UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to _____________ Commission File Number: 001-42924 NOMADAR CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 93-2969265 (Stat ...

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 September 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 ___________ Commission file number 001-37884 VALVOLINE INC. Kentucky 30-0939371 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer ...

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 August 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to ___________ Commission File Number 001-42675 BITMINE IMMERSION TECHNOLOGIES, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 10845 Griffith Pe ...

Revenue Performance - Consolidated revenue for fiscal year 2025 was $110.8 million, a decrease of $24.8 million, or 18.3%, from fiscal year 2024[149]. - Smart Water segment revenue increased by $3.4 million, or 10.4%, primarily due to higher demand for Hydroconn® cable and connector products[153]. - Energy Solutions segment revenue decreased by $27.3 million, or 35.0%, with product revenue down by $14.3 million, or 24.3%[155]. - Revenue from the Energy Solutions business segment in fiscal year 2025 was primarily derived from wireless product sales, with expectations for moderate growth in fiscal year 2026[180]. - Fiscal year 2026 revenue from Energy Solutions reservoir products is expected to significantly increase due to a PRM contract entered in Q3 2025, lasting approximately 18 months[181]. - Revenue from the Smart Water business segment is expected to increase slightly in fiscal year 2026, driven by demand for Hydroconn® and Aquana products[182]. - The acquisition of Geovox's Heartbeat Detector® is anticipated to boost revenue from the Intelligent Industrial business segment in fiscal year 2026[183]. Profitability and Expenses - Consolidated gross profit for fiscal year 2025 was $32.9 million, a decrease of $19.7 million, or 37.4%, from fiscal year 2024[150]. - Operating expenses for fiscal year 2025 were $48.8 million, an increase of $3.3 million, or 7.3%, from fiscal year 2024[151]. - Operating income from the Energy Solutions segment decreased by $18.2 million, or 97.9%, due to lower revenues and higher research and development expenses[156]. Financial Position - The company maintained a strong balance sheet with no debt and had $26.3 million in cash and cash equivalents as of September 30, 2025[148][159]. - The company's available cash and cash equivalents were $26.3 million as of September 30, 2025, which included $0.8 million held by foreign subsidiaries[164]. - As of September 30, 2025, the company had no outstanding borrowings under the credit agreement and could borrow approximately $8 million without violating any debt covenants[163]. Investments and Acquisitions - The company expects fiscal year 2026 cash investments in property, plant, and equipment to be approximately $7 million[160]. - The company completed a stock buy-back program authorized by the board of directors, repurchasing up to $7 million of common stock[161]. - The company amended its credit agreement with Woodforest National Bank, extending a revolving credit facility with a maximum availability of $25 million[162]. - The company acquired Geovox in August 2025, recording an initial contingent earn-out liability of $2.5 million, with a maximum potential of $3.3 million[167]. Market Strategy - The company is actively marketing its SADAR® technologies to security and oil and gas industry customers, expecting increased acceptance over time[184]. - The company recognized a gain of $4.6 million from the sale of real property during the third quarter of fiscal year 2025[152].

OR 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 September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38532 i3 Verticals, Inc. (Exact name of registrant as specified in its charter) Delaware 82-4052852 (State or other jurisdiction of incorporat ...

Acquisition and Expansion - The company completed the acquisition of KCA Deutag for approximately $2.0 billion, which included a share purchase price of $0.9 billion and $1.1 billion to repay KCA Deutag's existing debt[22]. - Following the acquisition, the company expanded its global operations, now maintaining a presence across the Middle East, South America, Europe, and Africa, enhancing its service capabilities in both land and offshore drilling markets[40]. - The acquisition of KCA Deutag expanded the company's land drilling footprint in the Middle East, South America, Europe, and Africa, enhancing offshore management expertise[64]. Fleet and Utilization - As of September 30, 2025, the North America Solutions fleet consisted of 223 available rigs, with 144 contracted, indicating a utilization rate of approximately 64.5%[31]. - The International Solutions fleet had a total of 137 available rigs, with 88 contracted, reflecting a utilization rate of approximately 64.2%[34]. - The Offshore Solutions fleet included 7 total rigs, with 3 contracted, showing a utilization rate of approximately 42.9%[38]. - The company had 208 active rigs under contract as of September 30, 2025, an increase from 170 in 2024 and 164 in 2023[73]. - The company operates 238 super-spec rigs as of September 30, 2025, following the reconfiguration of 78 FlexRig units into super-spec walking rigs[66]. Revenue and Financial Performance - Revenue from North America Solutions segment contributed approximately 63.0% ($2.4 billion) of consolidated operating revenues in fiscal year 2025, down from 88.7% ($2.4 billion) in 2024[50]. - International Solutions segment accounted for approximately 21.4% ($802.4 million) of consolidated operating revenues in fiscal year 2025, compared to 7.0% ($194.0 million) in 2024[51]. - Offshore Solutions segment contributed approximately 13.9% ($520.4 million) of consolidated operating revenues in fiscal year 2025, up from 3.9% ($106.2 million) in 2024[60]. - The contract drilling backlog was $7.0 billion as of September 30, 2025, up from $1.5 billion in 2024, with approximately 22.6% expected to be fulfilled in fiscal year 2026[80]. Customer and Market Insights - Revenue from the largest North America Solutions drilling customer represented approximately 18.2% ($429.4 million) of the North America Solutions segment revenues in fiscal year 2025[50]. - Revenue from the largest International Solutions drilling customer accounted for approximately 32.3% ($259.0 million) of the International Solutions segment revenues in fiscal year 2025[51]. - The company holds approximately 24.0% of the total market share in U.S. land drilling as of September 30, 2025[47]. Operational Risks and Challenges - The company is subject to various risks, including financial condition, cybersecurity threats, and operational risks associated with drilling and technology[15]. - The company’s drilling services and solutions are highly competitive, with potential impacts from new technologies and market volatility in oil and gas prices[15]. - The company has a significant backlog of drilling services and solutions revenue, although it may not be fully realized due to various operational risks[19]. - The company’s operations are subject to various environmental laws, which may require significant capital expenditures for compliance[102]. - The company expects future compliance costs related to environmental regulations may be material[108]. Human Capital and Safety - The company employs approximately 6,200 employees in the United States and 9,500 internationally as of September 30, 2025[81]. - The company has established a human capital strategy aimed at attracting, retaining, and developing a diverse workforce committed to operational excellence[82]. - The company maintains a robust safety culture, focusing on Serious Injury and Fatality (SIF) reduction strategies and proactive safety measures[90]. Financial Instruments and Investments - The company has $2.1 billion in senior unsecured notes with an estimated fair value of $1.9 billion as of September 30, 2025[381]. - The company has $200 million outstanding under the Term Loan Credit Agreement, due in 2027[381]. - The company has $39.8 million in secured term loans due in 2033 and $43.1 million due in 2034[381]. - The total fair value of equity securities in Tamboran Corp. was $26.0 million as of September 30, 2025, compared to $21.0 million in 2024[383]. - A hypothetical 10% decrease in the market price for marketable equity securities of Tamboran Corp. would decrease the fair value by $2.6 million[384]. - The company made a $14.1 million equity investment in Tamboran Resources, which was later converted into shares of Tamboran Corp.[382]. Contracts and Pricing - Performance-based contracts have produced a positive risk-reward outcome, with compensation partly based on meeting predetermined performance targets[79]. - Daywork contracts charge a rate per day, influenced by location, depth, complexity of the well, and market conditions[78]. - The FlexPool agreements allow customers to enter into fixed-term contracts with flexibility in rig utilization, subject to minimum requirements[77]. Innovation and Technology - The company has advanced automation solutions aimed at reducing variability and improving well economics, with several technologies in various stages of commercial testing[72]. - The company emphasizes continuous improvement and innovation as part of its core values, fostering a culture of teamwork and ethical conduct[84]. Currency and Market Risks - A uniform 10% decline in the U.S. dollar relative to foreign currencies would result in an increase in pre-tax loss of approximately $5.6 million[376]. - The company has not entered into any foreign currency forward exchange contracts to hedge against adverse fluctuations in foreign currency exchange rates[376]. - The company anticipates that compliance with current regulations will not significantly change its competitive position or earnings during fiscal year 2026[108].

Employee Information - As of December 31, 2024, the company had 549 employees, a decrease from 959 employees in 2023, primarily due to restructuring and operational strategy adjustments [638]. - The employee distribution by function as of December 31, 2024, includes 71 in Editorial and Production, 254 in Sales and Marketing, 98 in Management and General Administrative, and 126 in Technical and Research [638]. - The company participates in various employee benefit plans mandated by PRC regulations, including housing, pension, medical, and unemployment benefits, making monthly payments based on employee compensation [639]. - The company has not experienced significant labor disputes, attributed to its strong corporate culture and positive career development opportunities [640]. Shareholder Information - As of the date of the annual report, there are 90,357,329 ordinary shares outstanding, consisting of 66,020,679 Class A and 24,336,650 Class B ordinary shares [641]. - The beneficial ownership of shares is calculated based on SEC regulations, including shares that can be acquired within 60 days through options or other rights [642]. - Mr. Vincent Tianquan Mo and his affiliated entities own 30,051,898 Class A ordinary shares, representing 45.5% of the total, and 21,586,290 Class B ordinary shares, representing 88.7% of the voting power [643]. - As of September 22, 2025, approximately 64.65% of the outstanding Class A ordinary shares were in the form of American Depositary Shares (ADSs) [645]. - The company maintains a dual-class share structure, with Class A shares having one vote per share and Class B shares having ten votes per share [646]. Financial Position - As of December 31, 2024, the company had US$94.8 million in cash and cash equivalents, with 82.8% held by financial institutions in the PRC [777]. - The company had US$51.0 million in short-term investments in structured notes, secured by cash collections from underlying RMB-denominated bonds [778]. - The maturity of the structured note was extended to October 2025, with all principal and interest payments required to settle the outstanding amounts [778]. Risk Management - The company is exposed to interest rate risk from variable interest rate borrowings and foreign currency risk due to expenditures in U.S. dollars [771]. - If the Renminbi had weakened by 5.0% against the U.S. dollar, the company's losses for 2022, 2023, and 2024 would have been reduced by US$3.6 million, US$8.6 million, and US$1.4 million, respectively [775]. - The company has not entered into any hedging transactions to mitigate foreign currency exchange risk, which may limit its ability to manage exposure effectively [776]. - The company regularly monitors the credit ratings of financial institutions where it holds deposits to mitigate credit risk [777]. - Accounts receivable are typically unsecured and derived from revenue earned from customers in the PRC, with ongoing credit evaluations to mitigate risk [779]. - Funds receivable represent amounts due from third-party payment service providers, with careful monitoring of their creditworthiness to mitigate associated risks [780]. - The company is exposed to default risk on loans receivable, with quarterly assessments of the allowance for credit loss [781]. - As of December 31, 2024, no single borrower comprised a significant portion of the loan portfolio, indicating a diversified risk [781]. - Creditworthiness of real estate developers is regularly reviewed, with collateral required in certain circumstances for overdue commitment deposits [781].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________________________________________________________________________ FORM 10-Q ____________________________________________________________________________________ (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Exact Name of Registrant as Specified in Its Charter) | Delaware | 87-3710376 | | --- | --- | | (State or other jurisdiction of | (I.R.S. Employer | | incorporation or organization) | Identification No.) | 510 Madison Avenue Suite 1401 New York, NY 10022 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO ...

Financial Performance - As of September 30, 2025, the company reported a net loss of $954,647 for the three months ended, primarily due to a change in the fair value of warrant liability of $668,780 and general and administrative expenses of $291,304 [148]. - The company incurred transaction costs of $3,890,326 related to its Initial Public Offering, including $1,437,500 in underwriting commissions [156]. - For the three months ended September 30, 2025, the company incurred $30,000 in administrative service fees, and for the nine months, it incurred $90,000 [167]. - The company incurred $215,000 in accrued costs and expenses related to administrative service fees [167]. Business Combination - The company has extended its business combination period to February 15, 2026, allowing additional time to complete a business combination [142]. - The company has until February 15, 2026, to complete the proposed Business Combination, raising substantial doubt about its ability to continue as a going concern if not completed by this date [169]. - The company may need to raise additional funds to meet operating expenditures and complete its business combination, which could involve issuing additional securities or incurring debt [165]. - The company has not commenced any operations and will not generate operating revenues until after completing a business combination [147]. - The company had an outstanding balance of $400,000 under the Instinct Note as of September 30, 2025, which is payable upon consummation of a business combination [164]. - Approximately $786,345 remained in the Trust Account as of September 30, 2025, which is intended to be used for the initial business combination [159]. Capital Structure - The company generated gross proceeds of $143,750,000 from its Initial Public Offering of 14,375,000 Units at $10.00 per Unit [153]. - The company had 62,488 Public Shares outstanding as of September 30, 2025, following multiple redemptions by stockholders [159]. - The company will pay A.G.P. a fee of 3.5% of the gross proceeds of the Initial Public Offering, totaling $5,031,250, upon consummation of the initial Business Combination [168]. Financial Position - As of September 30, 2025, the company had a working capital deficit of $2,863,206 and only $21,280 in its operating bank account [153]. - As of September 30, 2025, the company did not have any off-balance sheet arrangements [180]. - The company has not made adjustments to the carrying amounts of assets or liabilities in the event of liquidation after the applicable extension date [169]. Valuation and Accounting - The valuation of Public Warrants is based on a traded market, while Private Placement Warrants are valued using a Monte Carlo options pricing model [175]. - The estimates used to calculate the fair value of derivative assets and liabilities may change significantly based on stock price and other assumptions [176]. - The adoption of ASU 2023-07 has not had a material impact on the company's financial statements and disclosures [178]. - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements [170].