GoPro delays Q3 2026 filing, misses revenue target and risks Starman merger

GoPro announced it could not file its Form 10‑Q for the quarter ended September 30, 2026, citing unfinished financial‑close procedures and a breach of lender covenants. The delay revealed preliminary revenue of about $96 million, down from $163 million a year earlier, and a gross margin of 12.7%, far below the prior‑year 35.1%. The company warned that the covenant breach could allow Starman Optical to terminate its pending acquisition and reiterated substantial doubt about its ability to continue as a going concern.

The missed filing triggers a covenant default that could void the Starman Optical acquisition, exposing GoPro to further liquidity strain and a potential Nasdaq delisting. Investors face heightened binary outcomes: lender waivers, deal closure, or possible reverse split.

  • 1GoPro could not file its Q3 2026 Form 10‑Q on time because financial close procedures were incomplete.
  • 2The delay constitutes a breach of covenants with its lenders.
  • 3Preliminary revenue for the September quarter is expected to be about $96 million, down from $163 million YoY.
  • 4Projected gross margin is 12.7%, versus 35.1% in the prior year.
  • 5The covenant breach could allow Starman Optical to terminate the pending acquisition.
  • 6GoPro’s filing continues to contain a going‑concern qualification for the next twelve months.

Sources