VerticalScope Holdings Inc. (TSX:FORA)
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May 1, 2026, 1:35 PM EST
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Planet MicroCap Showcase: TORONTO 2025

Oct 22, 2025

Chris Goodridge
CEO, VerticalScope Inc.

It's a great time to be looking at VerticalScope, and it goes beyond just, you know, simple, clear value opportunity reflected in our multiple or, you know, the cash flow yield or anything like that. It's a lot more about the strategic advantages that are stemming from our tech platform, our data asset, and the value unlocks that we think AI brings to our business. We IPO'd on the TSX in 2021, but in many ways, we think and believe we're in the early stages of VerticalScope's growth. For anyone new to our story, I'm just going to give a quick refresher on VerticalScope and what our business is all about. From day one as a company, our mission has been to enable people from around the world that have common interests and passions to connect and share knowledge about the things that they love.

To do this, we built the leading digital platform for online enthusiast communities, which we call Fora, which also happens to be our TSX ticker symbol. We have over 70 million registered members that have created this hugely deep pool of knowledge and authentic human perspectives on a wide range of commercially focused topics. Our communities are hyper-specific to our members' interests. You know, just to give you a sense, we have a beekeeping community that has 62,000 members, and we also have a wristwatch community that has over 600,000 members and over 24 million posts. People just talking about Rolex, or whatever it may be. We've also got a really unique M&A playbook that's allowed us to consolidate hundreds of independent communities over time, over the years and improve them with the Fora platform.

It's all made possible by our real, very profitable business model, which has produced $66 million in revenue and $25 million of EBITDA over the last 12 months. I should just be clear that all of our financials are in U.S. dollars. This asset-light model has allowed us to be incredibly efficient in converting EBITDA to cash at close to a 90% rate consistently. We're really well positioned for the changing landscape with a rock-solid balance sheet and ample capacity to execute on growth priorities. What are these communities and who are our users? Our core users are enthusiasts. They're subject matter experts, and they provided over 2.3 billion posts on the platform. These are real people producing authentic content, and they choose our communities over broader social media because it's a place where focus and expertise matter. There's no distractions. This is really the essence of our competitive moat.

Our users are authentic, and they produce some of the best and most unique content on the web. Much like Reddit's operating model, we also have the benefit of thousands of volunteer moderators and administrators in our communities that help them run smoothly. Our strategy is to create dedicated spaces for these niche interests. We have separate and unique brands that we maintain for all of our communities. As a result of this focused strategy, the content in our communities is inherently commercial and supports our monetization strategy. Our users are talking about cars, mountain bikes, stereo systems, Rolex watches, and so much more. Just to take a quick step back, to look at the broader landscape and what's happening on the web. Over three decades, the internet's gone through three major eras, each defined by how people interact with information and with each other.

In the 1990s and early 2000s, the web was static. It was about accessing information. Websites, blogs, forums were the backbone of discovery. Forums were actually the original social networks, the first place people gathered online to share expertise, debate, and form communities around shared interests. Whether you were fixing your car, comparing cameras, or planning a fishing trip, forums were where trust was built between real people with real experience. The next evolution came with mobile and the rise of social platforms. Discovery moved to feeds, and distribution became algorithmic. Yet forums continued to thrive beneath the surface, not as entertainment, but as utility. They remained the long tail of authentic, search-driven conversation, the place that Google would send you when you wanted an answer, not an opinion. Now we're entering a third phase of the web, the Agentic web, where intelligent agents act on behalf of people.

These AI systems need trusted, structured, human-generated content to reason and take action, not just surface-level social posts. That's exactly what the data in our communities provides. Decades of organized, high-signal discussion around every passion, product, and problem imaginable. In this new world, data quality is the currency, and we believe the next leaders will be those that own intent and action. Fora is positioned right at that intersection. Our communities contain the authentic, high-intent human content that AI agents need to understand what people actually want to do. We believe this positions VerticalScope as part of the foundational data and action layer for this new agentic web. We're entering this period in an incredibly strong financial position.

The profitability of our core business model really gives us that foundation to pursue organic growth opportunities, but also to selectively deploy capital into M&A, which we've been very successful with in the past. Our flywheel has a few key growth drivers to understand, and it really starts with growing our direct traffic sources. With changes to content discovery through search, we're expanding direct audience connections, authenticated users through email, and installs of our Fora mobile app, which provides users access to all of our 1,200 plus communities from a single mobile experience. Direct users are much more valuable to our business. They're the ones who are creating content and engaging more deeply. Our direct users have a three times higher engagement level than users who come to our communities through a Google search.

We're developing our marketing capabilities as well to acquire more users, and we'll continue to lessen the relevance of search engines over time and lead to more predictable levels of MAU. The second driver of our growth is AI product innovation. As much as AI and LLMs are reshaping content discovery on the web, they're also unlocking completely new growth opportunities for our business. We're really leaning into those, and these are things that wouldn't be possible without the technology. I'll dig into the AI story a little bit more in the coming slides, but we just believe it has a tremendous opportunity to reshape the community experience, leading to both higher engagement and expanding our advertising capabilities. Next, by growing our direct audience and unlocking new value for our users with AI, our opportunity to create new sources of revenue will build.

Advertising has always been a key driver of our business, and in recent years, it's made up around 80% of total revenue. We expect to exploit new sources of revenue that are supported by the new tailwinds of the agentic web. We're creating immersive experiences for brands in our communities and also working on launching new data-driven revenue products and commerce-based revenue streams. I'll expand more on that shortly. Finally, we'll continue to be opportunistic with M&A. We've made four tuck-in acquisitions so far this year. All are performing well, and we have a deep pipeline available to pursue. The current industry dynamics at play with AI, search, and content discovery may be disruptive to a lot of independently owned communities and properties that we would look at that really don't have the benefit of a scaled tech platform and a well-defined AI strategy.

We expect that will open up great opportunities for us in the quarters ahead. A little bit more on our AI initiatives. As I mentioned earlier, breakthroughs in generative AI have opened up completely new growth opportunities and ways for us to provide our users with new sources of value. We're translating our content into multiple languages to reach entirely new audiences, and AI-generated summaries are making it easier for new visitors to dive into long, detailed threads. We're particularly excited about our new AI-powered community assistant, which we've called Fora Frank. Fora Frank was initially rolled out to our communities to encourage posting and help users ask better questions. Now users can tag Fora Frank, much like the way people use Grok on the X platform, and it opens up a whole new avenue of engagement and content discovery.

Our early results are really encouraging and suggest that thread engagement increases by over 3x when someone's tagged Fora Frank and has it involved in the conversation. We're just scratching the surface with the potential here, and we see many more applications of Fora Frank as this continues to evolve. AI is also a driver of revenue growth for our business. It starts with over 2.3 billion posts, which represents one of the internet's deepest repositories of consumer intent and information, with people discussing what to buy, what works, what doesn't. We're building AI-driven services on top of that. For example, we're converting forum content into structured insights, which will lead to data products. We're reimagining our advertising business with AI to power new marketing tools that automate prospecting, making it much easier for our customers to work with us, including with things like AI-generated ads.

We're also pursuing licensing and data protection agreements powered by partners like Tollbit to govern and monetize how AI models access our data. I'm particularly excited about the potential with Tollbit, which we just recently announced a few weeks ago, and we're in the process of integrating the technology. The main benefit to us is a clear view of crawl attempts by AI bots. Everything from ChatGPT to Claude to Perplexity and several more AI services that are increasingly relying on retrieval augmented generation to power their services. This is much less about training models and much more about powering services with the latest information on a topic. The data from Tollbit is already surfacing a powerful story on communities where we've got it deployed and the significant demand for our data.

To share an early anecdote, attempted crawl volume, which we are blocking, by the way, we're blocking the AI bots, for major AI companies appears to be anywhere from 2x- 10x higher than the daily traffic that we see from just the human traffic that engages with our communities. For example, I was just looking at our Tesla community yesterday, and the crawl volume just from the major AI companies was 12x higher than the user volume that we're seeing. It's a very clear signal to us of the demand and the need, the insatiable need that the AI companies have for high-quality data signals.

Beyond this work, we also expect to create completely new AI-driven services for our users that are powered by this rich and unique data sets we have, but we also have this great distribution on our platform because we reach close to 100 million users. These new AI-driven services, we can get them into the hands of users really easily. It's going to be something we have a lot more to say about in the quarters ahead. Quickly to our M&A model, you know, M&A has been a big part of the VerticalScope story for a number of years as we've made several small acquisitions that can benefit from our common platform. We think we have a unique approach to M&A, and we believe it provides us with a competitive advantage.

Just to give you a sense as to what we've bought historically, the primary targets are independently run communities, and there still remain thousands and thousands of these online. They tend to be founder-run, driven from the founder's passion more than anything else, and really not with a view to build a big business. Sites like The Gear Page, which we acquired earlier this year, is a perfect example. It's home to thousands of guitar enthusiasts who are sharing all the latest in instruments, amps, and gear. Really commercially driven content and really valuable data. We've maintained a proprietary pipeline that we've built up over years of experience and relationship building, and our deal processes are all standardized, so we can act very, very quickly when the right M&A opportunities surface.

As new revenue sources take shape and this agentic web continues to evolve, we expect our M&A model to become an even greater source of growth. Turning quickly to our revenue model, and this is really more for people who are newer to the VerticalScope story, a quick rundown of where we generate our revenue today. Our primary source is digital advertising, and that comes through in a variety of channels and formats. The largest component is Programmatic, which involves selling impressions in real time through a real-time auction using our proprietary ad tech, with over 20 sources of demand incorporated. We get demand from platforms like The Trade Desk, Google, Amazon, Index Exchange, you name it. We also offer video ads that generate CPMs that are up to four times higher than standard display.

In addition to Programmatic, we also sell directly to certain categories of advertisers through a mix of display and custom content that is sold by our sales team. Because of the nature of our communities, because of the highly niche nature of the content, how specific it gets, we tend to see very high renewal rates from our customers because there just aren't similar platforms that they can work with. Direct, we see you have really high hopes for. We think, you know, as the internet continues to evolve, these immersive experiences, these direct connections with users become more and more valuable, especially as even the search experience evolves and marketers are, you know, they're also grappling with the changes that are happening to organic search on the internet. We also have E-commerce, which is roughly, you know, just under 20% of the business today.

Historically, it's had two main contributors: subscriptions and affiliate revenue. Subscriptions include premium subscriptions for users who want an ad-free experience. We also have a B2B subscription. If businesses want to engage in the community and post commercial messages, they have to become a business subscriber. Affiliate revenue is more a passive form of monetization. When users are posting links to products within our communities, it could be on Walmart, it could be on eBay, it could be Target, it could be Amazon, we earn revenue when people click through those links. It's purely a performance-driven vehicle. The newest contributor to our e-commerce business this year is Marketplace revenue, and it's from our recent acquisition of the Ritual Technologies’ food pickup app, which we acquired in April. Ritual, for people who are in the GTA, is a really well-known brand, has a great following.

It's also strong in several other U.S. cities: Chicago, New York, L.A., Sydney, Australia as well. We saw some really nice opportunity to be able to promote the app within our communities and evolve the way we think about commerce revenue. When you combine the operation of the core commerce business with what Ritual has added, we've seen double-digit growth in the commerce channel this year, and we expect to see that continue for the rest of this year. That's the current state of the revenue mix, but we expect, as I mentioned earlier, this to evolve quite a bit as the quarters progress, as the new strategies take shape, and as new revenue sources continue to build that really tap into those emerging tailwinds that we see with the shift to an agentic web. Shifting gears quickly to capital allocation and our financial position.

Over the last two and a half years, we've used our strong cash flow to significantly strengthen our balance sheet. We've reduced net debt by $46 million, all from cash generated in the business, bringing our net leverage ratio to a comfortable 1.2x under our credit agreement. Our debt structure is flexible and attractive, with a $100 million revolver, again all USD, and $56 million available to draw. Rates are also really attractive. Our current rate under our credit agreement is SOFR+ 225 basis points. It puts us in a really strong position to pursue opportunistic M&A, as I mentioned earlier, but always with a disciplined approach and a view to long-term value. From a cash perspective, the business is generating a lot of cash. We believe the best use of that cash is continuing to grow and scale the business.

We think it's the best use of capital, and it's what will drive the greatest returns for shareholders over the long term. Before I wrap up, I just wanted to quickly highlight the leadership team and some of the changes this year. The key to our success has always been our very experienced and talented management team. I've been with the business for around a decade, and I assumed the CEO's role just this past June, succeeding our founder, Rob Laidlaw. We're fortunate to have Rob's continued involvement as our Chair, but also our largest shareholder. Rob steered VerticalScope through many changes and we will benefit from his continued guidance and strategic insight. He's a real great partner to our team. In addition, as part of our leadership transition, we were excited to announce the promotion of Ezra Menaged to our COO and Meir Welcher to our CTO role.

Ezra and Mayor joined our company through our HomeTalk acquisition in 2021. They're both very strong leaders, exceptional operators, and have a deep understanding of our users and how to drive organic growth. I mentioned Vince earlier, our CFO. Many of you will meet him hopefully either now or in a one-on-one meeting. He's been with the business for over 12 years. Vince was instrumental in our IPO and several successful financing events, including our current credit agreement. He's a disciplined financial executive, always with an eye on shareholder value. Beyond this leadership group, we're fortunate to have a deep bench of leaders who know our business very well and have been key drivers of our resilience and adaptability over the years. In summary, we believe this is a really unique time to look at VerticalScope.

Our growth drivers of direct traffic, expanded revenue sources, AI products, and M&A are underpinned by a solid foundation, capabilities, and strong cash flow, which we believe positions VerticalScope to win in a period where authenticity and intent are the new currency of the internet. With that, I'll shift over to questions.

Yeah. Pardon me? Yeah, we have a revolving line, and the $46 million we paid down was all just from cash flow. Yeah, no equity raise. Yeah. Sure, yeah, Gabe, thanks for that question. The question was how search traffic continues to evolve since we last reported. I think it is continuing to evolve. I think we've seen some volatility. We've seen some days where it's down, some days where it's back up. We've seen, as we have gotten into October, pretty solid. We've even seen some signals from Google themselves mentioning how they're trying to promote forums and user-generated content. This is from the product leader at Google, so they clearly have something on their mind. We've had discussions as well with Google on the product team, and they are very aware of the importance of communities like ours to that search experience.

We feel overall there's pretty good stability there, Gabe, but our focus is obviously continuing to be on building that direct audience base. Google, Google reviews. It's a good question. I think we've bought a lot of small independent communities over time, and as you know, with anyone who is expressing their views online, there tends to be a lot of passion, right? With the communities that we own, people are quite passionate about those experiences. For us to acquire a community and then bring it onto the platform and make it kind of a consistent user experience, that necessitates change, even if we're making the sites perform much, much better, making them faster, providing mobile experience. It's change, right?

I think a big product of those types of reviews is the fact that we are consumer-facing and that sometimes people don't like to see those experiences change, even though if it's the best thing for the community for the long term. I'm sorry, I can. Yeah. The intent is for it to be very transparent that it's an AI-powered community assistant. We're not trying to, and you can see if you can go into one of the properties, it's identified as such, like right in its avatar. Its avatar is a robot, and it's very obvious. I think at the same time, you have to remember that the communities themselves are, and we are too, very passionate about it being human, authentic content. Our view of Fora Frank is it's just meant there to augment that.

You can tag Fora Frank, much like you could tag Grok, right? You can say, "Hey, Fora Frank, what do you think?" or ask a more specific question, and it just adds to the content. It is very, very transparent. I think when we initially rolled it out, there was a bit of a misunderstanding with the community, and they're very protective. They do not want AI content to take over the community, right? Rightfully so. That is why we position it very much as an assistant for users.

Yeah.

Do you have another instance on the access flow? How do you use the ground?

Yeah, our total audience is roughly 70% mobile, predominantly mobile web. The subset of that is in mobile app, but the main source of traffic is mobile web. Yeah.

You talked about traffic, but what about engagement? How much time are your users?

Yeah, it varies by community, obviously. You'll have big swings and big differences depending on the community and the types of content. The direct users engage 3x more than search traffic. That's measured in time spent. It's measured in page views, however you'd want to measure that. Our typical direct user would spend, just to give you a sense, anywhere from 3-5 minutes per session is typically what we would see. I think that's time. Yeah. Thanks everyone for the questions.

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