Company name: Liftoff Mobile, Inc.

Date of prospectus: December 29, 2025

Liftoff Mobile, Inc. 2026 IPO: In-Depth Investor Analysis, Offer Details, Financials, and Market Outlook

Liftoff Mobile, Inc. is launching its highly anticipated IPO, seeking to capitalize on the booming app economy with its AI-powered adtech platform. This comprehensive analysis explores the IPO structure, use of proceeds, company financials, market positioning, risks, and listing outlook—exclusively using official prospectus data. Investors, analysts, and market watchers can find every material figure, trend, and disclosure needed to make an informed decision about this potential market debut.

IPO Snapshot: Liftoff Mobile, Inc.

This initial public offering marks Liftoff Mobile, Inc.’s first listing, targeting the Nasdaq Global Select Market with a focus on delivering growth-driven and technology-forward solutions for the global app advertising sector.

• IPO symbol: Not disclosed in prospectus (Nasdaq Global Select Market, symbol to be announced)
• Offer price / price range: Expected between \$[ ] and \$[ ] per share (midpoint not specified)
• Total offer size: Not specified in absolute dollars (number of shares to be offered not disclosed)
• Number of shares offered: Number of shares to be offered by the company and selling stockholders not specified
• Post-IPO outstanding shares: Implied but not specified; assumes full conversion of all preferred shares and reclassification into a single class of common stock

Liftoff is applying for listing on Nasdaq Global Select Market, with closing conditional on approval. The company is classified as both an “emerging growth company” and a “controlled company” under Nasdaq rules, with Blackstone affiliates retaining majority control after the IPO.

Use of Proceeds: Debt Repayment and Growth

Liftoff Mobile, Inc. intends to use the net proceeds (after underwriting discounts and commissions) primarily to repay outstanding indebtedness under the New Term Loan Facility, with the remainder earmarked for general corporate purposes.

• Debt repayment: Proceeds will target the New Term Loan Facility (maturing September 8, 2032; amount not specified in the summary table, but long-term debt as of September 30, 2025, was \$1,818.7 million)
• General corporate purposes: Remainder after debt repayment, including offering-related expenses
• Offering expenses (excluding underwriting discounts and commissions): Approximately \$[ ] million

This proceeds allocation signals a strong deleveraging focus, aiming to reduce substantial debt and improve financial flexibility for future growth.

Dividend Policy

Liftoff Mobile, Inc. does not plan to pay dividends following the IPO. The board retains discretion and will consider economic conditions, financial results, available cash, capital requirements, and legal or contractual restrictions before declaring any future dividends.

Placement and Issuance Breakdown

• Primary offering: Shares offered by Liftoff Mobile, Inc.
• Secondary offering: Shares offered by certain pre-IPO stockholders (“selling stockholders”)
• Greenshoe (over-allotment option): Underwriters have the option to purchase additional shares from selling stockholders, exercisable within 30 days
• Employee allocation: Shares reserved under the Omnibus Incentive Plan and Employee Stock Purchase Plan for employees, not part of immediate IPO allocation

Investor Participation and Book Quality

• Anchor/Institutional investors: Not specifically named in the prospectus
• Pre-listing disposals/sales: Not detailed; selling stockholders will receive proceeds from their share sales
• Book quality: Inferred from participation of major underwriters and controlled company status; specific oversubscription metrics or tranche breakdowns are not disclosed

Deal Parties and Structure

The IPO is backed by major investment banks, with a traditional bookbuilding and stabilization structure.

• Joint Lead Book-Running Managers:
  • Goldman Sachs & Co. LLC
  • Jefferies LLC
  • Morgan Stanley & Co. LLC
• Legal Counsel:
  • Simpson Thacher & Bartlett LLP (company counsel)
  • Davis Polk & Wardwell LLP (underwriters’ counsel)
• Stabilization/Over-allotment: Greenshoe option for underwriters to purchase additional shares from selling stockholders (up to a specified number, within 30 days)
• Controlled company status: Blackstone affiliates retain majority voting power post-IPO

The presence of top-tier banks and a classic greenshoe structure suggests a robust and well-supported listing process. This, combined with the controlled company structure, may support orderly trading on listing day.

Company Overview: AI-Powered Adtech for the App Economy

Liftoff Mobile, Inc. is a technology-driven growth monetization engine for the app economy, providing an AI-powered platform that serves both app advertisers and app publishers globally.

• Business model: Dual-sided marketplace, connecting advertisers (user acquisition) and publishers (monetization) via a unified platform
• Key products/services: Core AI-powered demand-side platform (DSP), supply-side platform (SSP), SDK integrations across 140,000+ apps, Cortex AI model for real-time ad optimization
• Revenue streams: Core advertising revenue from app advertisers and publishers; predominantly Cortex-backed demand solutions
• Customer segments: Over 1,000 marketers (as of Dec 2023, Dec 2024, Sep 2025); 140,000+ integrated apps
• Geographies: Global, with platform connecting to approximately 1.4 billion daily active users worldwide (Q4 2025)

The company’s platform is deeply embedded in the app ecosystem, powering user acquisition and monetization for a wide range of verticals and customer sizes.

Industry and Market Position

Liftoff operates in the fast-growing mobile advertising and app monetization sector. According to cited research and internal estimates, the company maintains a leadership position, serving a high volume of apps and users, with a stable and growing customer base.

• Industry definition/size: App advertising and monetization, global app economy (exact market size not specified)
• Market share/ranking: Described as a leading platform, serving 140,000+ apps and 1.4 billion daily active users
• Competitive advantages: Unified AI-driven platform (Cortex), dual-sided market access (DSP and SSP), rapid AI model training, high data velocity, and direct SDK integrations

Financial Health: Key Figures and Trends

Below is a summary of Liftoff’s recent financials, highlighting revenue, expenses, profitability, and balance sheet metrics.

• Cash and cash equivalents (Sep 30, 2025): \$103.5 million
• Total assets (Sep 30, 2025): \$1,824.9 million
• Total liabilities (Sep 30, 2025): \$2,366.8 million
• Total stockholders’ deficit (Sep 30, 2025): \$(956.4) million (reflecting high debt and preferred equity)
• Long-term debt (Sep 30, 2025): \$1,818.7 million

The company has demonstrated strong revenue growth (over 40% YoY in Core Advertising revenue for the first 9 months of 2025), but continues to report net losses and maintains substantial leverage. The IPO’s primary aim is to improve the capital structure through debt repayment.

Management Team

Liftoff Mobile, Inc. is led by a seasoned leadership team:

• CEO: Jeremy Bondy — deep adtech industry experience, previously CEO of the combined Liftoff and Vungle entities
• General Counsel: Susan Rickard Hansen
• Senior leadership team: Average 12 years’ adtech industry experience

Trends, Timing, and Market Environment

Liftoff’s IPO timing aligns with several supportive sector tailwinds and company-specific milestones, as disclosed in the prospectus.

• Sector trends: Increased app advertising spend, proliferation of mobile devices, AI-driven adtech transformation, and direct SDK integrations
• Recent developments: Liftoff and Vungle merger (2021), unified platform rollout, Cortex AI upgrade (2023), and 99% top advertiser retention
• IPO timing: Offer period and listing date not specified; expected in 2026, subject to Nasdaq approval
• Market environment: Noted as supportive for AI-driven, high-velocity adtech platforms; app economy described as robust, with resilient demand for user acquisition and monetization tools

Based on the company’s growth trajectory, technological leadership, and industry demand drivers, the timing appears favorable for public market entry.

Risk Factors

Liftoff Mobile, Inc. highlights several material risks for investors, many of which are typical for high-growth, leveraged adtech companies, but some are accentuated by the company’s specific business model and capital structure.

• Customer concentration and churn: No long-term commitments; revenue dependent on ongoing customer satisfaction and retention
• Data privacy and regulation: Exposure to evolving global privacy, data protection, and digital advertising regulations
• High leverage: Substantial indebtedness (\$1.8B), with proceeds aimed at deleveraging
• Controlled company risks: Blackstone retains majority voting power, which may reduce governance rights for new shareholders
• Emerging growth company status: Reduced disclosure and reporting requirements; some investor protections not required
• Profitability: Ongoing net losses; future profitability not assured
• Market volatility: No guarantee of sustained public market for shares post-IPO; potential for lock-up related volatility
• Legal and regulatory risks: Exposure to potential litigation, IP challenges, and evolving digital advertising policies

Growth Strategy

Liftoff Mobile, Inc. articulates a focused strategy to drive future growth through technology leadership, platform unification, and customer expansion.

• AI investment: Continued enhancement of Cortex AI, with increased velocity and data capacity (21x more data, 4x more tests, training cycles cut from two weeks to one day)
• SDK penetration: Expanding integrations, now at 140,000+ apps reaching 1.4 billion DAUs
• Customer retention & upsell: Net dollar retention of 124%; focus on deepening share of wallet with top app advertisers
• Platform expansion: Unification of DSP and SSP sides, accelerating feature releases and operational agility
• Global reach: Targeting both large enterprises and indie developers worldwide
• Potential M&A: Ongoing evaluation of strategic acquisitions to broaden capabilities and scale

Ownership and Lock-up Structure

• Pre-IPO major shareholders: Blackstone (majority controller), General Atlantic, and management
• Post-IPO control: Blackstone retains majority voting power; controlled company under Nasdaq rules
• Lock-up period: 180 days for officers, directors, principal stockholders, and substantially all pre-IPO holders (subject to customary exceptions)
• Employee stock plans: 2026 Omnibus Incentive Plan, Employee Stock Purchase Plan, and existing stock options reserved for ongoing and future awards

Valuation and Peer Comparison

Liftoff’s prospectus does not disclose valuation multiples (P/E, EV/EBITDA, P/B) or direct peer comparisons. No peer company symbols or 10-day sector performance data are included.

Research and Opinions

No explicit analyst coverage, target prices, or institutional research opinions are included in the prospectus.

IPO Allotment Result

No final subscription outcomes or tranche-level allocations are provided. Oversubscription or investor demand metrics are not disclosed.

Listing Outlook

Based solely on prospectus data, Liftoff Mobile, Inc.’s IPO is underpinned by:

• Strong revenue growth and broad market reach
• Top-tier underwriting support
• Major deleveraging via proceeds, which could enhance financial position
• Robust customer retention and a unified, scalable technology platform
• Risks include ongoing net losses, substantial existing debt, and controlled company status limiting minority shareholder influence

Inference (from prospectus facts): The IPO could attract substantial institutional and strategic interest, particularly from investors seeking AI-driven adtech exposure. However, first-day performance may depend on sentiment toward high-growth, leveraged listings, and the company’s ability to communicate a clear path toward profitability and sustainable cash flow. Investors should weigh the opportunity for long-term growth against near-term dilution and governance considerations. A strong first-day close above offer price is possible if market conditions remain favorable and underwriter support is sustained.

Prospectus Access

For full details, the official prospectus is available at: www.sec.gov