IDW Media Holdings Will Stop Quarterly Financial Reporting as It Moves to OTC Pink

ComicsA stack of green, blue and red comics with ninja headbands and a bo staff on a publisher's desk at dusk, beside a report binder shedding its tabs and a blue hologram of quarterly calendar tiles ending in one annual tile.

IDW Media Holdings, the parent company of IDW Publishing, is about to go quiet between annual reports. The company expects to stop publishing quarterly financial results and put out unaudited annual reports instead, as it moves its stock to a lower rung of the over-the-counter market.

That matters well beyond IDW’s shareholder list. IDW is the only comics company that has regularly released its own financial information, as ICv2 points out. For years, its quarterly reports have been one of the few public views into how the direct market and the book trade are actually performing. Marvel, DC, BOOM! Studios and Dark Horse all sit inside public companies, but they’re too small next to their parents to get their own lines in those financial statements.

What’s changing

IDW’s Class B common stock trades under the ticker IDWM on the OTCQB Venture Market, a mid-level tier run by OTC Markets Group. In the company’s third-quarter report, dated September 10, IDW says its board approved a voluntary move of that stock from OTCQB to the OTC Pink Open Market. The switch is expected to take effect during IDW’s fiscal fourth quarter, which ends October 31, once OTC Markets Group finishes processing it.

IDW says the move is meant to “reduce ongoing administrative and compliance expenses” and isn’t expected to affect the underlying business. Companies on the lower OTC tiers face lighter disclosure requirements than those on OTCQX or OTCQB, and IDW is using that room to scale back.

On the September 14 earnings call, a shareholder asked whether IDW would keep reporting every quarter. CEO Davidi Jonas said he didn’t expect it to.

“I think we’ll report unaudited on an annual basis,” Jonas said, adding that preparing quarterly results is “more labor-intensive” than holding a conference call.

CFO Andrew DeBaker confirmed that annual-only reporting is “the current assumption.” According to ICv2, Jonas expects the change to save about $200,000 a year. Jonas also said IDW is open to continuing investor calls if shareholders want them.

This isn’t a delisting, and it isn’t new SEC news

The legal groundwork for this was laid three years ago. IDW listed on the NYSE American in 2021 alongside a public offering. In May 2023 it voluntarily withdrew from that exchange, filing a Form 25 on May 8. On May 18 it filed a Form 15, ending the registration of its Class B stock with the Securities and Exchange Commission and suspending its duty to file SEC reports. The last 10-Q IDW filed with the SEC was in March 2023.

Since then, IDW has kept publishing quarterly and annual reports through OTC Markets instead of the SEC. What’s ending now is that voluntary OTC-based quarterly reporting. The stock will keep trading over the counter, just on a tier with fewer disclosure obligations.

The last quarterly numbers look good

IDW’s final quarterly report came in strong. ICv2 reported net income of $460,000 for the quarter ended July 31, up from $281,000 a year earlier, bringing year-to-date profit to $457,000. That compares with a loss of about $1.5 million over the same stretch last year, when the Diamond Comic Distributors bankruptcy forced a big receivables write-off.

Quarterly revenue rose 4.8% to $7.1 million, about $7.0 million of it from Publishing. Management pointed to a $771,000 jump in comic shop revenue from licensed and crossover titles, which more than covered a $381,000 drop in book-channel sales as backlist sales slipped. Operating expenses fell by $189,000.

On the call, DeBaker said Teenage Mutant Ninja Turtles #20 sold more than 25,000 copies in July. He called it IDW’s 300th Turtles issue since the company launched the franchise 15 years ago, and singled out Jason Aaron’s core TMNT series and crossovers like Teenage Mutant Ninja Turtles vs. Godzilla and Sonic the Hedgehog vs. Godzilla as standouts.

What’s next

IDW isn’t going dark on news. DeBaker told investors the company plans “major announcements” at New York Comic Con next month for licenses including Teenage Mutant Ninja Turtles and Star Trek, along with an expansion of the IDW Dark imprint and a new “high-profile license.”

What readers and retailers won’t get anymore is a detailed financial snapshot every three months. With annual reports that won’t be audited, the clearest regular window into a mid-size comics publisher’s business is about to get a lot smaller.