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 (Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report) Registrant's telephone number, including area code: (713) 529-0900 Securities registered pursuant to Section 12(b) of ...

HOUSTON, Aug. 14, 2025 (GLOBE NEWSWIRE) -- Equus Total Return, Inc. (NYSE: EQS) ("Equus" or the "Company") today announced that its wholly-owned subsidiary, Morgan E&P, LLC ("Morgan"), has successfully closed on a $3 million term loan facility. The proceeds will be used to fund near-term drilling and work-over operations in the Bakken Shale formation of North Dakota's Williston Basin on two existing, but non-producing wells owned by Morgan. Forward-Looking Statements The capital is expected to enable Morgan ...

Core Points - Equasens Group announces the departure of Damien Valicon as Deputy Chief Executive Officer and Director of the Pharmagest Division, with François-Pierre Marquier appointed as his successor [2][3] - François-Pierre Marquier has been with Pharmagest since May 2021 and has held various leadership roles, including overseeing the Pharmacy France business since January 2023 [4] - The transition period for François-Pierre Marquier's appointment will be effective after approval from the Board of Directors [3] Company Overview - Equasens Group, founded over 35 years ago, is a leader in digital healthcare solutions, employing over 1,400 people across Europe [6] - The company specializes in business applications that support healthcare professionals in their daily operations, including electronic equipment, digital solutions, and healthcare robotics [7] - Equasens Group aims to improve coordination among healthcare professionals through interoperability solutions, enhancing patient care and system efficiency [8] Strategic Direction - The company follows a two-pronged development strategy that combines organic growth with targeted acquisitions at a European level [9] - Upcoming financial communications include Q2 2025 revenue on July 31, 2025, and H1 2025 results on September 26, 2025 [11]

Core Points - The Ordinary Annual General Meeting of Equasens Group was held on June 25, 2025, with a quorum of 88.83% of shares with voting rights present [1] - The meeting approved the separate parent company and consolidated financial statements for the 2024 financial year [1] Voting Results Summary - **Resolution One**: Approval of the annual financial statements received 13,170,684 votes in favor, with no votes against and 2,441 abstentions [1] - **Resolution Two**: Discharge of directors and Statutory Auditors received 12,831,312 votes in favor, 339,266 votes against, and 2,547 abstentions [1] - **Resolution Three**: Approval of the consolidated financial statements received 13,170,684 votes in favor, with no votes against and 2,441 abstentions [1] - **Resolution Four**: Appropriation of earnings and setting the dividend received 13,138,631 votes in favor, 34,494 votes against [1] - **Resolution Five**: Agreements and commitments under Articles L. 225-38 received 13,101,211 votes in favor, 59,549 votes against, and 12,365 abstentions [2] - **Resolution Six**: Approval of compensation information for corporate officers received 12,507,815 votes in favor, 665,242 votes against, and 68 abstentions [2] - **Resolution Seven**: Approval of compensation for Mr. Thierry Chapusot received 13,115,547 votes in favor, 57,510 votes against, and 68 abstentions [2] - **Resolution Eight**: Approval of compensation for Mr. Denis Supplisson received 10,782,118 votes in favor, 2,390,939 votes against, and 68 abstentions [2] - **Resolution Nine**: Approval of compensation for Mr. Grégoire de Rotalier received 10,782,118 votes in favor, 2,390,939 votes against, and 68 abstentions [2] - **Resolution Ten**: Approval of compensation for Mr. Damien Valicon received 10,762,253 votes in favor, 2,410,804 votes against, and 68 abstentions [2] - **Resolution Eleven**: Approval of the compensation policy for Mr. Thierry Chapusot for 2025 received 13,115,547 votes in favor, 57,510 votes against, and 68 abstentions [3] - **Resolution Twelve**: Approval of the compensation policy for Mr. Denis Supplisson for 2025 received 10,545,572 votes in favor, 2,454,875 votes against [3] - **Resolution Thirteen**: Approval of the compensation policy for Mr. Grégoire de Rotalier for 2025 received 10,537,207 votes in favor, 2,463,240 votes against, and 172,678 abstentions [3] - **Resolution Fourteen**: Approval of the compensation policy for Mr. Damien Valicon for 2025 received 10,537,207 votes in favor, 2,463,240 votes against, and 172,678 abstentions [3] - **Resolution Fifteen**: Approval of the compensation policy for Directors received 13,127,845 votes in favor, 45,212 votes against, and 68 abstentions [3] - **Resolution Sixteen**: Setting total annual compensation for Directors for 2025 received 13,127,845 votes in favor, 45,212 votes against, and 68 abstentions [3] - **Resolution Seventeen**: Authorization to repurchase own shares received 11,297,178 votes in favor, 1,875,947 votes against [3] - **Resolution Eighteen**: Powers for formalities received 13,173,125 votes in favor, with no votes against or abstentions [3] Company Overview - Equasens Group, a leader in digital healthcare solutions, employs over 1,300 people across Europe and has been in operation for over 35 years [4][5] - The company specializes in providing applications that support healthcare professionals, including electronic equipment, digital solutions, and healthcare robotics [5][6] - Equasens Group is listed on Euronext Paris and included in various indexes such as MSCI GLOBAL SMALL CAP and CAC SMALL [7]

Core Viewpoint - Equasens Group has completed the acquisition of two businesses specializing in software solutions for the public healthcare sector, enhancing its position in the hospital and medico-social software market [3][4][10] Acquisition Details - The acquisition was finalized on July 1, 2025, through the AXIGATE LINK Division, covering over 300 customers in the public healthcare sector and generating annual sales of approximately €5 million [3][5][7] - The acquired businesses include the ResUrgences software platform, which manages hospital emergency services, and the DIS range, which provides digital solutions for public healthcare establishments [8][10] Strategic Goals - This acquisition aligns with Equasens' strategy to develop software solutions for public health establishments, capitalizing on numerous renewal and equipment opportunities in the market [6][10] - The integration aims to create a comprehensive technology ecosystem to support the digital transformation of both public and private healthcare establishments [4][10] Product and Service Expansion - The AXIGATE LINK Division will enhance its HOSPILINK solution for hospitals and specialized facilities, optimizing resources and accelerating innovation through technical and commercial synergies [5][9][10] - The short-term objective includes integrating new functionalities from the acquisition into existing product ranges, while the medium-term goal focuses on improving interoperability across various healthcare services [12][13] Leadership Commentary - The CEO of Equasens emphasized the acquisition's role in expanding and diversifying the company's core business, aiming to meet the growing digital needs of healthcare establishments [14] - The Deputy CEO highlighted the acquisition's significance in strengthening the company's presence in the public health sector, enhancing market share, expertise, and product range [14] Integration Timeline - Operational integration of the teams and solutions is set to begin in Q3 2025, with a phased migration plan for customers to Equasens' new technology platforms [15]

Core Points - Equasens Group will hold its Annual Ordinary General Meeting on June 25, 2025, at 5:30 PM at its registered office in Villers-lès-Nancy [2] - The agenda and resolutions for the meeting were published in the French legal announcements on May 16, 2025 [3] - The Meeting Notice was published on June 6, 2025, detailing participation and voting procedures [4] Company Information - Equasens Group, founded over 35 years ago, is a leader in digital healthcare solutions, employing over 1,300 people across Europe [8] - The company provides specialized business applications that support healthcare professionals in various settings, including private practice and healthcare establishments [9] - Equasens Group focuses on interoperability solutions that enhance coordination among healthcare professionals, improving patient care and system efficiency [10] Meeting Logistics - The Annual General Meeting will be broadcast live online, with connection information available 48 hours prior to the meeting [7] - A replay of the meeting will also be accessible on the company's website for later viewing [7] - All relevant documents and voting forms are available on the company's website since June 4, 2025 [5]

Core Viewpoint - Equus Total Return, Inc. has been notified by the NYSE of non-compliance with listing standards due to its Common Stock trading below $1.00 for a consecutive 30-day period, but this notice does not affect its current listing or trading status [1][4]. Group 1: Compliance Notification - The NYSE notified Equus on May 15, 2025, regarding the non-compliance with Section 802.01C of the NYSE Listed Company Manual [1]. - The notice is classified as a deficiency notice and does not imply immediate delisting [1][4]. Group 2: Plans for Compliance - The Company plans to inform the NYSE by May 25, 2025, of its intention to remedy the stock price deficiency and return to compliance [2]. - Equus can regain compliance within six months if it achieves a closing share price of at least $1.00 on the last trading day of any calendar month during the cure period [2]. Group 3: Potential Actions for Compliance - The Company is considering various alternatives to address the stock price non-compliance, including a reverse stock split, which will be proposed at the upcoming annual meeting on June 26, 2025 [3]. - If the Company takes action requiring stockholder approval, the price condition will be deemed cured if the stock price exceeds $1.00 and remains above that level for at least 30 trading days [3]. Group 4: Ongoing Operations - Equus's Common Stock will continue to be listed and traded on the NYSE during the compliance period, provided it meets other listing standards [4]. - The notice is not expected to impact the Company's ongoing business operations or its reporting obligations with the U.S. Securities and Exchange Commission [4]. Group 5: Company Overview - Equus Total Return, Inc. operates as a business development company and trades as a closed-end fund on the NYSE under the symbol "EQS" [5].

Financial Performance - Equus Total Return, Inc. aims to provide the highest total return through capital appreciation and current income [146]. - Net asset value increased from $2.17 per share to $2.52 per share, an increase of 16.0% [165]. - The Fund recorded a net investment loss of $1.1 million for the three months ended March 31, 2025 [174]. - The Fund purchased a senior convertible promissory note from General Enterprise Ventures for $1.5 million, with an increase of $3.0 million in fair value recorded [177]. - The Fund sold Equus Energy for $1.25 million in cash and 27,500 shares of preferred stock [178]. - The Fund recorded a reversal of unrealized depreciation of $4.1 million for its investment in Equus Energy, LLC [179]. - The Fund's common stock is trading at a 59.9% discount to its net asset value as of March 31, 2025 [165]. Economic Indicators - U.S. GDP contracted at an annualized rate of 0.3% in Q1 2025, following a 2.4% increase in Q4 2024, indicating economic challenges [159]. - The unemployment rate remained steady at 4.2% in April 2025, with the Congressional Budget Office predicting a slight increase to 4.5% for the remainder of 2025 [160]. - As of March 2025, the consumer price index increased by 2.4% over the previous 12 months, down from 2.8% in February 2025 [161]. - The introduction of tariffs in Q1 2025 is expected to increase inflation rates throughout the remainder of 2025 and into 2026 [161]. Interest Rates and Monetary Policy - The Federal Reserve cut interest rates by 50 basis points on September 18, 2024, marking the first reduction in four years [162]. Company Strategy and Operations - Equus plans to transform into an operating company, pending shareholder authorization expected in 2025 [153]. - The company has reduced its asset coverage ratio from 200% to 150%, allowing it to borrow up to twice the value of its net assets [154]. - The company has not incurred additional borrowings beyond a margin loan for U.S. Treasury bills since the asset coverage ratio reduction [154]. - The Fund's management has internalized management to achieve efficiencies in its cost structure as it grows [166]. Market Activity - Global merger and acquisition activity in 2024 was approximately $2.2 trillion, a slight increase from $2.1 trillion in 2023 [163]. - Private equity activity decreased from $464 billion in Q4 2024 to $445 billion in Q1 2025, with the U.S. accounting for roughly half of these totals [164]. - Analysts expect overall annual private equity activity to increase by 1.0% in 2025 over 2024, still 13.0% below the 2018-2019 average [164]. Capital Expenditures - In 2024, Morgan E&P, LLC incurred $6.4 million in capital expenditures for oil and gas development, with additional expenditures expected in 2025 [158].

Core Viewpoint - Equasens Group reported a revenue of €57.0 million for Q1 2025, reflecting a growth of 6.9% on a reported basis and 5.9% like-for-like compared to Q1 2024 [3][4]. Revenue Breakdown - The Pharmagest Division generated €42.0 million in revenue, marking a 5.5% increase on a reported basis [6][7]. - The Axigate Link Division reported revenue of €8.3 million, also up 5.5% on both reported and like-for-like bases [10][8]. - The e-Connect Division saw significant growth, with revenue reaching €3.5 million, up 21.2% on a reported and like-for-like basis [10][9]. - The Medical Solutions Division reported revenue of €2.7 million, a 25.1% increase on a reported basis, driven by the integration of CALIMED [10][11]. - The Fintech Division experienced a decline in revenue to €0.6 million, down 8.3% on both reported and like-for-like bases due to a restructuring of the customer base [21]. Business Type Performance - Sales of configurations and hardware increased by 7.7%, with Pharmagest and e-Connect showing strong growth [6][10]. - Scalable maintenance and professional training services grew by 3.5%, indicating customer loyalty [6][10]. - Software solutions and subscriptions rose by 11.3%, supported by acquisitions and organic growth [6][10]. Market Insights - The French market showed positive signals, with all business lines reporting growth, particularly in equipment sales [10]. - The Nursing Home sector benefited from public funding, while the Homecare sector maintained a promising level of new business [10]. - Revenue growth was also observed in Italy (up 13.3%), Belgium (up 4.8%), and Germany (up 12.5%) [10]. Future Outlook - The company is optimistic about growth in Q2 2025, supported by a strong order level in the Pharmacy sector [13]. - Equasens Group remains focused on external growth opportunities in France and Europe to strengthen its position in digital healthcare solutions [14].

Core Viewpoint - Equasens Group has initiated exclusive negotiations to acquire two software businesses in the public healthcare sector, aiming to enhance its market position and expand its solution offerings [3][6][11]. Group 1: Proposed Acquisition Details - The acquisition involves two complementary businesses: ResUrgences, a web-based platform for managing hospital emergency services, and the DIS suite of digital solutions for public healthcare establishments [4][5]. - If completed, these businesses will be integrated into the Axigate Link Division, which specializes in software for health and medico-social establishments [5]. Group 2: Strategic Focus - This acquisition aligns with Equasens' strategy to strengthen its market share in the rapidly growing public health software sector [6]. - The Group aims to enhance its portfolio with high value-added solutions, leveraging synergies with existing offerings to drive growth and innovation [7]. Group 3: Impact on Digital Transformation - The potential acquisition is expected to solidify Equasens' role in the digital transformation of the healthcare system by providing tailored solutions for healthcare establishments [8]. - The transaction is anticipated to be completed before the end of Q3 2025, subject to standard regulatory and employee consultation processes [9].