GoPro, Inc. (GPRO)

On 9 October 2026 GoPro's audit committee concluded that its audited 2025 results and its 2026 first-quarter and second-quarter results should no longer be relied upon, because of debt accounting errors 1.

The corrections change net loss but not revenue, operating loss or cash, the company says 1. Net loss for 2025 is restated to $92.6 million, against $93.5 million first reported 1. The errors count as a default under each of its debt facilities, and the company says it cannot assure it will obtain the remaining waivers 1.

The errors surfaced while GoPro prepared the proxy statement for its merger with Starman Optical, Inc., signed on 1 September 2026 13. GoPro holders are to receive $285 million in cash in total and keep about 10 percent of the shares, and the company filed a preliminary proxy on 19 October 35.

Underneath sits a shrinking camera business, with revenue for the quarter ended 30 June 2026 at $104.9 million, against $152.6 million a year earlier, and cash at $27.3 million 2. The report for that quarter records substantial doubt about the company's ability to continue as a going concern 2.

The company began as Woodman Labs, Inc. in California, started doing business as GoPro in February 2004, and completed its initial public offering in July 2014 6.

Revenue peaked at $1.62 billion in 2015 and fell to $1.19 billion in 2016 9. The company said the 2016 fall came from a 28 percent drop in camera units, as stores sold through stock while it cleared inventory before the HERO5 launch in September 2016 9.

The Karma drone launched in February 2017 and added revenue, but price protection charges of $80.5 million left 2017 revenue relatively flat 9. The company then found the drone faced margin challenges and began exiting the aerial business in the first quarter of 2018 9.

Revenue was $1.19 billion in 2019 against $1.15 billion in 2018, and the operating loss narrowed to $2.3 million from $94.0 million 10. The company promoted GoPro Plus, a subscription that uploads footage to the cloud, with its HERO8, HERO7 and MAX cameras 10.

In 2023 revenue fell 8.1 percent to $1.0 billion after the company cut list prices across its cameras in May 2023 and began offering entry-level cameras under $300 8. Camera units grew 6.2 percent to 3.0 million, while subscription and service revenue grew 18.4 percent to $97.5 million 8.

The price cuts also brought a price protection charge of $36.5 million, based on the stock retailers held on the day prices dropped 8.

Revenue fell 20.3 percent to $801.5 million in 2024 7. Units shipped dropped 18.5 percent to 2.4 million, which the company tied to a softer consumer market, more global competition and the delay of its next 360-degree camera 7. Net loss was $432.3 million, which included a net valuation allowance of $294.9 million on United States deferred tax assets 7.

Revenue fell again in 2025, to $651.5 million, with hardware revenue down 21.5 percent 6. Camera units shipped fell 24.9 percent to 1.8 million, which the company tied to launch timing, a softer consumer market and market share lost to rivals 6. Subscription and services revenue stayed flat at $106.3 million 6.

The first half of 2026 was worse, with revenue at $204.0 million against $287.0 million, a 28.9 percent decline, and an operating loss of $96.2 million 2. The company named competition, a softer consumer market, rising memory costs and supply limits 2.

On 7 April 2026 the board approved a restructuring with a global cut of about 145 jobs, 23 percent of staff 11. The company then engaged outside advisors to evaluate strategic alternatives, including a potential sale or merger, and signed the Starman agreement on 1 September 2026 23.

Cameras: MISSION 1, HERO and MAX

Hardware, mostly cameras and their mounts, brought in $545.3 million of the company's $651.5 million revenue in 2025 6. The newest line is MISSION 1, shipping since May 2026, with a 50-megapixel 1-inch sensor; MISSION 1 PRO shoots 8K video at 60 frames per second 2.

Tom's Guide listed the MISSION 1 PRO at $699, or $599 with a GoPro subscription, and the MISSION 1 at $599 14. Engadget (Steve Dent, 26 May 2026) rated it 8.7 out of 10 and found its video quality beats all rivals but called it "expensive" 13. Tom's Guide (Peter Wolinski, 29 May 2026) named it an Editor's Choice, citing best-in-class battery life 14.

HERO13 Black is the older flagship, with a GP2 processor and 5.3K video at 60 frames per second 6. Tom's Guide (25 October 2024) called it a great camera but said rivals had caught up, and TechRadar (16 September 2024) called it a polished 5.3K shooter 1619.

Lower down are LIT HERO, a waterproof camera of 93 grams that shoots 4K video at 60 frames per second, and HERO, the smallest model with a one-button design 6. MAX2, a waterproof 360-degree camera with True 8K video, shipped in September 2025 2.

TechRadar (Sam Kieldsen, 23 September 2025) found MAX2 had the best image quality of the current small 360 cameras in ideal conditions but was poor in low light, at $499.99 15. The company also offers mounts, camera add-ons it calls Mods, and a gimbal, the Fluid Pro AI launched in 2025 6.

Subscriptions and services

The company offers Premium, Premium+ and Quik subscriptions, which bundle cloud storage, editing tools and camera discounts, and described the subscription as its highest gross margin product 6. Subscribers fell 7 percent in 2025 to 2.36 million 6.

In the second quarter of 2026 subscription and services revenue was $29.0 million, up 10.6 percent, helped by a Premium price increase in December 2025 2. The subscription attach rate was 69 percent against 54 percent a year earlier 2. Since 2025 an opt-in AI Training program lets US subscribers make their cloud content available to train AI models 6.

Where the revenue comes from

Retail accounted for 74.0 percent of 2025 revenue and GoPro.com, which includes subscriptions, for 26.0 percent 6. By the second quarter of 2026 retail was 55.7 percent and GoPro.com 44.3 percent, as channel partners cut their stock 2. The United States supplied 47.6 percent of 2025 revenue 6.

Plants and supply

Cameras are designed in the United States, France, China and Romania, and most manufacturing is outsourced to contract manufacturers in China, Thailand and Vietnam 6. All of its properties are leased, including about 196,000 square feet at its San Mateo, California headquarters 6.

The company reported memory price increases of 80 percent to 115 percent in the last week of March 2026 and a change that has it buy inventory directly from suppliers before manufacture 2.

People

The company employed 636 people at the end of 2025, and its April 2026 restructuring targets about 145 of 631 jobs 611. Nicholas Woodman is chief executive and chairman 4. Brian Tratt became senior vice president and chief financial officer on 14 August 2026 18.

Rivals

The company names Canon, Nikon, Samsung, Sony, Garmin, Ricoh, Arashi Vision (Insta360) and DJI as competitors 6. Engadget compares the MISSION 1 PRO with DJI's Osmo Action 6 and TechRadar places MAX2 between the DJI Osmo 360 and Insta360's X5 1315.

Current problems

Debt is the main problem: at 30 June 2026 the company owed $87.2 million of principal, and $24.4 million under its 2021 credit agreement is due within 180 days of 9 July 2026 2. Part of the debt is owed to affiliates of Mr Woodman, including $20.0 million of 2026 notes 2.

The restatement also left a material weakness in controls over how the company values features built into its financing 1. Management says its controls were not effective on four dates in 2025 and 2026 1.

The umbrella, in words

The main brands are GoPro, HERO, MAX and MISSION, plus the Quik app for editing and sharing 36. The 10-K subsidiaries exhibit lists GoPro Technology (Shenzhen) Limited, GoPro Technology France SAS, GoPro Hong Kong Limited, GoPro Care and Forcite Helmet Systems in Australia 12.

Class B shares carry ten votes each and Class A shares one 4. The Woodman Family Trust, with Mr Woodman and Jill Woodman as co-trustees, owns 25,036,070 Class B shares and holds 55.76 percent of total voting power 4.

Mark Fischbach, the YouTuber known as Markiplier, is reported as the largest individual shareholder with an 8.5 percent stake 17. The proxy lists his 13,500,000 Class A shares at 7.16 percent of Class A and 2.99 percent of voting power 4.

Under the merger, Action Acquisitions LLC is to own about 90 percent of the surviving company, existing holders about 10 percent, and Class B shares are to end 4. Midtown Equities LLC, an unaffiliated party, has agreed in a commitment letter to provide up to $395,000,000 in cash 4.

The company and Starman expect the merger to close by year-end 2026, subject to regulatory approvals, customary conditions and a vote of GoPro's stockholders 3. Stockholders are asked to vote on the merger, the share issuance, merger-related pay, a reverse stock split and an adjournment, and the board recommends voting for all five 4.

The reverse split would be at a ratio from 1-for-2 to 1-for-10 chosen by the board, at any time on or before 31 March 2027 4. The merger cash can fall if net working capital at closing is below negative $110,000,000, and GoPro owes Parent a $10,000,000 termination fee in specified cases 4.

After closing, the proxy says Nicholas Woodman is expected to resign as chief executive and board member, and Charles Tebele, founder and chief executive of Starman Holding, is expected to become chairman and chief executive 4.

The companies say Starman's US-made optical transceivers are to join GoPro's portfolio, and that the combined company intends to apply its imaging and optics work to defense, government, robotics and aerospace 3. GoPro says it continues to support its consumer products and its subscription and cloud platform 3.

The press release says GoPro's debt of about $92 million is to be repaid in full at closing 3. Until then the company says it cannot assure it will obtain the remaining lender waivers 1, and its 2021 credit agreement balance must be repaid by 5 January 2027 2.

The April 2026 restructuring is expected to cost $11.5 million to $15 million and to be substantially completed by the end of 2026 11. Engadget reported in May 2026 that a MISSION 1 PRO model with a Micro Four Thirds lens mount and no built-in lens is due later this year 13.

In its annual report the company said it plans to keep investing in the AI Training program and may expand it to more countries 6.