Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 (Exact name of registrant as specified in its charter) | Delaware | 001-40773 | 86-2171101 | | --- | --- | --- | | (State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer | | incorporation or organization) | | Identification Number) | | 477 Madison A ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Concord Acquisition Corp II (Exact name of registrant as specified in its charter) | Delaware | 001-40773 | 86-2171101 | | --- | --- | --- | | (State ...

[PART I. FINANCIAL INFORMATION](index=3&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section provides the unaudited condensed consolidated financial statements and related disclosures for Concord Acquisition Corp II, highlighting its financial position, operational results, and significant risks [Consolidated Financial Statements](index=3&type=section&id=Item%201.%20Consolidated%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for Concord Acquisition Corp II for the quarterly period ended March 31, 2025, including balance sheets, statements of operations, changes in stockholders' deficit, and cash flows, along with detailed notes [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet as of March 31, 2025, shows a dramatic decrease in total assets to **$550,477** from **$24.7 million** at year-end 2024, primarily driven by a reduction in cash held in the Trust Account due to shareholder redemptions Condensed Consolidated Balance Sheet Highlights | Account | March 31, 2025 (unaudited) | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $134,681 | $537,970 | | Cash held in Trust Account | $97,122 | $23,791,131 | | **Total Assets** | **$550,477** | **$24,653,974** | | **Liabilities & Stockholders' Deficit** | | | | Total Current Liabilities | $5,471,895 | $5,211,001 | | Warrant liability | $2,210,487 | $736,829 | | Capital Contribution Note, at fair value | $2,691,710 | $3,535,612 | | **Total Liabilities** | **$10,717,212** | **$9,826,562** | | Class A common stock subject to possible redemption | $106,416 | $23,793,335 | | **Total Stockholders' Deficit** | **$(10,273,151)** | **$(8,965,923)** | [Condensed Consolidated Statements of Operations (Unaudited)](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20(Unaudited)) For the three months ended March 31, 2025, the company reported a net loss of **$990,974**, a significant shift from the net income of **$689,518** in the same period of 2024, primarily due to a **$1.47 million** expense from the change in fair value of warrant liability Comparison of Statements of Operations (Unaudited) | Item | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Loss from operations | $(474,341) | $(345,251) | | Income from cash held in Trust Account | $134,016 | $1,688,163 | | Change in fair value of warrant liability | $(1,473,658) | $290,594 | | Change in fair value of Capital Contribution Note | $843,902 | — | | **Net (loss) income** | **$(990,974)** | **$689,518** | | **Basic and diluted net (loss) income per share** | **$(0.12)** | **$0.03** | [Condensed Consolidated Statements of Changes in Stockholders' Deficit (Unaudited)](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Deficit%20(Unaudited)) The total stockholders' deficit increased from **$(9.0) million** to **$(10.3) million** as of March 31, 2025, primarily due to the net loss of **$990,974** for the quarter and an excise tax charge related to stock redemptions - The accumulated deficit grew to **$(10,273,851)** as of March 31, 2025, from **$(8,966,623)** at the start of the year, driven by the quarterly net loss and charges related to stock redemptions[14](index=14&type=chunk) [Condensed Consolidated Statements of Cash Flows (Unaudited)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) For Q1 2025, net cash used in operating activities was **$690,796**, while investing activities provided **$23.8 million** from Trust Account withdrawals, resulting in a net decrease in cash to **$134,681** - The company withdrew **$23.77 million** from its Trust Account to fund shareholder redemptions during the quarter[17](index=17&type=chunk) - Cash at the end of the period was **$134,681**, down from **$537,970** at the beginning of the year[17](index=17&type=chunk) [Notes to Condensed Consolidated Financial Statements (Unaudited)](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) The notes detail the company's status as a blank check company, its proposed merger with Events.com, and the extension of its business combination deadline, highlighting significant redemptions and a going concern warning due to insufficient funds and a **$2.5 million** excise tax liability - The company is a blank check company formed to effect a business combination and has not commenced any operations[19](index=19&type=chunk)[20](index=20&type=chunk) - On August 26, 2024, the Company entered into a merger agreement with Events.com, Inc. The transaction is pending shareholder approval and other closing conditions[40](index=40&type=chunk) - The deadline to consummate a business combination was extended to December 31, 2025. Following the extension vote, redemptions left approximately **$92,709** in the Trust Account[34](index=34&type=chunk) - Management has determined that the mandatory liquidation if a business combination is not completed, along with insufficient funds, raises substantial doubt about the Company's ability to continue as a going concern[73](index=73&type=chunk) - The company has an outstanding excise tax liability of **$2,516,676** as of March 31, 2025, related to the 1% federal excise tax on stock redemptions[111](index=111&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=48&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial results, liquidity, and proposed merger with Events.com, reiterating severe liquidity constraints with only **$134,681** in cash and a **$2.5 million** unpaid excise tax liability, raising substantial doubt about its going concern ability - The company is a blank check company with no operations, focused on completing its proposed business combination with Events.com[159](index=159&type=chunk)[195](index=195&type=chunk) - The deadline to complete a business combination has been extended to December 31, 2025. Following the latest extension, shareholder redemptions reduced the Trust Account balance to approximately **$92,709**[166](index=166&type=chunk) - The company has insufficient funds to pay its excise tax liability of approximately **$2.5 million**, which was partially due on April 30, 2025[199](index=199&type=chunk) - Management has concluded that there is substantial doubt about the Company's ability to continue as a going concern due to the risk of mandatory liquidation if a business combination is not completed[205](index=205&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=63&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the registrant is not required to provide quantitative and qualitative disclosures about market risk - As a smaller reporting company, the registrant is not required to provide quantitative and qualitative disclosures about market risk[221](index=221&type=chunk) [Controls and Procedures](index=65&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were not effective as of March 31, 2025, due to a material weakness in internal control over financial reporting related to complex financial instruments - The CEO and CFO concluded that the company's disclosure controls and procedures were not effective as of March 31, 2025[224](index=224&type=chunk) - The ineffectiveness is attributed to a material weakness in internal control over financial reporting concerning the accounting for complex financial instruments[224](index=224&type=chunk) - No changes occurred during the quarter that materially affected internal control, but the company is implementing enhancements to its accounting processes[225](index=225&type=chunk)[226](index=226&type=chunk) [PART II. OTHER INFORMATION](index=66&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section covers other required disclosures, including legal proceedings, risk factors, equity sales, and exhibits, providing additional context on the company's operational and financial environment [Legal Proceedings](index=66&type=section&id=Item%201.%20Legal%20Proceedings) The company reports that there are no legal proceedings - The company has no legal proceedings to report[229](index=229&type=chunk) [Risk Factors](index=66&type=section&id=Item%201A.%20Risk%20Factors) This section refers to the risk factors detailed in the company's Annual Report on Form 10-K, specifically highlighting the adverse impact of changes in international trade policies on business combination efforts or post-combination performance - The company identifies that changes in international trade policies and tariffs pose a material risk to its ability to find a suitable business combination target and to the future performance of a post-combination entity[231](index=231&type=chunk)[233](index=233&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=67&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the proceeds from the company's IPO and private placements, outlining significant shareholder redemptions, including the February 28, 2025, redemption of **2,191,753** shares for **$23.8 million**, leaving only **$92,709** in the Trust Account - On February 28, 2025, holders of **2,191,753** shares of Class A common stock redeemed their shares for approximately **$10.84** per share, totaling an aggregate redemption of **$23,765,518**[240](index=240&type=chunk) - Following the February 2025 redemptions, the amount remaining in the Trust Account was reduced to approximately **$92,709**[240](index=240&type=chunk) [Defaults Upon Senior Securities](index=67&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None[241](index=241&type=chunk) [Mine Safety Disclosures](index=67&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[242](index=242&type=chunk) [Other Information](index=67&type=section&id=Item%205.%20Other%20Information) The company reports no other information - None[243](index=243&type=chunk) [Exhibits](index=68&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including the Certificate of Amendment to the charter, the form of Non-Redemption Agreement, and officer certifications required under the Sarbanes-Oxley Act

Boosts Organizer Efficiency and Revenue While Providing Event Goer with Simplified Digital Parking LA JOLLA, Calif., March 11, 2025 /PRNewswire/ -- Events.com ("the Company"), an industry-leading event management and discovery platform, today announced the strategic acquisition of Citifyd, a premier technology provider specializing in urban and event parking solutions. This move integrates advanced parking management into Events.com's offerings, empowering event creators to save time, unlock new revenue str ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Table of Contents Commission File Number: 001-40773 CONCORD ACQUISITION CORP II (Exact name of registrant as specified in its charter) Delaware 85-2171101 (State or other jur ...

Core Insights - Events.com has acquired key assets from Remo, enhancing its event technology platform with virtual and hybrid capabilities, thereby broadening its geographic reach and target market [1][4][6] - The acquisition allows Events.com to offer an all-in-one platform for live, virtual, and hybrid experiences, leveraging Remo's technology to create customizable virtual spaces that foster engagement [2][3] - Events.com aims to capitalize on the rapidly growing virtual events market, projected to reach $98 billion, and the global virtual meeting software market, expected to grow from $19.04 billion in 2023 to $157.96 billion by 2032 [4][7][8] Company Strategy - The acquisition of Remo is part of Events.com's growth strategy, which focuses on enhancing product offerings and expanding market reach through strategic acquisitions [6][10] - Events.com has a history of acquiring complementary technologies since 2022, which has allowed it to create a unified platform addressing multiple stages of the event lifecycle [6][7] - The company plans to continue exploring acquisition opportunities that align with its vision of becoming the go-to platform for all event needs [10] Market Context - The global experience economy is projected to grow from $936 billion in 2024 to $1.8 trillion by 2029, with the virtual events market expected to grow at a CAGR of 20.0% from 2025 to 2030 [7] - Events.com positions itself as a key player in both live and digital events, offering an integrated platform that combines various event capabilities [8] Future Outlook - Events.com is preparing for a public listing through a business combination with Concord Acquisition Corp. II, expected to close in Q1 2025, which will provide significant capital for growth initiatives [9][10] - The company sees tremendous opportunities ahead as it expands into new markets and continues to invest in innovation [10]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Concord Acquisition Corp II (Exact name of registrant as specified in its charter) | --- | --- | --- | |---------------------------------------- ...

NEW YORK, Oct. 11, 2024 (GLOBE NEWSWIRE) -- OTC Markets Group Inc. (OTCQX: OTCM), operator of regulated markets for trading 12,000 U.S. and international securities, today announced Concord Acquisition Corp II (OTCQX: CNDA), a special purpose acquisition company, has qualified to trade on the OTCQX® Best Market. Concord Acquisition Corp II previously traded on NYSE American. Concord Acquisition Corp II begins trading today on OTCQX under the symbol "CNDA." U.S. investors can find current financial disclosur ...

Alternative Listing with Nasdaq Considered NEW YORK, Sept. 3, 2024 /PRNewswire/ -- Concord Acquisition Corp II (NYSE: CNDA) (the "Company") today announced that it has received notification from NYSE American LLC ("NYSE American" or the "Exchange") indicating that the staff of NYSE has determined to initiate proceedings which may delist the Company's Class A Common Stock, Units, and Warrants (collectively, the "Securities"). This step, anticipated as part of the Company's strategic journey to the public mar ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Concord Acquisition Corp II (Exact name of registrant as specified in its charter) | --- | --- | --- | |--------------------------------------------- ...