side. And so we're very conscious of the spend levels we're currently at. And so we're kind of looking at making sure that we -- where we can improve on operating expense in tech or even outside of tech is a big area of focus for us for 2026. A lot of the investment that we have made is now deployed. We still have some incremental pieces that we are definitively rolling out right now.

Your next question comes from Aravinda Galappatthige from Canaccord Genuity.

Just a quick clarification to start with. I think, Mike, you mentioned that excluding the impact of the 2 large customers that rolled off in late '24, that self-service was up, was it 13% year-over-year? Is that -- did I hear you correctly in Q4?

It was about 14%...

In Q4.

14%...

Yes.

Or sequentially, it's not year-over-year.

Correct.

Are you able to say what it was year-over-year?

I can get the figure where we're talking here in a minute, give me half a second. But if you want to ask this question, go forward.

Okay. And then on the sort of -- given sort of your comments about the exchange services business, are you able to give us a sense of what the gross margins there could kind of move towards as we kind of look to sort of think about the construct of the overall consolidated margin?

The gross margin in the exchange side is consistent. I'm looking at it from a consolidated basis. We believe that the consolidated gross margin can go north of 40% from where we went through in 2025. Fair comment, Michael?

Yes. I would just add that the Exchange business has historically been in the sort of low to mid-30 range. I agree. And it's been fairly consistent.

Okay. Okay. And the -- when you think about sort of the new layer that you talked about, Simon, that's offered now to clients, how does the pricing work? I mean, how do you sort of get additional yield on that investment? Maybe just a sense of sort of the business model there.

I'm sorry, could you repeat the question, Aravinda, I apologize.

So the -- you talked about the sort of the new layer that you sort of offer now in your platform in terms of the ability to shift -- make changes in the decisions in the middle of the campaign. How are you pricing that? And how does sort of that affect sort of your pricing model. I want to understand how that affects the business model.

It's seen as very valuable by the customers, and it's what's driving the current demand in the DSP or the demand-side platform space of our market. And so we price it in as we sort of have historically where we can acquire and mark up media and offer really effective results, which drives better stickiness over time.

This is an essential piece to continuing that business model. We don't offer it today for anything extra or premium. We're trying to democratize access to the DSP. And this is an essential piece in building momentum in the DSP from both a marketing and then also from a sales pipeline perspective. It's where the customers are buying said differently.

Okay. I understand. And then maybe lastly, on your comments about OpEx. You sort of April to -- do you have a target in mind in terms of how much you want to sort of reduce OpEx in 2026?

Michael, do you want to...

I'm not sure that we can -- I mean, we're definitely going to reduce OpEx, I think, in 2026. But in terms of the total amount -- I'm not sure that I can share that just yet.

Gentlemen, your next question comes from Rob Goff of Vantum Financial. Rob, are you there?

Can you hear me now?

Yes, there you go. Thank you.

Okay. Very good. Two questions, if I might. First, could you talk to the 41 net new self-serve customers? What sort of profile, what sort of average spend? And then in terms of the exchange, can you talk to what your -- what are the secrets behind your success? Like what is your market differentiation on this service?

So in terms of the self-service customers or the self-service logos, what we've seen is -- so first and foremost, I can answer from a different -- a few different ways. They do represent a variety of industries and focus, there's no one particular vertical. That being said, we do well -- rather well in travel, tourism, for example, hospitality, consumer products, business services.

But no one vertical is over or underrepresented in terms of the trend. What we are focused on mostly though, is what we see as both the most interested and the most idealized ICP or ideal customer profile. We have identified that our brand, our positioning, the values that we bring in terms of results, the most interested customer segment and for that matter, the most successful customer segment on the illumin DSP has shifted over the last year.

And that are spenders that do spend, say, north of $750,000 and less than $5 million. It's quite a broad range, but it's a notable shift because historically, over the last 5 or 6 years, the ICP in and around the self-service DSP in particular, has been significantly less than that. That has sort of been who has been using the self-service product. A couple of exceptions, don't get me wrong there. There are definitely -- our most successful customers have been larger players. You saw that in the roll-off of $23 million year-on-year, which did impact our 2025 comparables.

But if I look at all the customers deployed over the last several years, the spend there has historically been lower than what we're seeing as most interest in us. So what we've done is we've matched the road map in our investments, the $9 million investments we made in 2025 towards that bigger spender. They're more durable. They have a more established market for their products or more established differentiation would be another way to say it against their competitors.

And these are the ones that are really interested in those outcomes, that ability to not only have attribution and incrementality, which basically is understanding what value or what business return I got for my advertising dollar, but they're very interested in trying to find ways to optimize in real time as opposed to going through sort of the industry standard right now, which is get results, analyze them, discuss, then take action. That can take days, that can take weeks depending on how your organization is set up. So this is what I call the challenger brands. They're not yet a Tier 1 brand, but they have a good space in the marketplace.

They're being successful with their customers. They want to break through and they see the ability to decide in real time as a lever they can pull to break through. So we match the road map to that. And we're landing more and more logos in that space. So what I'm looking for as we go through 2026 is does our churn or our retention improve amongst those customers? What is the spend performance like on a month-to-month basis in terms of -- and what is the value they are getting?

Are there strategic opportunities, where they may also need -- depending on who they are their brand, for example, do they also need to take advantage of our exchange, for example. So that's what I'll be watching for as we start to land -- we sort of started to see this late in the second half of last year. We talked about sort of shifting to a slightly more durable customer segment. And this customer segment did help drive the sequential growth in self-service in Q4. This is what we'll be looking very closely for in 2026 is do we make consistent progress around that higher spend level customer.

And again, what they are really focused on are the products that we built in Q3, Q4 and into Q1 of this year. In terms of exchange, so exchange is very difficult to differentiate. It's a very, very difficult market to be different. The team has succeeded in carving out a few angles. First and foremost, the performance is very good. So performance does stand. Again, similar story in the DSP in the sense that when we're at that higher customer spend level, they're very satisfied with the performance.

I was on a call just yesterday with an agency, and they noted specifically that they've always had a preference towards illumin, but it works best for them in customers spending $750,000 million, et cetera, as opposed to $50,000. And in exchange, they have -- they, again, have sort of been able to deliver on very good results. It's a great team. And that is winning them good accolades with customers using the exchange.

At the same time, there is also -- they are very flexible in their approach. The much larger providers in the space are more rigid in what their contract terms are or what the minimum sort of velocity that they sort of need to see to be supported. As a smaller emerging challenger brand, we're much more flexible. That is winning, again, business and demand, again, by being just smart and flexible and very customer-centric in the approach.

And then lastly, there is a bit of a demand shift towards direct to supply. And so I'm very happy that we have an answer there in the direct to supply space, where either agencies or brands are looking for cleaner or different, more precise, more optimized supply path. And it's great that we have an exchange and a presence in that space that's now at a level that it can sort of genuinely be offered in the sense of this is a very viable place to come and bring your business, and we seem to be delivering very good results to the team. So very proud of that team.

Your next question, gentlemen, comes from Drew McReynolds of RBC Securities.

Simon, Michael. Maybe 3 for me. First on, I guess, for you, Simon, just the insights, immediate insights and kind of this upgrade of the broader platform, real-time decisions. Can you just characterize your competitive position with this capability in terms of how you do it relative to who you would kind of bump up against in terms of competing for business?

The second question may be related. As we go through 2026, what kind of additional enhancements are in the pipeline in terms of product and further improvement in the platform? And then just lastly, just for modeling purposes, can you give us a sense of Q1, how it's performing year-over-year to the extent you can?

Sure. So the first question again was really getting an understanding of the differentiation, for example, against other DSPs, correct?

Yes, that's right.

Yes. So when I look at the marketplace, there's sort of 4 generations of competitors. There are those that are focused entirely on sort of as a margin driver is like media markup, right, acquiring media at one level and deploying it at another. And they have invested a lot less. They have technology, but they've invested a lot less in technology, and they're starting to fade in terms of customer adoption.

Where the market is sort of heading is into this sort of outcome space. In other words, the value has shifted over the last 5 years from help me deploy my advertising budget across all these different channels towards for every dollar -- towards a new sort of focus, which is for every dollar that I spend, like what am I actually getting back in business returns?

And that this is shifting from where we think our customers are and reaching different audiences towards what are all the options I have to maximize my ROAS? The smartest agencies and the smartest brands have made this shift in the last year, 1.5 years, and we have a solid answer.

So first and foremost, the first generation of DSPs, they can't play in this space. They are missing a couple of layers of tech, let alone that attribution and incrementality layer. Secondarily to that, we actually -- we just -- we happen to have the right ingredients, a drag-and-drop canvas. We happen to have the ability to have AI at every level in the stack, which we've actually had for some time. And we invested a lot in 2024 around reporting and whatnot. That gave us the base layer to implement attribution and incrementality.

So the third answer to your question is, where are we positioned or differentiated? There are -- if you said there's 25 or 30 or 40 DSPs out there, there's only a handful that can really focus on outcomes. It's a small number. Some of them are really big brands that you know, but some of them are -- like Viant is a good example, for example.

They're heavily focused on outcomes. Their product and their business plan is the one that is closest to us. From my point of view, where I see us as differentiated right now is small and flexible, but also the only provider doing a lot of this in real time, where you can make decisions in real time.

And this is sort of a very key touch point or an ignition point with marketers. They're like, hang on a sec. So I don't -- I can't -- not only do I understand like, where my dollars went and what I'm getting for it, but you're telling me that I can then go right back into my campaigns and optimize things and come out the other side and maybe get an incremental level of performance. The answer is yes.

So that's how we've differentiated ourselves in this segment of what DSPs are offering as being small, flexible, but also the real-time provider of attribution incrementality, various levels of insights. We -- in Q1 and Q2 of this year, we layer up that. There's different subsegments or different types of attribution incrementality, multi-touch models, for example. There's different components to it. So we add on some additional use cases, some additional features and functions to really make that complete.

And then we want to -- my focus is to start to really shift once we have that, that's the predicate. I want to shift to what I call the next generation of DSPs, which is really going into a generative DSP with human in the loop, so to speak. So it's not necessarily without any human involvement. It's really sort of really accelerating campaign setup by having the machine do it, accelerating issue resolution by again, having the machine constantly running its own internal insights, having reporting entirely in a format in a way and under parameters that the user wants to operate as opposed to anything that we produce in terms of a workflow.

And then again, being able to take advantage of that -- not only attribution incrementality, but that realtimeness to, again, leveraging the machine, be able to make even further changes or take advantages of buy opportunities in real time, just sort of on this pursuit for continuous ROAS optimization.

And so where I see us as differentiated in this space is, first and foremost, we're one of only a handful of providers that can do this, a lot start to fade away. And secondary to that, we are differentiated within that small group by being able to do things in real time, and we will continue to layer that up towards generative self-service later this year. Then I think your last question, I'm sorry again, if you could repeat it.

Yes. And thanks for that, Simon. That's really, really good context, very helpful. Just thoughts on Q1 and trajectory of the business?

Yes. What I see right now is I see a stronger pipeline than I have seen in my time here. What I see is a pipeline moving towards levels that I would really like to see, where we get to a lot less volatility, for example, in the DSP performance in particular. I'm talking specifically about the DSP.

The exchange side doesn't have a pipeline based on the nature of its business. So talking specifically about the DSP, managed or self, I see the best pipeline I have seen in my time here right now. It is in both managed and self. We're seeing opportunities of both. Bringing in a new CRO late last year has been helpful in sort of getting that going because we -- again, we move towards that better ICP that I mentioned under Aravinda's question.

And then Brian coming in as our CRO, he's been able to sort of layer up and really segment the sales pitch because managed buyers and self-service buyers don't always need the same thing. And we've moved away from really selling what historically illumin has sold, which is we're a journey platform. We help you spend across all these channels into a much more precise level of selling that we started very late last year into this year, which is around land and expand.

These are specific problems that we can help drive real-time decision-making on in these specific channels. And if you like what you see, then let's do more channels. So we sort of land and expand as opposed to pitch the spend side. We pitch the result side. And that's feeding that -- the ICP and that different approach to sales is feeding the best pipeline I've seen in my time here.

So when I'm looking at it, our #1 job this year has 2 components is dedicated team, which we have done towards really focusing on better retention, best retention of the customers we have landed in the last few months because these are at that higher level ICP, helping them perform, getting their questions answered, giving them support, layering up new features with them.

And then secondarily with that, converting that pipeline towards sales. That's the 2 proof points that I am definitively looking for in 2026.

As there are no further questions, this will conclude our time this morning. My thanks to Simon, Michael, and a special thank you to our analysts and shareholders for attending this morning. Please join us the next time as we present our first quarter 2026 financial and operating results. Goodbye for now.

Good morning, everyone. Before we begin the official remarks, I will read the cautionary note regarding forward-looking information.

Certain information to be discussed during this call contains forward-looking statements within the meaning of applicable security laws, including, among others, statements concerning the company's objectives, the company's strategy to achieve those objectives as well as statements with respect to management's beliefs, plans, estimates and intentions and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts.

Such forward-looking statements reflect management's current beliefs and are based on information currently available to management and is subject to a number of significant risks and uncertainties that could cause actual results to differ materially from those anticipated. Please refer to the cautionary statement and the risk factors identified in our filings with SEDAR for a more detailed explanation of the inherent risks and uncertainties that could affect such forward-looking statements. Following the presentation, we will conduct a Q&A session.

I would now like to turn the conference call over to Simon Cairns, Chief Executive Officer.

Thank you, Steve. Welcome, everyone, and thank you for joining us on today's third quarter 2025 earnings call.

I'll start by reviewing the operational highlights for the quarter, then discuss how our strategic pivot towards an integrated outcomes-based platform is meeting growing industry demand. After that, I'll turn the call over to our Chief Financial Officer, Elliot Muchnik, who will review the financial results in detail. Then we'll be happy to take your questions.

Our third quarter results demonstrate that our strategic pivot towards an integrated outcomes-based platform in Exchange and Self service supported by Managed services is meeting growing industry demand. Revenue rose 5% year-over-year to $38.2 million, driven by exceptional 103% year-over-year growth in Exchange service revenue. Exchange now represents 54% of our total sales at $20.5 million, more than doubling from the prior year period. This exceptional performance reflects strong execution by our commercial and technology teams in capturing publisher demand as they seek new value that traditional SSPs no longer provide. Self service revenue was $8.3 million, representing 22% of total revenue.

Now the headline number appears flat compared to $8.4 million in the year ago period, but that doesn't tell the full story. Our year-over-year comparison continues to be impacted by a single large client that paused spending in early 2025 due to their own restructuring. When you exclude the temporary impact, Self service sales were actually up 15% for the quarter and 34% year-over-year. That's the real trajectory of this line of business.

Specifically, we onboarded 23 net new Self service clients during the quarter, reflecting our sales initiatives targeting higher spend clients and positioning us for long-term revenue growth. These aren't just any clients. They are the type of customers who align with where the market is heading and where our platform capabilities provide the most value.

In uncertain markets, like we've seen through 2025, illumin is attracting new customers to its Exchange service offering as publishers seek alternatives to older established SSPs. At the same time, more brands are shifting to Self service options with a goal of converting more of their ad spend to actual advertising rather than service fees.

The market is clearly moving away from traditional DSPs and towards AI-powered outcomes-based platforms with integrated retail media capabilities. This shift validates the strategic investments we've been making.

To lead this transformation, we recently appointed Brian Garrigan as our Chief Revenue Officer. Brian brings proven ad tech leadership and a track record of driving scalable growth, most recently transforming Simpli.fi into a category leader. We're excited to have Brian leading our global sales, account management and client success efforts as we scale our platform. Our investments in leading in-app incrementality measurement are expected to be rolled out later this year and in the first half of 2026.

Combined with our plan to transition Self service to a fully generative AI solution in 2026, these capabilities will enable us to add far more value to brands and marketers well beyond the historic customer profile and increase our growth trajectory. This isn't just about keeping up with the market. It's about positioning illumin to lead in an increasingly competitive landscape, particularly in incrementality measurement and AI-powered optimization. These are the capabilities that will differentiate winners from everyone else in our space.

Now Managed service revenue was $9.4 million, down from the prior year. As for earlier this year, market conditions have impacted advertisers' willingness to market on a full funnel basis, which has impacted our Managed sales. As such, we can't sugarcoat this. Managed is a challenge, but platform data indicates we have a very sellable solution. Our platform data indicates that we're attracting larger premium-focused agencies as opposed to our traditional mid-market agencies. These agencies are willing to pay a premium for performance, and our Managed services performance and pricing are as good or better than any of the larger brands in our industry. As a result, we are now refocusing our sales pitch around a revitalized Managed, matched with some additional services that reach beyond our traditional DSP capabilities. And as a result, in Q4, we are already seeing better performance in our Managed pipeline.

Furthermore, our Managed services is now integrated with Exchange. So just like in Self, we can offer compelling pricing and supply chain optimization to our Managed service and Self service clients alike. This brings our Managed services pitch in line with an outcomes-based approach to the platform that is proving itself out in both Exchange and Self service already. For too long, the Managed line has been sold as us assisting you in producing great campaigns. You will see us reposition the entire sales pitch under our new CRO to focus on outcomes-based approaches and how it can serve as an upsell to Self service solution.

Regardless of our revitalized approach in Managed, given the year-to-date challenges in like-for-like Managed sales, we've taken decisive actions to streamline operations through cost containment and to accelerate our shift towards scalable technology-led revenue with a focus on improved cash flow generation and protecting our balance sheet. To be clear, we're not just cutting costs. We're fundamentally restructuring operations to drive profitability and realize platform leverage. Our generative Self service version not only removes friction in customer adoption and spending, but also creates new opportunities to realize that platform leverage.

As we close 2025 and move into 2026, our priorities are crystal clear. First, continue scaling Exchange and Self service through platform innovation and sales execution. The momentum is there, we need to capitalize on it. Secondly, continued investment in our product road map to differentiate ourselves in an increasingly competitive market, particularly in incrementality measurement and AI-powered optimization. These aren't nice to haves, they are must-haves for sustainable competitive advantages. And third, complete our operational restructuring to drive profitability and platform leverage.

The early benefits from restructuring and cost reduction initiatives we've been implementing this year are already visible, and these actions are helping us position the company for improved profitability as we move into 2026. We're confident this strategy will position illumin for sustainable, profitable growth.

Now I'll turn the call over to Elliot to provide a detailed review of our third quarter financial results.

Thank you, Simon. Good morning, everyone, and thank you for joining our third quarter 2025 earnings call.

Today, we reported our third quarter 2025 results that included sustained revenue growth driven by another quarter of exceptional performance in Exchange service, which rose, as Simon mentioned, 103% year-over-year as our initiatives to drive adoption and expand demand continue to pay off.

I will now provide additional details on our third quarter results. The third quarter revenue was $38.2 million, up 15.4% compared to the $33.1 million in the previous quarter and 5.2% compared to the $36.3 million from Q3 of the prior year. Our year-over-year revenue growth continues to be driven mainly by strong performance in our Exchange service business and stable revenue in our Self service, partially offset by a decrease in Managed service revenue. Our growth in Exchange service was driven by adding new customers in this area as well as an increased volume of spend by our clients. We are now seeing the benefits from our efforts over the past year to invest in key technology improvements, working with external partners to improve these capabilities and by providing better service due to our expanded customer support team.

Turning to Self service. Revenue was $8.3 million, relatively stable with last year's third quarter and representing 22% of total revenue for the quarter. Year-over-year comparison in Self service continued to be impacted, as mentioned earlier, by a large client that reduced spending this year due to their own specific circumstances, including undergoing a business restructuring. Excluding the spend of that client from both comparative periods, Self service revenue grew by 15% over the same period in last year and 34% over the 9 months comparative.

We onboarded 23 new Self service clients during the quarter, reflecting sales initiatives targeting higher spend clients. Our focus remains on targeting higher spend clients as we see further progress in raising customer adoption, conversion and spend performance in this segment.

In Managed service, revenue here was $9.4 million for the third quarter compared to $17.8 million in Q3 2024. This year-over-year change was mainly due to larger economic uncertainty, which has been influencing some customer marketing spend, and we anticipate to continue this in the near term. To mitigate the effects, we're already taking measures to reallocate resources in order to drive improved sales in this Service line as part of a larger series of initiatives.

Gross profit or net revenue for the third quarter of 2025 was $14.4 million compared to $17.2 million in Q3 2024, reflecting increased media-related costs, which showed in the gross margin for the quarter as it was 38% compared to 47% for the same period in 2024. This year-over-year variance reflects a shift in our product mix with a higher portion of revenue coming from Service lines with lower margins such as Exchange service. We expect gross margin to return to a level more consistent with prior quarters in Q4 based on our current pipeline.

Total operating expenses for the third quarter of 2025 were $17.5 million compared to $18 million during the same period in 2024. The year-over-year decrease reflected lower technology expenses, general and administrative costs and share-based compensation. This was partially offset by increased depreciation and amortization attributable to an increase in capitalized costs, higher funding received in the prior year period and higher sales and marketing expenses, which were primarily related to the increased salaries and benefits as well as commission and bonus costs associated with higher revenues for the quarter.

Q3 2025 operating expenses as a percentage of revenue were 45.8% compared to 49.9% in Q3 2024. Third quarter adjusted EBITDA was $0.2 million compared to adjusted EBITDA of $1.9 million in the prior year period. Despite the higher revenues, the year-over-year decline was primarily attributed to lower gross margin as a result of product mix and higher sales and marketing expenses partially offset by lower general and administrative expenses. Net loss for the third quarter of 2025 was $2.1 million compared to a net loss of $1.1 million in Q3 2024. The year-over-year change reflects the lower adjusted EBITDA, as mentioned above, higher depreciation and amortization expense and higher severance expenses as part of our cost containment initiatives, partly offset by net foreign exchange gain versus a loss in the prior period.

On December 23, 2024, the company commenced the normal course issuer bid, or NCIB to purchase for cancellation up to $3.9 million of its outstanding common shares. As of September 30, a total of 744,108 shares have been repurchased under this facility at an average price of $1.65 per share for a total cost of $1.228 million. This includes 432,490 common shares during the third quarter of 2025 at an average price of $1.57 per share for a total cost of $680,123. The normal course issuer bid remains open and can continue until December 22, 2025, or until we reach our targeted repurchase limit.

Turning to some corporate information. On our balance sheet, we exited the quarter with $43.2 million in cash versus $48.3 million as of the end of the prior quarter. The quarter-over-quarter decrease was primarily attributable to investments in our platform, payments on leases, the repurchase of common shares and negative cash flow from operations. The negative cash flow from operations is consistent with the seasonality of our business and industry and typically reverses in the fourth quarter. We continue to maintain a strong balance sheet in order to support our growth and to support our flexibility to develop our strategy despite ongoing difficult market conditions.

As of September 30, 2025, the total number of outstanding common shares stood at 51,821,042, compared to 51,612,725 as of June 30, 2025. The figure reflects the impact of shares issued through the exercise of vested equity instruments, offset by our share repurchases during the quarter. On a fully diluted basis, our shares outstanding are approximately 55.9 million, and our insider share ownership is at 25%.

In conclusion, our third quarter results were fueled by strong performance in our Exchange service business as a result of our targeted investments in this segment and stable performance in Self service revenue. As anticipated, operating expenses have started to decline as the majority of our growth investment designed to enhance our product platform, strengthen brand identity, increase client satisfaction, improve efficiencies and drive sales are now behind us. In addition, we continue to implement various cost reduction and restructuring initiatives in order to better align ourselves with the current economic environment.

These actions are designed to drive sales growth, enhance our competitive position and to improve efficiencies throughout the organization. We remain confident in our long-term growth prospects as we continue to balance cost management with investments in key growth initiatives to drive revenue and improve profitability.

And with that, I'll now turn the call back over to Simon for his closing remarks.

Thank you, Elliot. Let me summarize what Q3 tells us about where we're headed. Our third quarter results demonstrate real progress in our strategic transformation. Exchange service more than doubled, proving that our platform approach resonates with publishers seeking alternatives to traditional SSPs. When adjusted for temporary exit of one client, Self service revenue was up 34% year-over-year and 15% for the quarter. That's the underlying health of this business. Yes, we are navigating headwinds in Managed services, but we address this head on through operational restructuring that are already showing benefits while accelerating our shift towards a scalable technology-led revenue.

The market shift towards outcome-based platforms with AI-powered optimization and integrated retail media capabilities validates our strategic direction. Our investments in incrementality measurement and generative AI for Self service will position us to capture that opportunity.

As we move into 2026, we're focusing on 3 things: scaling our high-growth services, differentiating through product innovation and driving profitability through operational efficiency. These aren't just nice-to-have improvements. They are the foundation for sustainable, profitable growth. We appreciate your continued support and look forward to demonstrating continued progress on these priorities.

Thank you all for joining us today. This concludes our formal remarks. We look forward to answering your questions.

Good morning, gentlemen, and thank you to everyone for attending this morning's presentation of illumin Holdings Third Quarter 2025 Financial and Operating Results.

[Operator Instructions] Gentleman, your first question this morning comes from Aravinda Galappatthige at Canaccord Genuity.

Just 2 questions from me. First of all, maybe for Simon. Can you just talk a little bit more about the innovations that you're looking to bring in? I mean, maybe explain the features and how they're different from what you see in the industry, specifically on the AI automation side of things that could potentially attract more Self service revenue?

And then secondly, I guess this is a quick question for Elliot. Can you just help us understand what the FX impact was? It looks like a lot of the Exchange revenues are LatAm or Europe-based. I wanted to understand sort of the constant currency revenue trend was? And sorry, just a third quick one. On the margins, how different are the Exchange services margins from Self serve, Managed? just some general color on that.

Thanks, Aravinda. I'll go first just regarding your -- the product -- your questions around product innovation going forward. So we've seen a material sort of shift in the DSP marketplace from a customer lens, moving away from inputs. In other words, help me spend my advertising dollars across a variety of channels towards really helping understand what value I'm getting from my marketing dollars.

In other words, a shift from inputs to outcomes. From our point of view, we have found a very solid pathway through this shift based on some of the extensive investment that the company has made over the last several years in its Self service product, in particular, its journey canvas. So first and foremost, we have found a path to really layer in what the industry calls incrementality. This fundamentally is creating a link between advertising spend and new business growth. Most of the advertising industry is essentially approximation, spend money over here and you will get incremental business over there. We have found a solid pathway to do this within the experience in a near real-time basis as opposed to having to jump out to third-party applications or wait weeks at a time.

I am very proud of the product team and what they're doing there to sort of start to roll this out, start to piece it together through Q3, Q4 and into early 2026. That is a solid shift in how the product has historically been positioned and the value prop that it historically offers. And we are seeing climbing interest as a result of that. That also widens up our applicable customer base to a wider array of -- and particularly direct brands. Brands are the ones that want to most solve this problem.

So it does create a good link between revised brand marketing, revised product marketing and revised product stance around shifting to an outcomes space. We found a pathway through. And this layers into generative AI quite quickly. We have a lovely drag-and-drop canvas that has been a great wow factor with customers the last several years. Imagine just being able to interact directly with that, either through voice, either through keyboard, have the machine do a lot of the setup, a lot of the refinement. You always have control, of course.

And so we see a way to create a very intelligent and a very interactive and most importantly, I think, an absolutely frictionless Self service campaign and orchestration and optimization, not just tool but platform that gives us a data layer that's quite compelling, that gives us an experience layer that I think is unique and different and certainly better than anything I've seen in the market right now. And I like the fact that from an investor's point of view, we leverage a lot of the investment we've already made in the product the last several years to deliver on what I think is the full promise itself.

So hopefully, that gives you some commentary.

Was that okay with you, Aravinda, do you want to move on to your second question?

Yes, it's good. Yes. Just on the margin differentials. I was wondering if you can just sort of give us a sense of -- and also the FX here.

Yes, absolutely. Thank you for that question. The Exchange FX is really -- because we bill in the U.S., the transaction happens in USD and in Q3, I believe the Exchange rate with CAD, the U.S. dollar strengthened against the Canadian from $1.36 to 1.39. So we were -- that's part of the overall FX gain that you saw on the books. From a margin perspective, the Exchange represents a margin profile that's lower than our other 2 lines and particularly Managed and Self. So it is generally in the low to mid-30% gross take position, but it also has additional SG&A expenses that follow that business and particularly the highly variable, such as hosting, which we don't see in our other lines where we can get more scale.

So it's a very solid, strong business for us, and -- but it does represent a smaller proportion from a margin perspective, which is why you see the overall dip because of the proportion of Exchange this quarter as a top line part.

Does that answer your question?

Yes, it does.

Aravinda, I think there was a third part to your question. That was it. Okay.

Our next question comes from Drew McReynolds at RBC Securities.

Can you hear me?

I can, yes. Can you hear me all right?

Yes. I can hear you guys. You can hear me. And I think this is the first with our technology on our end. So it's nice to connect any event. Some follow-ups for me. Maybe starting with you, Elliot, just on cost efficiencies. Just where are you in terms of kind of realizing those cost efficiencies with Q3 and kind of how do they funnel in as we go forward?

And then second question, maybe for you, Simon, on the Managed services side. Obviously, there is a ton of change that's happening in the ad tech world. What do you see here in this segment as kind of cyclical versus structural? And maybe a third one, just on the Self serve. Just remind me when do we lap that pause in customer spend earlier this year?

Thank you, Drew, and I am really happy that we both have our technology aligned this time around, so we could hear each other clearly. So to your question as to the cost efficiencies that we undertook at the end of the second quarter, we've actually been able to realize those cost efficiencies. There are some tail on that around real estate that's going to take probably until the end of the year to actualize here. But for the most part, we're seeing that. So one of the reasons that it's obviously impacted this year a bit is because it involved people. So there was a severance charge that reduced the cash impact of those savings.

And at the same time, as our margin profile changed, it obfuscated some of the savings on our SG&A that we were realizing by the fact that we have a lower gross profit and some additional expenses to support the business that is surging. But we've done what we needed to do. At the end of the second quarter, we've made substantive changes in our headcount, and particularly in North America and repurposed a lot of those investment focus as to what Simon said is to with our existing capital to support these innovations with our existing people and to focus on sales growth.

So from our perspective, we've accomplished what we needed to do with the cost savings. We're just looking at the profile of the business and seeing how it's progressing in Q3 was probably -- we saw a bigger fallback in our top line for Managed than we had expected.

Does that answer your question, Drew?

I can take the question as...

Yes, that's great. Yes, maybe on to Simon on the Managed services side.

Thanks, Drew, and thanks for the question. So you asked about cyclical and then also structural. So in terms of cyclical through the first sort of calendar half or 3 quarters of this year, the way I would characterize the cyclical impact on Managed is some of the opaqueness in the global trade economy, in particular, all goods going in and out of the United States, obviously.

So specifically, what I mean is if you're a marketer and you're trying to plan your fall or your holiday or your seasonal discount to your offers to capture, say, consumer demand or new customer business in the second half of 2025. And you're starting your brand campaigns, your full funnel campaigns out in January, Feb, March and April in order to drive that demand. A lot of marketers told us that they suffer from being really unclear about what discounts, what offers they can have because they don't necessarily know what the margin is on their products given tariffs, for example.

So across the board, they sort of hit pause on some of the top of funnel advertising. This is primarily brand advertising, positioning advertising and instead sort of just went with short-term practical tactical. They secured enough inventory for their products. They know what their prices, they know what margin they're going to make on their products, they know what discounts they can offer. So they went practical tactical in Q2 and Q3, we see that where we see spending, for example, in brands and whatnot active on, say, Self service products to achieve that.

Managed offers -- both offer full funnel value, but Managed usually gets more customers who want to do more full funnel work. They want to do a bit of that brand work plus a bit of the practical tactical. And with that brand work sort of shifting downward, across the first half of this year, that is the cyclical side that did impact Managed for us year-to-date. This is not unique to us. There are several industry reports that note that on the whole, full funnel advertising really took a beating in the first half of this year. Most people went practical, tactical on the bottom of the funnel. And again, you can use your Self service product for that at a cheaper rate. And so both agencies and brands have, you can get as good or better results for a more competitive margin, makes sense. And that's part of the reason why on a like-for-like basis, we've seen year-to-date a 34% increase in sort of customers using Self on a revenue basis.

In terms of structural, so a slightly different story there. Because we have sort of seen brands and agencies adopt Self and they're getting good results and the margin profile is different naturally. We've seen that the customers who are winning with us on Managed, and that's really my lens. Not so much are we winning, but are they winning with us? Are they getting good value? Are they sticking through? Those customers are slightly different than our historic ideal customer profile. They're actually larger, bigger, more robust agencies who are willing to pay a premium for premium support, premium service, white glove support, insights, ideas, coaching.

And so while the Customer segment is -- it shows up in our results, it's definitively smaller, what we're seeing right now, which is why we are seeing a material decline in the Managed results year-to-date. But those customers themselves are actually quite solid. So this means that we do need to rebuild the pitch. We do need to reposition Managed around sort of a bit more of a premium service, a bit more sort of what are the motivators of these larger agencies, for example, who are willing to pay the premium to get that extra differential with their customers.

And so with our new CRO and with some other platform innovation we're doing that I mentioned in the previous question, specifically related to outcomes. This is a big piece. We feel like we've got the cards now like in our hands. Finally, I think to have a good meaningful outcomes-centric, performance-centric, upmarket pitch on Managed, it's essential for us to now push that out in the marketplace and get that Managed pipe up and get the Managed sales up in 2026 for sure.

So hopefully, that answers your question.

Yes, that's a super explanation. And then just lastly, just lapping the one customer.

Sorry, I think I can say Q1, but Elliot may want to correct me on that.

No, that's absolutely right. They were -- this customer spend, well, throughout the year was particularly focused on the first half of the year and concentrated in the first quarter.

Gentlemen, your next question comes from Thomas Hui from Paradigm Capital.

My question is just on the revenue mix. So for this quarter, there were some shifts and you guys are going through your transformation and there was the effect of a large customer. My question is whether we could take this quarter as a baseline for maybe Q4? And then as we move further out into '26 and into the future, like where do you see your ideal revenue mix to be in the illumin business?

I can take -- I don't know necessarily say this guide is sort of similar. I'll let Elliot sort of answer that in terms of Q4, but I will say that we do expect the gross margin in particular to bounce back in Q4. And I would want to call that out and not have that necessarily buried under the lead of your question. So we did see a decline in gross margin this quarter, partly due to some mix shift for sure.

But also, we -- again, we've had some larger customers on the DSP side, a larger customer, particularly on the DSP side, who experimenting with us, testing with us and at a lower margin profile, and that pulled it down. So we do expect a bounce back in the gross margin in Q4. So I do want to call that out, but I'll let sort of Elliot provide probably a more adult answer just related to the Q4.

Thank you, Simon. So we don't believe that Q3 is representative of our going forward. We had particularly a quarter where Managed fell off while others remain stable or grew. We believe that with what we're doing with the effort that we're putting in and the things that Simon discussed in his remarks, that those will help us kind of deal with the immediate headwinds in Managed service. And so we're actually -- we believe that, that's a line that we could improve and thereby improving our gross margin overall and our bottom line performance as a result.

So I would not draw a line from Q3. It's -- from a proportionality perspective, it's quite out of line. We think that we should be with Managed and Self serves to have the largest proportion of our top line with Exchange still a strong -- a very strong participant, but perhaps not at the level that it has been in Q3.

And I guess my last question would be the focus on the ideal customers. I think you hinted on a couple of times that you're shifting towards larger agencies as well as brands. Maybe a little bit more about what you can share on that, that would be great.

We historically have gone after customers of a certain sort of lower mid-market spend profile, sort of maximum 6 figures and where we're seeing better customer, first and foremost, interest in us. And then secondly, spend performance, the willingness to migrate from Managed to Self or from Self to Managed, whether they are an agency or brand. These spenders are in the seven-figure grouping. So Trade Desk has a strong health position in the marketplace, and they're a key agency strategic partner. I'm not saying that.

But we have found a strong interest in what we're doing from what we nickname challenger brands. So this is not the category captain, for example, of the brand in the space, but they're the challenger brand, and they have money to spend to get their brand out there, to get their product out there. And they're less subject to, say, the quarterly or the month-to-month whims of the economy.

They are committed perhaps on a 1-, 2-, 3-year trajectory to build up their brand or build up their product line. They're not start-ups. I'm not characterizing that. I think you know what I mean when I say a challenger brand. They are very established, and they're really trying to get -- they're essentially trying to break through to the next level of market share in whatever it is that they're doing.

That space is proving very interesting to us. It's a little underserved because it is a bit fluid. And at the same time, it has a diverse range of needs. This is a place where national brands with local need, for example, find a home. This is a place where they are hearing from illumin, they are seeking illumin, and we are starting to sort of see that customer mix.

From my point of view, I suffer from -- I want everything all the time right now immediately. And so we can't get there fast enough. So that's -- we did a brand relaunch in Q3. If you saw us maybe at Ad Week or even on our website, we are focusing, first and foremost, much more on making a direct sort of human and productivity question between the product and the customer. Typically, historically, DSPs have been marketed as amazing tech and towards men. That's not who is in this space definitively.

And secondarily, it is about helping -- it's -- I always joke internally, we're in a hero-making business, that's sort of where we're repositioning the product line and the feature set. And this resonates well with that 7-figure spending customer. And that's where I think we see a lot of interest that's going to emerge or is emerging around self. It's important to get Managed in there.

Again, I think we've been so focused on Self the last little bit because that's where the demand is, where attention goes, energy flows. And -- but we have -- we've identified that we see a similar -- slightly different but similar pattern with agencies, in particular, around Managed services who want that premium support. Slightly different story there, but similar enough. And so it's important to get Managed into that arena quickly.

And so 2026 is all about getting after this customer, helping make heroes out of them, really transitioning and getting the product, first and foremost, fully out there in terms of an outcomes-based position and approach and then rolling into a generative solution because that generative piece, I get it, like everybody there is talking about AI, great, amazing with that. My actual goal is very simple. The fact that it can remove so much friction to helping people succeed, I think, is going to be a key -- that Canvas plus the generative, I think, is going to be a key long-term unlock in terms of creating value for the customers, which then should return value to the shareholders.

So hopefully, that helps your question.

Thank you very much for that, Thomas. I'll just take a quick pass through the audience to see if there are any follow-up questions for Simon and Elliot.

As there are no further questions, this will conclude our presentation for this quarter. My thanks to Simon, Elliot, and a special thank you to our analysts and shareholders for attending this morning. Please join us the next time as we present our fourth quarter and full year 2025 financial and operating results. Goodbye for now.

Good morning, everyone. Before we begin the official remarks, I will read the cautionary note regarding forward-looking information. Certain information to be discussed during this call contains forward-looking statements within the meaning of applicable security laws, including, among others, statements concerning the company's objectives, the company's strategy to achieve those objectives as well as statements with respect to management's beliefs, plans, estimates and intentions and similar statements concerning anticipated future events, results, circumstances, performance or expectations that are not historical facts.

Such forward-looking statements reflect management's current beliefs and are based on information currently available to management and are subject to a number of significant risks and uncertainties that could cause actual results to differ materially from those anticipated. Please refer to the cautionary statement and the risk factors identified in our filings with SEDAR for a more detailed explanation of the inherent risks and uncertainties that could affect such forward-looking statements. Following the presentation, we will conduct a Q&A session.

I would now like to turn the conference call over to Simon Cairns, Chief Executive Officer.

Thank you, Steve. Welcome, everyone, and thank you for joining us for today's second quarter 2025 earnings call. I'll begin by reviewing some of the highlights from our quarterly results, where we generated solid revenue growth of 13% year-over-year, driven by 114% increase in exchange service revenue and a 5% increase in self-service. I'll also talk about the steady growth we've experienced in self-service revenue, showing the success we've had in onboarding new customers, raising customer adoption and self-service spend performance.

I will also highlight some of the advancements we've made to our platform, including our recently launched AI forecasting tool. Then I'll discuss the challenges we've had in managed service and some of the steps we've taken to address them, including the cost reduction and restructuring initiatives we started implementing late in the quarter to enhance our profitability in the near term as well as the benefits we expect these actions will have for us in the longer term. After that, I'll turn the call over to our Chief Financial Officer, Elliot Muchnik, who will review the highlights of our second quarter financial and operating results. Then we'll be happy to answer your questions.

During the second quarter, we had sustained revenue growth of 13%. This was led by our outstanding 114% growth in exchange service revenue, which was our largest revenue line in Q2. We have been very successful this year in creating and capturing new and recurring customer demand on this side of our platform due to the investments we've made in our AI and sales that were specifically designed to strengthen our competitive position.

In addition to our success in exchange service, revenue growth in our self-service line was 5% in the second quarter, representing 28% of total revenue. We successfully onboarded 31 new self-service clients during the quarter, demonstrating the success of our sales initiatives, targeting higher-spend clients as we see further progress in the principal factors that drive revenue growth in this business, such as raising customer adoption, conversion and spend performance in this segment.

We were able to achieve this growth in self-service despite a key client pausing spend to address their financial restructuring. Factoring out the pause from that one key client, self-service grew 40% year-over-year for Q2. The continued progress we've seen in exchange service and the stable growth in our self-service line demonstrates the success of our investments in our platform and customer-centric approach that we launched in the second half of 2024. We're continuing to see improved average revenue per customer as our clients clearly recognize the value in the new features we've introduced to the platform, including programmatic guarantee and enhanced support for connected TV or CTV, which grew again by more than 100% versus the same quarter last year. This also includes recent platform enhancements such as our integration with walled gardens like Meta, which have improved customer stickiness.

Aside from the platform enhancements, we've also introduced new and innovative services such as our new AI-powered forecasting tool that we just launched in the second quarter. Usually, this kind of forecasting tool has been reserved for only large clients with substantial budgets from premium vendors. Now illumin's AI forecaster is changing the game by making this premium solution available to any illumin self-service customer without forcing them to pay massive upfront minimums. The initial feedback from customers is extremely positive, and we believe this and similar services we plan to introduce this autumn and in time for Q4 will make illumin very attractive and cost-effective option for those -- for an increasing number of advertisers and marketers.

Even though the tool was launched mid-quarter, we've seen testing usage by upwards of 60% of existing customers and daily usage by more than 20% of existing customers, well within our internal targets preceding future adoption, spend performance and customer retention.

Complementing this, we also continue to focus on driving adoption and scaling growth through targeted marketing and sales efforts. These efforts have helped us advance our illumin self-service road map, while also helping us offer our customers a wide range of flexible solutions to meet their specific needs, whether it's self-service, managed campaigns and exchange service or a hybrid approach combining elements of some or all of these services. These investments were reflected in our adjusted EBITDA for the quarter, which was partially offset by higher revenues, albeit with lower gross margins as a result of the higher proportion of exchange service revenue we saw during the quarter.

Turning to managed service. Revenue for the quarter was $10.9 million, down 24% year-over-year. In part, these results are reflective of the current geopolitical and macroeconomic uncertainty as some customers remain more cautious with their marketing spend or were less willing to shift from current providers. This is not surprising as managed service is typically more sensitive to larger economic conditions. However, despite the tough external conditions, we believe managed service can do better. We need to market the service line more effectively and work more efficiently, and we intend to do just that.

Partly due to the changes we have seen in managed service, we implemented a significant cost reduction and restructuring program late in the quarter to enhance our profitability in the near term. These include some changes in our workforce, reprioritizing some planned investments in research and development and also in marketing. We are taking a number of actions to realign our infrastructure so it better fits the current industry and economic environment. Importantly, we're revisiting how we do things to better manage our costs and perhaps more importantly, so we can work more effectively to drive sales. We expect to complete these initiatives by the end of the year. Elliot will talk more about these restructuring details later in today's call.

On a broader level, these actions represent what I would call an operational expense or a reset, if you will, and directly addresses headcount and operational expenses across the board. We expect these initiatives will improve our financial profile and drive us towards positive cash flow, while still letting us concentrate on enhancing the customer lifetime value of our platform and our ability to generate platform returns over time.

In summary, our second quarter results highlight our strong year-over-year revenue in exchange service as our targeted efforts to drive adoption and expand demand continue to gain momentum. At the same time, self-service growth remained firm during the quarter, demonstrating our success in onboarding new clients and our sales initiatives targeting higher-spend customers. We continue to see headwinds in our managed service business due largely to a challenging macro environment. To address this as well as to enhance performance throughout our company, we took restructuring actions across the organization to reduce operating expenses and improve cash flow generation. Looking ahead, we will be prioritizing expense management so we can grow profitably while still advancing key growth initiatives to increase revenue throughout all aspects of our business.

Now I'll turn the call over to Elliot to give a detailed review of our financial results.

Thank you, Simon. Good morning, everyone, and thank you for joining our second quarter 2025 earnings call. Today, we reported our second quarter results, which reflects solid revenue growth overall, driven by a strong quarter of performance in our exchange service as our targeted efforts to drive adoption and expand demand gain more traction.

I will present some additional details on our results now. Second quarter 2025 revenue was $33.1 million, up 13% compared to $29.2 million in Q2 2024. As mentioned earlier, this year-over-year growth includes strong results in the exchange service business and modest growth in self-service revenue, which was partially offset by a decrease in managed service revenue. Our growth in exchange service was driven by the addition of new customers in this area as well as an increased volume of spend by our existing clients, largely due to enhanced features we've introduced by investing in key technology improvements, working with our external partners to improve these capabilities and with better service from an expanded customer service and support team. We've been focused on these efforts for the past year. And as you can see from our results, we're now realizing the benefits.

Turning to self-service revenue. This grew 5% year-over-year to reach $9.2 million, representing 28% of the total revenue for the quarter. We onboarded 31 net-new self-service clients during the quarter, reflecting sales initiatives targeting higher-spend clients and positioning the company for continued long-term self-service revenue growth. And similar to last quarter, as noted by Simon earlier, the year-over-year comparison was dramatically impacted by a large client that reduced spending this year due to their own specific circumstances, including undergoing a business restructuring. However, this impact was reduced considerably by the addition of new self-service clients during the first half of the year. And over time, we expect these new clients to offset this impact further as they continue to ramp up their spend. We are pleased with the continued core strength in this part of our offering, especially when normalizing both quarters.

Going forward, our focus remains on targeting higher-spend clients as we see further progress in raising customer adoption, conversion and spend performance in this segment. In managed service, revenue was $10.9 million for the second quarter compared to approximately $14.4 million in Q2 2024. This year-over-year change was mainly due to larger macroeconomic uncertainty, which has been influencing some customers' marketing spend as they await further clarification on matters related to world trade policy. While customers continue to value our broad service offering as well as the insights and results it provides them, we are taking a conservative approach and expect this spend pattern to persist in the near term as our ability to forecast specifically in this segment is impacted by uncertainty.

We are already taking measures to reallocate resources in order to drive improved sales in this service line as part of a larger series of initiatives. As Simon noted, during the quarter, we began implementing cost reduction and restructuring actions across our organization. This includes a net reduction of approximately 10% of the company's North American workforce. I referenced net because we still continue to grow and expand our reach and capabilities in our sales and marketing teams. The headcount reductions and hiring freezes took place during the latter part of the second quarter. And in addition, we'll be decreasing our real estate footprint, reorganizing sales, technology and administrative activities to lower expenses while identifying efficiencies to continue to drive sales and conduct operations more effectively. We believe these actions will drive higher margins and improve cash flow generation.

Turning back to our second quarter results. Gross profit or net revenue for the second quarter 2025 was $14.4 million, up 3% compared to $14 million in the second quarter of 2024. reflecting higher sales year-over-year. Gross margin for the quarter was 43% compared to 48% for the same period in 2024 due to the year-over-year change in our product mix with a higher portion of revenue coming from service lines with lower margins, such as our exchange service. As we look to further enhance our efforts towards managed services in the second half of the year, we expect gross margin to recover to a stronger normalized level.

Total operating expenses for the second quarter of 2025 were $19.4 million compared to $16.5 million during the same period in 2024. This year-over-year increase was from higher sales and marketing expenses primarily related to increased salaries and benefits as well as commission and bonus costs associated with the higher revenues for the quarter. Higher technology expenses were due to higher variable hosting and data costs directly resulting from our higher exchange service activity. And the increase in general and administrative costs was mainly due to higher severance costs and professional fees stemming from the cost reduction and restructuring actions that I mentioned earlier.

Q2 2025 operating expenses as a percentage of revenue were 58.6% compared to 57.2% in Q2 2024. Second quarter adjusted EBITDA loss was $1 million compared to a positive adjusted EBITDA of $0.5 million in the prior year period. Despite the higher revenues, the year-over-year decline was primarily attributable to higher operating costs in the sales and marketing technology area as we had anticipated. This was mainly due to the sales and sales support expenses from expanding our account management support team, partly offset by higher revenues, which had lower gross margins as a result of the product mix.

Net loss for the second quarter of 2025 was $5.8 million compared to a net loss of $1 million in Q2 2024. The year-over-year change reflects the higher operating costs previously discussed, a net foreign exchange loss versus a gain in the prior year period and higher severance expenses as part of the cost reduction and restructuring measures.

Also on December 23, 2024, the company commenced a new normal course issuer bid to purchase for cancellation up to 3.9 million of its outstanding common shares. During the second quarter of 2025, the company purchased 311,618 common shares under this facility at an average price of $1.76 per share for a total of $548,365 (sic) [$548,448]. The 2024 normal course issuer bid remains open and can continue until December 22, 2025, or until we reach our targeted repurchase limit.

Turning briefly to our balance sheet. We exited the quarter with $48.3 million in cash versus $54 million as at the end of March 31, 2025. The quarter-over-quarter decrease was primarily attributable to investments in our platform, payments on leases and share repurchases. This decline in cash is consistent with the seasonality of our business and industry, which is expected for the first half of the year and typically, the trend is reversed in the second half of the year.

Maintaining a strong balance sheet continues to be a priority for us in order to support our continued growth. Our strong balance sheet also affords us the financial flexibility to explore strategic and increasingly attractive acquisition opportunities in order to expand our capabilities or to increase our growth trajectory. We continue to see an increasing number of accretive growth opportunities in our space with more reasonable valuations, and we'll continue to evaluate them as we move ahead in 2025.

As of June 30, 2025, the total number of our outstanding common shares stood at 51,612,725, compared to 51,704,785 shares as of March 31, 2025. And this figure reflects our share repurchases during the quarter, offset by the impact of shares issued through the exercise of stock options and other vested equity instruments. On a fully diluted basis, our shares outstanding are 57.2 million, and our insider share ownership is at 24.3%.

To summarize, our second quarter results were characterized by another period of strong performance in our exchange service business as a result of our targeted investments in this segment and stable growth in self-service revenue. As anticipated, we recorded higher operating expenses during the first half of the year due to our growth investments designed to enhance our product platform, strengthen brand identity, increase client satisfaction and improve efficiencies and drive sales. The majority of these investments are now behind us, which should result in a more profitable growth during the second half of the year. We achieved all of this despite an uncertain and challenging macroeconomic environment.

To better align our business with today's industry and economic conditions, we have implemented broad cost reductions and restructuring initiatives. These actions are intended to drive sales growth, enhance our competitive position and to conduct operations more effectively throughout our organization. We continue to believe strongly in our long-term growth prospects as we remain focused on balancing cost management with investments in key growth initiatives to increase sales and to produce meaningful progress and profitability.

And with that, I'd like to turn the call back over to Simon for his closing remarks.

Thank you, Elliot. In conclusion, we posted stable revenue growth for the quarter, driven by another quarter of exceptional growth in exchange service. We continue to see steady growth in self-service, fueled by adding new illumin self-service clients, increased customer adoption and conversion. We achieved all of this even as a larger macroeconomic uncertainty continued to influence spend in managed service. In order to mitigate these challenges, we took restructuring measures across our entire organization to reduce operating expenses, improve cash flow generation and ultimately to improve our sales performance.

We intend to keep making investments in key initiatives to support our future growth. However, we will be prioritizing cost management and improving efficiencies. So while we invest in our growth, the money we spend will be thoughtful and tactical. Bottom line, we will spend wisely to ensure we generate a substantial ROI and position ourselves for long-term success.

Thank you all for your time today. This concludes our formal remarks. We look forward to answering your questions that you may have.

Good morning, gentlemen, and thank you to everyone for attending this morning's presentation of illumin Holdings' Second Quarter 2025 Financial and Operating Results. [Operator Instructions] Gentlemen, your first question comes from Daniel Rosenberg of Paradigm Capital.

My first question just comes around the mix, the revenue mix. I just wanted to better understand, you mentioned in your comments some of the macro factors that are impacting growth. Are there nuances between how it impacts managed services, self-serve or programmatic? I was wondering if you could speak to that, please.

Certainly. Thank you, Daniel. So just maybe to summarize for the benefit of all the callers, we saw a substantial increase in our exchange services revenue, a mild increase in our self-service revenue and a decline in our managed services revenue. In terms of the macro factors that you noted in your question, fundamentally, managed service has had 2 quarters in a row where we've seen some underspending from existing customers, and we've seen some slow or unwillingness to move from existing providers. And that's largely just due to the fact that while there are many reasons to hire a company like ours to do managed services, a lot of the uncertainty in the economy is driving up a push towards the bottom of the marketing funnel, bottom of the advertising funnel versus a full-funnel experience.

And so as a result, more customers pronate a little bit more towards the transparency and the sort of better economics around a self-service product, which means that is one of the contributors on the reverse as to why we saw some growth in self-service for Q2, where we saw an increase in the number of new logos and also an increase in the ARPU.

The self-service on a reported basis grew 5%. But if we factor out some restructuring in a larger self-service customer, self-service grew at 40% for the quarter. So on a reported basis, just to be clear, 5%. But regardless, that's sort of some of the customer shift that we are sort of seeing just related to the environment. In my sort of specific remarks, what I'm focused on the fact is that we need to do a better job of offering a clear benefit around our managed services to attract the customer pool on that side of the house and because I'm a big believer in managed services. And at the same time, we are looking at different sort of opportunities in our road map to increase retention in and around our managed services space.

Lastly, around exchange. Exchange sort of is on the other side of the AdTech platform house. And as a result, what we continue to do there is continue to leverage some gains that we picked up in Q3 fiscal year '24. We did some investments through the first half of this year in the algorithm and also minorly in headcount to sort of capture a lot of what was started as inbound opportunity to us, inbound unplanned opportunity to us. We continue to capture that. We continue to actually capture larger customers in this space. And so we're pleased with the growth that we see in exchange. It's pure good old-fashioned teamwork there in that sense. And they are finding that they can pick up some customers from much larger brands in the space.

The exchange side of the industry is very, very tight and difficult to differentiate. But they are picking up some customers from some much bigger brands. I think it's largely due to the fact that the platform has some flexibility and some innovation and just good old-fashioned, straight up good algorithmic-based results. And so people are sort of pleased with our approach, our flexibility. Maybe we're a little less restrictive than some of our much larger brands in the space. So that is maybe on a customer-centric basis, giving us some differentiation, and that is giving us some lift in the quarter. I hope that answers your question.

Yes. I appreciate all the context. I guess digging a bit deeper into customer spend. Could you please explain how you're thinking about these -- if we're thinking through the lens of these kind of 3 revenue lines, how a customer might shift their wallet spend, whether taking 1 product, 2 products, all 3? How do you think about managing that going forward with the dynamics you're seeing today?

Within the self-service product, we continue to see a higher ARPU, average revenue per customer essentially, 70% for Q2. This is a combination of factors. But at a fundamental level, we are seeing more channel adoption by new and existing users on a historical basis. If you look back over the last few years, the self-service product has moved from being used fundamentally for 1 or 2 advertising channels to now 3, 4, 5. We're seeing -- as the more we sort of advent self-service, the more new customers come in, the more they're more quickly adopting additional channels, and this is due to the fact that we have simplified the user experience. We still have some more work to do there, but we have made it easier than even a year ago.

Our focus right now is to really drive towards more attribution and incrementality just because that's where we sort of see customers driving us in terms of what they want out of us to sort of be a great partner, helping them succeed. And we believe that will help us in 2026, bring through both new customers and retain the existing -- the customers that we're gaining in 2025 due to a variety of conditions, whether that they were just purely interested in self-service or maybe in uncertain times, they're looking for a bit more control versus, say, a managed services solution.

In terms of managed, managed spans the gamut of how you want to hire us and use us. It could be awareness campaigns, which on the whole in the market are on the decline right now. It could be just related to conversion campaigns. We see a much larger sort of spread of opportunities there. But we -- for the second half of this year, we do have a focus on trying to pull the managed services results up. As a market, I'm a big believer, and it does lend us some very good customer-facing feedback, but also some very good customer support as well. Managed services, like exchange, actually helps bring us customers into the platform in a variety of ways. And that's sort of, I think, maybe one of the hidden benefits we have yet to even closely materialize. I think that, that's some greenfield for the future, which is can we move from a dialogue of we service you from a method of A, B or C towards you may know us on one thing, but you may be able to easily try us on another way of service.

Appreciate that. Lastly for me, just on the cost restructuring. Could you speak to time lines in terms of when you expect to see the benefits start to accrue and start to be fully realized?

Well, most of the -- so we -- again, just when I look at the environment out there, so the market started this year sort of forecasting itself at somewhere between 10% and 15%. The market is now sort of forecasting itself at below 8%. We -- for this quarter, we're at 13%; last quarter, 17%. So I wanted to implement some hedges against downside risk in the businesses going forward. So we did exit a material level of headcount in Q2 at the very end of the quarter. And so that shows up mostly in severance costs appropriately and that we bear some cash costs and other things in the quarter. But we have exited the headcount that we wanted to exit just to again manage the safety of the business in this quarter. Going forward, we're focused on growth with a tight wall. I don't know, Elliot, if there's another angle.

Well, there's -- thanks, Simon. Just a quick add, we still have to reduce our real estate footprint. That's going to have a few months delay for that. But -- and some vendor exits where we are rationalizing our relationships for a reduction, and there's obviously some time. So we believe that all those pieces will be well completed by the end of the year. And we're obviously moving as quickly as possible to make sure that those happen even more quickly than that. But the major part, as Simon mentioned, was a reduction of our workforce, and that has been complete.

Our next question comes from Conrad, Ryland of RBC Securities.

I guess just following up on the last question. With all of the moving parts here with revenue mix shifts and you've got the additional cost reduction and restructuring initiatives being implemented, is there any more granularity you could provide on gross margin expectations for Q3 and Q4?

Thank you, Conrad. So our expectation is, as you heard Simon say, that we are refocusing and trying to shore up and improve our managed service results. And if that would -- the outcome of that would naturally lift our gross margin because it's not that we're seeing profound margin pressure, although it's definitely out in the marketplace, it's the fact that we had a bigger proportion of our revenue in the first half of the year coming from the lower part of the margin scale on our offering. And as a result, this cost initiative that we've done is to effectively offset the impacts of the lowest gross margin -- lower gross margin, pardon me, and some of the related costs that come with that business.

Now if we were to improve on the managed service, then I think we will have dramatically better outcomes, but we can't depend on that because of the current market situation. It's very -- I think the biggest difficulty is being able to forecast advertiser commitment to spend and their willingness to spend in a way that they may have spent in the prior year and so forth.

So for us, we're taking, as Simon said, a hedge position, but we expect that managed service will be stronger in the second half, and that will lead to modest but important improvements in our gross margin.

Got it. And in your release, you did mention a solution being developed to stabilize the managed services business. Is there any color you could provide on that initiative specifically?

We have made several investments in the platform over the last several years, even obviously, prior to my time even being here. And those have set the stage where we can layer in additional products and services that would help both managed and our self-service product. And where the customer base is driving us towards is more visibility and more control related to incrementality, which is essentially helping provide clarity on where their advertisers are going in terms of bringing them new business, also some more sort of understanding of retail-level footfall traffic and just generally attribution about understanding where their marketing dollars are contributing back to their business. We have the opportunity to move quickly and extend the value to customers that historically illumin has not played in. Many DSPs sort of typically play in the space of we help you spend your advertising dollars and you rely on third parties to sort of have insights into your dollars.

From our point of view, customers are telling us that they really like what they see in terms of some of our transparency and our flexibility in our partnering with them, can you also help give me some insights? And so between ourselves and also some third parties, we're focused on really sort of delivering some incremental value back to customers as quickly as we can, and we believe it can benefit both the managed and the self.

Furthermore, exchange has a role to play here as well. And that because we are getting good customer response from exchange, we're essentially using it as a very mild form of lead generation into the DSP side of the house in the sense that if you like us over here, maybe give us a try on this other side. And so I hope that answers your question.

I'll just open it up to see if there's any other questions from the audience. Okay. As there are no further questions, this will conclude our presentation for this quarter. My thanks to Elliot and Simon, and a special thank you to our analysts and shareholders for attending this morning. Please join us the next time as we present our third quarter 2025 financial and operating results. Goodbye for now.

Welcome to the 2025 Annual General Meeting of illumin Holdings, Inc. Please note that the meeting is being recorded. I would like to introduce Sheldon Pollack, Chair of today's meeting. Mr. Pollack, the floor is yours.

Thank you. Good morning, ladies and gentlemen, and welcome to the Annual General Meeting of Shareholders of illumin Holdings, Inc. My name is Sheldon Pollack and as the Chair of the Board of Directors of the corporation, I will chair today's meeting. On behalf of the Board, I wish to express thanks to those shareholders who have submitted their proxies in advance. We are pleased to host the meeting through the virtual meeting platform accessible to all our shareholders regardless of physical location. Please note that only registered shareholders and duly appointed proxy holders of illumin Holdings, Inc. are permitted to participate in the voting and ask questions on those matters which will be considered during the formal portion of this meeting.

I now call to order the Annual General Meeting of the corporation's shareholders. With the consent of the meeting, I appoint Elliott Muchnik as Secretary of the meeting and also appoint [ Julie Kim ] of TSX Trust Company as scrutineer of the meeting to report on the holdings of common shares present in person, to report on the number of common shares represented at this meeting, to tabulate the votes on any ballot taken at the meeting and to report thereon to me as the Chair of the meeting.

I have received the scrutineers' preliminary report on attendance at today's meeting and I can confirm that there is a quorum present at this meeting. A copy of the final report on attendance will be filed with the records of the meeting. We have received confirmation from our transfer agent, TSX Trust Company, indicating that proper notice of the meeting has been given in accordance with the Canadian -- with the Canada Business Corporations Act and the bylaws of the corporation. I direct that a copy of the notice with proof of mailing be kept by the Secretary with the records of the meeting.

The purposes of today's meeting are set out in the Management Information Circular dated May 6, 2025, copies of which were mailed to shareholders on May 20, 2025, together with the notice of the meeting, and the form of proxy. Before we proceed to the matters to be considered at this meeting, as this meeting is being held virtually via live webcast, I will set out a few rules for the orderly conduct of the meeting.

One, questions in respect of a motion may be submitted by a registered shareholder or duly appointed proxy holder using the instant messaging service of the TSX Trust platform. Please note there will be a slight delay in the publication of the communication received. Two, in submitting a question, please indicate your name, which entity you represent, if any, and confirm that you are a registered shareholder or a duly appointed proxy holder. Three, questions will generally appear shortly after they are submitted, but I will only be addressing most questions during the question period at the end of the meeting.

However, in my discretion, I may immediately deal with questions regarding procedural matters or directly related to the motion before the meeting. Four, for the purposes of the meeting today, voting on all matters will be conducted by an electronic ballot.

Voting on all matters will be possible starting in a few moments. Once the polls are declared open, registered shareholders and duly appointed proxy holders may cast their votes by clicking on the voting button on the left side of the screen. Voting on all matters of the meeting will be open at the same time. If you've already submitted your vote by proxy, you should not vote during the meeting unless you wish to change your vote. I now declare the vote -- the polls open on all resolutions so that registered shareholders or proxy holders may choose to register their votes at any time from now until the close -- until we close the polls at the end of the meeting.

I now declare that the meeting is regularly called and properly constituted for the transaction of business. To expedite the formal part of the meeting, I will move all motions and dispense with the requirement for seconding of motions.

The first item of business is the presentation of the corporation's consolidated financial statements for the financial year ended December 31, 2024, and the auditors' report thereon. These financial statements and the auditor's report were mailed to shareholders on request and also posted and available on SEDAR+. I will dispense with the reading of the auditor's report. Management will entertain questions with respect to the financial statements of the corporation in the general question period after the formal portion of today's meeting.

The next matter to be acted upon is the election of 7 individuals to the Board of Directors. The term of office of the directors is from today until the close of the next Annual Meeting of Shareholders or until such time as their successors have been duly elected or appointed. As per the Management Information Circular, the following persons have been nominated as directors of the corporation to hold office until the close of the next annual meeting of the shareholders or until his or her successors are duly elected or appointed.

David Andrews, Roger Dent, Tal Hayek, Paul Khawaja, Sheldon Pollack, Michele Tobin, Yishay Waxman. Each of the persons nominated has confirmed that he or she is prepared to serve as a director, and each of them qualifies as a director under the provisions of the Canada Business Corporations Act.

The act requires that the Board of Directors be elected. Proxies have been solicited for each of these 7 proposed qualified persons. The corporation did not receive notice of any director nominations in connection with the meeting in accordance with the advanced notice bylaw. Accordingly, the only persons eligible to be nominated for election to the Board of Directors of the corporation are the nominees whose names I have mentioned. Since there are no other nominations, I move a motion for proposing the election of these 7 directors.

The motion is now on the floor. As mentioned at the beginning of the meeting, voting today will be conducted by electronic poll. You will be prompted to vote on all items after the presentation of the final item of business. However, if you wish, you may choose to register your votes at any time, including now.

I will move to the next item of business, which is the appointment of the auditors of the corporation for the ensuing year and to authorize the directors of the corporation to fix the remuneration of the auditors. The Audit Committee of the Board has approved, subject to shareholder confirmation, the appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants as the auditors of the corporation. I move that PricewaterhouseCoopers LLP, Chartered Professional Accountants be appointed auditors of the corporation until the next Annual Meeting of Shareholders and that the Board of Directors be authorized to fix their remuneration.

The motion is now on the floor. You'll be prompted to vote on the appointment of the auditors after the presentation of all business items for this meeting. I now move to the voting items of business. As previously mentioned, voting today will be conducted by electronic poll. You'll now be prompted to register your vote in respect of each of today's business items for this meeting. Please register your votes by accessing the voting page when prompted and pressing the For or Withhold or Against buttons next to as applicable. One, the name of each proposed director; and two, the resolution with respect to the appointment of PricewaterhouseCoopers LLP Chartered Professional Accountants, as the corporation's auditors and the approval to fix the remuneration of the auditors.

Once the electronic balloting closes, the voting page will disappear, and your votes will automatically be submitted. Please note that once the polls are declared closed, you will no longer be able to submit your votes. We'll wait for a few moments for the completion of the electronic ballots and then move on with the remainder of the meeting. We'll provide registered shareholders and duly appointed proxy holders approximately 1 minute to complete the electronic ballots. Once voting is completed, I would ask that the scrutineer compile the report regarding the resulting -- regarding the results of the votes, the voting on all of the business matters. We will reconvene in a few moments with the scrutineers' report and the voting results.

[Voting]

Thank you for waiting. I now declare the polls closed. I've received the scrutineer's report and confirm the following: Each of the 7 nominees have been elected as directors of the corporation to serve until the next Annual Meeting of Shareholders or until their successors are elected or appointed. And the appointment of PricewaterhouseCoopers LLP, Chartered Professional Accountants as the auditors of the corporation has been approved, and the Board of Directors of the corporation has been authorized to fix their remuneration. I direct that the results of the poll for the election of the directors be included in the minutes of this meeting announced in a press release in accordance with the policies of the Toronto Stock Exchange and filed on SEDAR+. Since I'm not aware of any further business to be brought before the meeting, I declare the meeting terminated. Thank you.

As the formal business of the meeting of shareholders of the corporation has now been completed. I'd like to turn over the floor to the Chief Executive Officer, Simon Cairns; and our Chief Financial Officer, Elliot Muchnik, for any questions that may be asked.

I ask that all registered shareholders who would like to ask a question, use the Ask a Question feature on the TSX Trust platform to do so. We'll answer as many questions as time permits. When asking your question, please state your name, the entity you represent, if any, and confirm that you are a registered shareholder or a duly appointed proxy holder. Please limit your questions, topics relating to today's subject matter and keep your questions short and to the point. The only question is directly pertaining to today's business items for the meeting will be answered. We'll now give attendees a brief moment to type in their questions.

Mr. Chair, I can confirm that there have been no questions submitted through the platform.

Great. Thank you. On behalf of management, our Board of Directors and employees, I'd like to take the opportunity to thank everyone for attending the meeting today. I'd like to thank all of our shareholders for their commitment and continued support. This meeting has now ended. We look forward to your attendance next year again. Thank you.

Thank you for attending today's meeting. You may now disconnect.