Executive Summary

Q3 2022 results deteriorated materially: revenue fell to $25.1M, down 42.1% YoY and 19.3% QoQ, and diluted EPS was $(0.40), driven by lower order volumes, inflation, gas prices, and competitive pressure; results include a $53.9M non‑cash goodwill impairment .
Adjusted EBITDA was a loss of $4.7M vs positive $3.1M in Q3 2021, reflecting weaker volumes and higher insurance reserve; Active Diners declined to ~1.2M and Average Daily Orders to 14,156 .
Liquidity trended down: cash on hand decreased to $20.1M at quarter‑end (and ~$14.7M on Nov 3); long‑term related‑party debt fell to $55.9M following conversions and paydowns .
Corporate actions: board approved a 1:20 reverse stock split effective on or before Nov 21, with trading to continue on a split‑adjusted basis and the ticker to change to “ASAP” on Nov 22, 2022 .

What Went Well and What Went Wrong

What Went Well

Rebranding and diversification progressed: launched the “deliver anything ASAP” model and consolidated tech to a single app; secured partnerships including FoodBoss and grew third‑party payment referrals to ~2,900 merchants (+~80% YTD) .
In‑stadium ordering footprint expanded with exclusive mobile ordering agreements (MetLife Stadium, NY Giants/Jets; New Orleans Saints; University of Alabama; LSU) and Florida Panthers arena deal, enhancing non‑restaurant use cases .
Ongoing debt reduction initiatives and lender conversions reduced long‑term debt from $84.5M at YE21 to ~$57.0M by Aug 8, 2022; CEO highlighted >$70M debt decrease (~56%) since Jan 1, 2020 .

What Went Wrong

Revenue contraction and order softness: Q3 revenue fell to $25.1M (−42.1% YoY; −19.3% QoQ) due to competitive intensity and macro headwinds (inflation, higher gas prices) .
Profitability deterioration: net loss widened to $(73.5)M (includes $53.9M goodwill impairment); Adjusted EBITDA loss of $(4.7)M vs +$3.1M in Q3 2021 .
User base/engagement declines: Active Diners fell to ~1.2M and Average Daily Orders dropped to 14,156, indicating continued demand pressure in core markets .

Financial Results

Metric	Q3 2021	Q1 2022	Q2 2022	Q3 2022
Revenue ($USD Millions)	$43.448	$35.040	$31.171	$25.141
Net Income - (IS) ($USD Millions)	$12.250	$(77.216)	$(11.671)	$(73.462)
Diluted EPS ($USD)	$0.09	$(0.50)	$(0.07)	$(0.40)
Loss from Operations ($USD Millions)	$(1.980)	$(74.586)	$(8.169)	$(62.828)
Adjusted EBITDA ($USD Millions)	$3.068	$(1.791)	$(3.611)	$(4.670)
Adjusted Loss per Diluted Share ($USD)	$(0.03)	$(0.05)	$(0.06)	$(0.06)

KPIs and Balance/Liquidity

KPI	Q1 2022	Q2 2022	Q3 2022
Average Daily Orders (units)	22,907	18,070	14,156
Active Diners (millions)	~1.5	~1.3	~1.2
Cash on Hand (end of period, $USD Millions)	$54.9	$28.2	$20.1
Cash on Hand (Nov 3, 2022, $USD Millions)	—	—	$14.7
Long-Term Debt - Related Party ($USD Millions)	$82.284	$61.805	$55.941

Non-GAAP Adjustments (Q3 2022)

Goodwill impairment: $53.898M .
Adjusted EBITDA reconciliation items include interest, taxes, D&A, stock-based comp, induced conversion expense related to Notes ($8.569M), and other non-recurring items .

Guidance Changes

Metric	Period	Previous Guidance	Current Guidance	Change
Revenue	FY 2022 / Q4 2022	Not provided	Not provided	Maintained (no formal guidance)
Adjusted EBITDA	FY 2022 / Q4 2022	Not provided	Not provided	Maintained (no formal guidance)
EPS	FY 2022 / Q4 2022	Not provided	Not provided	Maintained (no formal guidance)
Corporate Action	Nov 2022	—	1:20 reverse stock split; trading under “ASAP” effective Nov 22, 2022	New corporate action

No formal quantitative guidance ranges (revenue/margins/OpEx/tax) were disclosed in Q3 materials .

Earnings Call Themes & Trends

Note: Q3 2022 earnings call transcript was not retrievable due to a document database inconsistency; themes below reflect press releases (Q1–Q3 2022) and 8‑K content.

Topic	Previous Mentions (Q-2 and Q-1)	Current Period (Q3 2022)	Trend
Rebranding to “deliver anything”	Formal rebrand initiation; shift to single app; adding 7‑Eleven, retail categories; instant pay tech roadmap	Rebrand launched; expanded product categories; continued platform consolidation	Continued execution
In‑stadium mobile ordering	MetLife Stadium exclusive deal; active at Alabama, LSU, Saints; expansion plans	Added Florida Panthers (NHL) arena; reiterated exclusives	Expanding footprint
Third‑party payment referrals	Building residual revenue; >2,300 merchants facilitated by Q1; growth expected	~2,900 merchants (+~80% YTD); diversification beyond food delivery	Growing
Integrations & partnerships (Olo, GFO, Panera, Inspire)	Significant QSR/platform integrations to drive order flow	Partnership with FoodBoss (search engine) to expand reach	Broadening ecosystem
Macro headwinds (inflation, fuel, competition)	Inflation/high gas prices weighed on orders, smaller markets impacted	Macroeconomic pressures continued to suppress order volumes	Persistent headwind
Debt & capital structure actions	Debt paydown and maturity extension; lender conversions (ownership ~16.3%)	Long‑term debt down to $55.9M; reverse split approved	Deleveraging; corporate action

Management Commentary

“Macroeconomic factors, including inflation, higher gas prices and competition, continued to impact our markets and order volumes during the third quarter of 2022. In response, we have focused our efforts on certain initiatives to improve revenue, operating income and cash positions, including our comprehensive rebranding, consolidation of our technology platforms into a single application and cost reductions where appropriate.” (ASAP press release) .
“With the most recent conversion, debt has decreased by over $70 million, which is approximately 56% since January 1, 2020… Our broader view towards our business strategy should allow the Company to better withstand marketplace swings… Our focus is to be able to deliver a diverse set of products from any vendor.” – Carl Grimstad, CEO .
Q1 integrations: “We have since added integrations with Google Food Ordering, Itsacheckmate, Chowly, Olo… completed our first direct integration with Panera Bread… in final stages of testing an integration with 7‑Eleven… partnership agreement with Inspire Brands…” – Carl Grimstad, CEO .

Q&A Highlights

Not available; the Q3 2022 earnings call transcript could not be retrieved due to a document database inconsistency. No additional call‑specific clarifications can be cited at this time.

Estimates Context

S&P Global/Capital IQ consensus estimates for Q3 2022 could not be retrieved due to missing CIQ mapping for ticker ASAP (SpgiEstimatesError). As a result, comparisons to Wall Street consensus are unavailable for this quarter [GetEstimates error].
Values retrieved from S&P Global where applicable.

Key Takeaways for Investors

Revenue trajectory remains negative (Q3 $25.1M vs $31.2M in Q2 and $35.0M in Q1) amid persistent macro and competitive pressures; Active Diners and orders also declined sequentially, signaling demand challenges in core markets .
Reported net loss includes significant non‑cash impairments (Q3 goodwill impairment $53.9M), masking underlying operating trends; Adjusted EBITDA loss widened to $(4.7)M vs +$3.1M YoY .
Liquidity tightened (cash $20.1M, and $14.7M on Nov 3); however, long‑term related‑party debt continued to decline, reflecting ongoing balance sheet actions and lender support .
Strategic diversification advancing (retail categories, in‑stadium ordering, payment referrals); partnerships (FoodBoss, stadiums, prior QSR/platform integrations) may broaden TAM and reduce reliance on restaurant delivery .
Corporate action (1:20 reverse split, ticker change to ASAP) is a near‑term trading catalyst; monitor post‑split liquidity and compliance dynamics .
Absent formal guidance and unavailable consensus, focus on operational KPIs (orders, Active Diners), cash trajectory, and adjusted profitability as primary indicators into Q4/FY22 .
Near‑term trading: weak fundamentals and continued macro headwinds argue for caution; medium‑term thesis hinges on execution of “deliver anything” model, platform consolidation, and scaling of ancillary revenue streams (stadiums, payment referrals) .

Note: We searched and read the Q3 2022 8-K/press release in full. Q3/Q2/Q1 press releases were read; earnings call transcripts for Q1–Q3 could not be retrieved due to document database inconsistency errors. No separate additional Q3 press releases were found beyond Exhibit 99.1 embedded in the 8‑K filings.
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Waitr Holdings Inc. (ASAP)·Q3 2022 Earnings Summary