Financial Performance - Revenues for the three months ended September 30, 2025, reached $76,542,482, a 280% increase from $20,121,166 in the same period in 2024 [195]. - For the nine months ended September 30, 2025, total revenues were $211,624,538, a 223% increase from $65,485,798 in the prior year [204]. - Total revenue for the nine months ended September 30, 2025, was $211.6 million, a 223% increase from $65.5 million in 2024 [205]. - Angel Guild revenue surged to $59,225,827, up 556% from $9,028,572, driven by an increase in memberships from 0.3 million to 1.6 million [196]. - Angel Guild revenue surged by $119.5 million, growing from 0.3 million to 1.6 million paying members, representing a 562% increase [205]. - Theatrical revenue increased by $27.9 million due to more theatrical box office releases in 2025, totaling $45.8 million [205]. Expenses and Losses - Cost of revenues increased to $34,333,955, a 323% rise from $8,107,950, primarily due to higher membership-related costs and royalties [198]. - Selling and marketing expenses rose to $64,683,558, a 290% increase from $16,602,045, largely due to promotional efforts for the Angel Guild and theatrical releases [199]. - Operating loss for the three months ended September 30, 2025, was $(38,090,870), compared to $(15,144,331) in the same period in 2024, reflecting a 152% increase in losses [195]. - The net loss for the nine months ended September 30, 2025, was $(91,874,332), compared to $(51,269,476) in the same period in 2024, representing a 79% increase in losses [204]. - Total cost of revenues rose to $81.1 million, a 159% increase from $31.3 million in 2024, driven by higher Angel Guild memberships and associated transaction fees [206]. - Selling and marketing expenses reached $176.7 million, a 222% increase from $54.9 million in 2024, primarily due to increased promotional activities for Angel Guild [207]. Membership and User Engagement - As of September 30, 2025, Angel Studios has approximately 1.6 million paying members from over 160 countries through the Angel Guild [161]. - The Angel Guild membership grew to approximately 1.6 million by September 30, 2025, accounting for 66.5% of total revenue, up from 0.6 million members and 32.5% of total revenue in 2024 [221]. - The average revenue per Angel Guild member for the nine months ended September 30, 2025, was $13.70 per month [221]. - Total installs of the Angel Mobile and TV App reached 100,245,157 as of September 30, 2025, up from 59,877,979 installs as of December 31, 2024 [222]. Financing and Capital Structure - The company generated gross proceeds of approximately $20.0 million from the sale of 3,538,661 shares of Class A Common Stock at $5.66 per share in September 2024 [169]. - In September 2025, Angel Studios raised approximately $55.0 million by selling 6,688,077 shares of Class A Common Stock at $8.23 per share [171]. - A Loan and Security Agreement provides Angel Studios with up to $100.0 million in term loans, with the first tranche of $40.0 million already funded [180]. - The company plans to use proceeds from the sale of Class A common stock, generating approximately $47.5 million, for business management and working capital [185]. - The company raised approximately $102.8 million from the sale of common stock during the nine months ended September 30, 2025 [217]. - The company raised $55.0 million from a Regulation A offering and $47.5 million from the issuance of common stock during the nine months ended September 30, 2025 [220]. Cash Flow and Financial Position - Cash and cash equivalents increased by $56.1 million to $63.3 million as of September 30, 2025, primarily from financing activities [212]. - Cash flows used in operating activities were $58.7 million, compared to $39.6 million in 2024, reflecting an increase in net loss and changes in working capital [218]. - Cash flows used in investing activities for the nine months ended September 30, 2025, were $15.6 million, a decrease of $16.3 million compared to cash flows provided by $0.7 million in 2024 [219]. - Cash flows provided by financing activities for the nine months ended September 30, 2025, were $130.4 million, compared to $25.0 million in 2024, an increase of $105.3 million [220]. - The repayment of notes payable increased significantly to $63.5 million in 2025 from $18.4 million in 2024, a net change of $45.1 million [220]. - The company incurred a net loss of approximately $91.9 million for the nine months ended September 30, 2025, with an accumulated deficit of approximately $175.8 million [214]. Strategic Initiatives - The company entered into a joint venture through an Asset Purchase Agreement to acquire assets related to the animated feature film, DAVID [182]. - The company aims to support filmmakers through its bitcoin treasury strategy, which may include capital raising transactions collateralized by bitcoin holdings [168]. - The company plans to continue funding operations through debt issuance and common stock sales, while managing marketing expenses to support growth [217]. Market Risks - The company is exposed to market price risk of digital assets, which could materially impact its financial condition and results of operations due to fair value measurement changes effective January 1, 2025 [234]. - The company had no off-balance sheet arrangements as of September 30, 2025, that could materially affect its financial condition [231].

Revenue Growth - Third quarter revenue reached $76.5 million, representing a 280% year-over-year growth[4] - Revenue for the nine-month period totaled $211.6 million, a 223% increase compared to the same period last year[4] - The Angel Guild, the company's recurring revenue stream, contributed $59.2 million, accounting for 77% of total third quarter revenue, with a growth of 556% year-over-year[4] - Licensed content and other revenue surged to $76.39 million in Q3 2025, up from $18.42 million in Q3 2024, representing a growth of 314%[18] - The company raised $130.35 million from financing activities in the nine months ended September 30, 2025, compared to $25.03 million in 2024, indicating a growth of 420%[19] Membership and Engagement - The Angel Guild membership grew to 1.6 million, up 19% from the previous quarter and 620% year-over-year[4] - Average Revenue Per Member (ARPM) was $13.70 for the trailing twelve months ended September 30, 2025[4] Financial Losses - The net loss for the third quarter was $38.6 million, compared to a net loss of $13.9 million in the same quarter of 2024[10] - Operating loss for the nine months ended September 30, 2025, was $93.23 million, compared to a loss of $57.96 million for the same period in 2024, reflecting a 61% increase in losses[18] - Net loss attributable to controlling interests for the nine months ended September 30, 2025, was $91.85 million, compared to $51.18 million in 2024, indicating an increase of 79%[18] Expenses - Selling and marketing expenses for the third quarter were $64.7 million, significantly up from $16.6 million in the prior year[8] - Total operating expenses for the nine months ended September 30, 2025, were $304.86 million, up from $123.45 million in 2024, representing a 147% increase[18] - Cash paid for interest in the nine months ended September 30, 2025, was $7.51 million, a significant increase from $456,144 in 2024[20] Cash and Assets - As of September 30, 2025, cash and cash equivalents were $63.3 million, compared to $7.2 million at the end of 2024[11] - Cash and cash equivalents at the end of Q3 2025 totaled $63.33 million, a substantial increase from $11.34 million at the end of Q3 2024[19] - Net cash used in operating activities for the nine months ended September 30, 2025, was $58.65 million, compared to $39.58 million in 2024, marking a 48% increase in cash outflow[19] - The company reported a net gain on digital assets of $6.23 million for the nine months ended September 30, 2025, compared to $1.59 million in 2024, reflecting a growth of 291%[19] Liabilities and Acquisitions - Total liabilities as of September 30, 2025, were $159.8 million, an increase from $94.7 million at the end of 2024[17] - The company announced the acquisition of the DAVID franchise and intellectual property from Slingshot USA, with the film set to release on December 19, 2025[3]

Core Insights - Angel Studios, Inc. has completed its business combination with Southport Acquisition Corporation, and will begin trading on the NYSE under the ticker symbol "ANGX" on September 11, 2025 [1] - The company emphasizes its grassroots model driven by 1.5 million Angel Guild members who select values-based stories for production, aiming to reshape the entertainment industry [1] - Angel has demonstrated strong growth in membership, revenue, and audience, positioning itself for innovation and long-term shareholder value [1] Company Overview - Angel Studios is a values-based distribution company that curates stories aimed at mainstream audiences, supported by over 1.5 million paying members from more than 180 countries [4] - The company has recently closed a $100 million credit facility with Trinity Capital to further expand the Angel Guild [2] - Advisors for the transaction include Roth Capital Partners and Lake Street for capital markets, and Oppenheimer & Co. for financial advisory [3] Market Position - The successful capital raise and public debut highlight the market demand and operational scalability of Angel Studios [1] - The company plans to ring the NYSE closing bell on September 11, 2025, marking its official entry into the public market [2]

Core Viewpoint - Angel Studios Inc. is moving forward with a business combination with Southport Acquisition Corporation, which will lead to Angel becoming publicly traded, with a special shareholder meeting scheduled for September 5, 2025 [1][5]. Company Overview - Angel Studios is a values-based distribution company focused on stories that amplify light, supported by approximately 1.5 million paying members from over 180 countries [10]. - The company has significantly grown its Guild membership from 222,000 to approximately 1.5 million [8]. - Angel Studios generated $87.4 million in revenue for Q2 2025, a substantial increase from $15.3 million in Q2 2024, with $39.4 million attributed to Angel Guild memberships [8]. Business Combination Details - The special meeting will allow stockholders of record as of August 1, 2025, to vote on the proposed merger [3]. - If approved, the transaction will close shortly thereafter, and the combined company’s Class A common stock will be listed on a U.S. exchange under the ticker symbol "ANGX" [5][6]. - Upon closing, Angel's Class A and Class C common stock will convert to the combined company Class A common stock, while Class B and Class F common stock will convert into combined company Class B common stock [6]. Financial and Operational Highlights - In the first half of 2025, Angel Studios raised $47.2 million to support its mission [8]. - The Angel App has seen an increase in installs, reaching 70.5 million as of June 30, 2025 [8]. - The leadership team has been strengthened with the appointment of Robert C. Gay to the board and the hiring of public company veterans Scott Klossner as CFO and Glen Nickle as CLO [8]. Advisors and Legal Framework - Roth Capital Partners and Lake Street are serving as capital markets advisors to Angel, while Oppenheimer & Co. is advising Southport [9]. - Mayer Brown LLP is acting as legal advisor to Angel, and Wachtell, Lipton, Rosen & Katz is advising Southport [9].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) 268 Post Road Suite 200 Fairfield, CT (Address of principal executive offices) Registrant's telephone number, including area code: (917) 503-9722 Securities registered pursuant to Section 12(b) of the Act: None. For the transition period from to . Commission File Number 001-41150 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) | Delaware | 86-3483780 | | --- ...

IPO and Business Combination - The Company completed its IPO on December 14, 2021, raising a total of $234.6 million from the issuance of 23,000,000 units and 11,700,000 private placement warrants[144]. - The Company has extended the deadline to consummate its initial business combination to March 14, 2024, allowing for a total of 27 months from the IPO closing date[148]. - The Merger Agreement with Angel Studios involves a total valuation of $1.5 billion, with shares to be converted at a rate of $10.00 per share[163]. - The Company’s stockholders approved the Third Extension Amendment Proposal, allowing for further extensions to the business combination deadline[160]. - The Company plans to rename itself "Angel Studios, Inc." upon the closing of the merger with Angel Studios[163]. Shareholder Actions and Stock Performance - As of October 11, 2024, holders of 985,170 shares of Class A common stock redeemed their shares for cash at a redemption price of approximately $11.08 per share[157]. - Following the Second Extension Special Meeting, 2,986,952 shares of Class A common stock were redeemed for an aggregate amount of $32,214,591[154]. - The Company’s Class A common stock was delisted from the NYSE due to falling below the required market capitalization of $40 million[155]. - The Company entered into Non-Redemption Agreements on May 25, 2023, with third parties agreeing not to redeem 4,000,000 shares of Class A common stock[195]. - The Sponsor will transfer up to 1,499,996 shares of Class B common stock to third parties, with 500,000 shares transferred upon the First Extension and 166,666 shares monthly from September 14, 2023, to February 14, 2024[195]. Financial Performance and Position - For the three months ended March 31, 2025, the company reported a net loss of $101,682, which included $4,494 in dividend income and a $58,900 gain on the change in fair value of warrant liability[176]. - As of March 31, 2025, the company had cash of $354,346 and a working capital deficit of $4,027,523[178]. - The company incurred net cash used in operating activities of $341,803 for the three months ended March 31, 2025[179]. - The sponsor has committed to loan the company up to $1,000,000 to cover expenses related to the business combination, with $643,132 drawn as of March 31, 2025[184]. - As of March 31, 2025, the company held marketable securities in the Trust Account valued at $433,645[181]. - The company has not generated any operating revenues to date and will not do so until after the completion of its initial business combination[175]. - The company had cash contributions from the sponsor of $0 for the three months ended March 31, 2025, compared to $235,647 for the same period in 2024[183]. - The company expects to incur significant costs related to identifying a target business and negotiating an initial business combination, raising substantial doubt about its ability to continue as a going concern[185]. - The underwriter waived its entitlement to a deferred fee of $8,050,000, which was recorded to accumulated deficit[194]. - The company has no long-term debt or capital lease obligations as of March 31, 2025[188]. Accounting and Estimates - The Company’s Trust Account proceeds are restricted until the completion of the initial business combination or other specified conditions[145]. - The Company has not identified any critical accounting estimates as of March 31, 2025[198]. - The excess fair value of the 1,499,996 Class B shares transferred was determined to be $1,209,879, recognized as a non-redemption agreement expense[197]. - Certain third-party investors transferred 262,502 shares of Class B common stock back to the Sponsor for no additional consideration on January 15, 2025[196].

Financial Overview - Southport Acquisition Corporation raised gross proceeds of $230 million from the IPO by selling 23,000,000 units at $10.00 per unit[16]. - Following the IPO, $234.6 million was placed in a trust account, invested in U.S. government securities, until the completion of a business combination or redemption of public shares[17]. - As of December 31, 2024, Southport Acquisition Corporation had not commenced any operations, with all activities related to its formation and IPO[30]. - As of December 31, 2024, the company had $494,974 in cash held outside the Trust Account and a working capital deficit of $3,862,447[74]. - The Trust Account held $429,151 in funds available to complete the initial business combination as of December 31, 2024[203]. Business Combination Plans - The company entered into a Merger Agreement with Angel Studios, valuing the transaction at $1.5 billion, plus any capital raised by Angel Studios prior to closing[29]. - The company plans to rename itself "Angel Studios, Inc." upon the closing of the merger with Angel Studios[29]. - The company aims to identify target businesses with a fair market value equal to at least 80% of the net assets held in the Trust Account[43]. - The company anticipates structuring the initial business combination to acquire 100% of the target's equity interests or assets[46]. - The company must complete its initial business combination by September 30, 2025, or face liquidation, potentially resulting in public stockholders receiving only $10.20 per share[86]. Redemption Rights and Stockholder Approval - The company intends to provide public stockholders with redemption rights upon completion of the initial business combination[50]. - The initial business combination will require stockholder approval if it involves issuing more than 20% of outstanding common stock[51]. - Public stockholders are restricted from seeking redemption rights for more than 15% of public shares without prior consent, aimed at preventing stockholders from blocking business combinations[55]. - If stockholder approval is sought for the initial business combination, stockholders holding over 15% of public shares may lose the ability to redeem shares in excess of that amount[110]. Risks and Challenges - The company has no operating history and no revenues, making it difficult to evaluate its ability to achieve its business objectives[71]. - The company may face intense competition from other entities seeking similar business combinations, which could limit its ability to acquire larger target businesses[65]. - The company is subject to risks from current global geopolitical conditions, which may adversely affect its search for a business combination[70]. - The ongoing geopolitical conflicts, including the Russia-Ukraine conflict and the war in the Middle East, have created global security concerns that could significantly impact regional and global economies[89]. - The company may face significant competition for business combination opportunities, which could hinder the completion of its initial business combination[111]. Financial and Operational Concerns - The company expects to incur significant costs in pursuit of acquisition plans, raising doubts about its ability to continue as a going concern[74]. - The company may depend on loans from its management team or sponsors to fund its search for a target business if funds outside the Trust Account are insufficient[87]. - The company identified a material weakness in its internal control over financial reporting, which may lead to material misstatements in financial statements[74]. - The company may face challenges in negotiating business combinations as potential targets are aware of the September 30, 2025 deadline[85]. - The company may incur substantial debt to complete the initial business combination, which could adversely affect leverage, liquidity, and financial condition[202]. Market and Regulatory Environment - The NYSE initiated delisting proceedings for the company's Class A common stock due to falling below the $40 million market capitalization requirement[23]. - Following the delisting from the NYSE, the company's securities began trading on the OTC Pink Marketplace, which may result in limited liquidity for holders of its securities[109]. - The SEC adopted new rules for SPACs on January 24, 2024, which include additional disclosures and may increase costs and time needed for business combinations[142][144]. - Changes in laws or regulations may materially affect the company's ability to negotiate and complete its initial business combination[141]. Management and Governance - The company's sponsor, officers, and directors hold approximately 99% of the issued and outstanding capital stock, which may influence the approval of the initial business combination[76]. - The company does not have a policy that prohibits its sponsor, officers, or directors from having financial interests in other investments, leading to potential conflicts[196]. - The company may face challenges in completing its initial business combination due to conflicts of interest among its officers and directors, who are involved in other business endeavors[179]. - The company may pursue acquisition opportunities outside of its management's areas of expertise, potentially impacting the evaluation and operation of such acquisitions[161]. Warrant and Shareholder Dynamics - The company has 23,200,000 warrants outstanding, consisting of 11,500,000 public warrants and 11,700,000 private placement warrants[156]. - The exercise price for warrants is $11.50 per share, and under cashless exercise, holders may receive fewer shares than if they exercised for cash[153]. - The company may issue additional shares of Class A common stock or preferred stock to complete the initial business combination, which could dilute existing stockholders' interests[175]. - The company may need to search for an alternate business combination if the cash required for redemptions exceeds the available cash[211]. Conclusion and Future Outlook - If the initial business combination is not completed, public stockholders may receive approximately $10.20 per share upon liquidation of the Trust Account[177]. - The company may face difficulties in obtaining and retaining key personnel if it completes its initial business combination with an early-stage or financially unstable business[167]. - The company may attempt to simultaneously complete business combinations with multiple prospective targets, which could hinder the ability to finalize the initial business combination[207].

Core Insights - The Port Authority of New York and New Jersey, New Terminal One, and Unibail-Rodamco-Westfield have appointed Duty Free Americas as the exclusive duty-free operator for JFK's New Terminal One, which is set to open in phases from 2026 to 2030, with a total investment of $9.5 billion [1][11][18]. Group 1: Retail Experience - The new retail space, branded as Skyline Duty Free, will span nearly 20,000 square feet and will feature a flagship multi-level store along with four additional duty-free locations throughout the terminal [2][6]. - Skyline Duty Free aims to provide a unique shopping experience that combines iconic global brands with local New York City products, enhancing the overall passenger experience [3][4]. - The terminal will include an "experiential center" with virtual reality simulators and brand activations, designed to engage passengers and create a memorable shopping environment [3][9]. Group 2: Economic Impact and Partnerships - The project emphasizes local business involvement, with 35% of Duty Free Americas' joint venture partners being Airport Certified Disadvantaged Business Enterprises (ACDBE), promoting economic growth in the local community [7][8]. - Duty Free Americas plans to support local vendors through outreach programs and opportunities to showcase their products, reinforcing the commitment to local economic development [10][21]. Group 3: Terminal Features and Design - New Terminal One will be the largest terminal at JFK, featuring 23 gates and over 300,000 square feet of retail, dining, and lounge space, all designed to create a world-class travel experience [12][13]. - The terminal will incorporate sustainable design elements and cutting-edge technology to enhance customer experience and compete with top-rated airport terminals globally [13][14]. Group 4: Strategic Vision - The development of New Terminal One is part of a broader $19 billion transformation plan for JFK Airport, aiming to establish it as a premier global gateway [18][19]. - The project is expected to set a new standard for airport retail in the U.S., combining luxury offerings with a distinctly New York flavor [5][6].

Core Insights - Bloomberg has announced that PORT Enterprise clients can now access their portfolio analytics data in Snowflake through the integration of Data License Plus (DL+) and Snowflake AI Data Cloud, allowing for seamless data management and analysis [1][3]. Group 1: Integration and Benefits - The integration between DL+ and Snowflake addresses the evolving needs of asset managers and owners who handle large volumes of diverse datasets, simplifying the process of data unification and enhancing workflow efficiency [2]. - Clients of PORT Enterprise and Snowflake can receive their portfolio analytics data as part of their scheduled overnight reporting, streamlining data delivery [3]. Group 2: Features of PORT Enterprise - PORT Enterprise is a premium service with over 600 clients, offering advanced portfolio risk and return attribution capabilities, along with enhanced customization and batch reporting for enterprise use [4]. - The service includes access to Bloomberg's Multi-Asset Class (MAC3) fundamental risk factor models, providing sophisticated risk forecasting tools such as Tracking Error volatility, VAR, and scenario analysis [4]. Group 3: Data License Plus (DL+) - DL+ is a managed service that aggregates and organizes Bloomberg data and multi-vendor ESG content into a Unified Data Model, improving data accessibility and usability across the enterprise [5]. - The service covers over 70 million securities and 40,000 data fields, including reference, ESG, pricing, risk, regulation, fundamentals, estimates, and historical data [5].

IPO and Financial Proceeds - The Company completed its IPO on December 14, 2021, raising gross proceeds of $230 million from the sale of 23 million units at $10.00 per unit[131]. - A total of $234.6 million of net proceeds from the IPO and Private Placement were deposited into a Trust Account for future business combinations[132]. Business Combination and Merger Agreement - The Company entered into a Merger Agreement with Angel Studios on September 11, 2024, valuing the transaction at $1.5 billion plus any capital raised by Angel Studios prior to closing[140]. - The Merger Agreement is subject to stockholder approval and includes a proposal to extend the deadline for consummating the business combination to September 30, 2025[141]. - The Company has not identified any business combination target as of the latest reporting date[130]. - At the Third Special Meeting on November 13, 2024, stockholders approved the extension of the business combination deadline and a proposal to eliminate redemption limitations[145]. Financial Performance and Losses - For the three months ended September 30, 2024, the company reported a net loss of $1,495,898, which included $165,500 in dividend income and a $1,392,000 loss on the change in fair value of warrant liability[148]. - For the nine months ended September 30, 2024, the company had a net loss of $1,739,275, with $889,022 in dividend income and a $1,275,000 loss on the change in fair value of warrant liability[149]. Cash and Working Capital - As of September 30, 2024, the company had cash of $517,975 and a working capital deficit of $3,166,088[152]. - For the nine months ended September 30, 2024, net cash used in operating activities was $1,860,000, with a net loss of $1,739,275 adjusted by various expenses and changes in operating assets and liabilities[153]. - As of September 30, 2024, the company held marketable securities in the Trust Account valued at $12,895,117, down from $44,709,805 as of December 31, 2023[155]. Liquidity and Financing Needs - The company does not expect to fund its liquidity requirements in the next 12 months from current working capital and plans to seek capital contributions or loans from management or the Sponsor[157]. - The Sponsor provided $220,000 and $553,227 in cash through capital contributions for the three and nine months ended September 30, 2024, respectively[157]. - The company may need additional financing to complete its initial Business Combination or to redeem public shares, which could involve issuing additional securities or incurring debt[159]. - The company accounted for Non-Redemption Agreements as a capital contribution, recognizing an excess fair value of $1,209,879 for the transferred Class B shares[171]. - The company raised substantial doubt about its ability to continue as a going concern for a period within 12 months from September 30, 2024[158]. Operations Status - As of September 30, 2024, the Company had not commenced any operations and had not generated any operating revenues[147]. - The Company incurred expenses related to being a public entity and anticipates continued increased expenses for legal and compliance matters[147].