IPO and Fundraising - The company completed its Initial Public Offering (IPO) on May 6, 2024, raising gross proceeds of $287,500,000 from the sale of 28,750,000 Public Units at a price of $10.00 per unit[23]. - A private sale of 725,000 Private Placement Units was completed simultaneously with the IPO, generating an additional $7,250,000 in gross proceeds[24]. - The total amount placed in the Trust Account is $287,500,000, which includes $283,558,750 from the IPO and $3,941,250 from the Private Placement[25]. - The company has placed $287,500,000 in the Trust Account following the Initial Public Offering and Private Placement[187]. - As of December 31, 2025, the Trust Account held marketable securities and cash totaling $307,617,399, an increase from $296,122,647 in 2024[198]. Business Combination Details - The company must complete its initial Business Combination by May 6, 2026, or face termination and distribution of Trust Account amounts[26]. - The PlusAI Business Combination is based on a pre-money equity value of PlusAI of $1,200,000,000, subject to adjustments[35]. - The Closing of the PlusAI Business Combination is subject to conditions including shareholder approvals and a Minimum Cash Condition of at least $100,000,000 available in the Trust Account[41]. - The company will undergo a Domestication to become PlusAI Holdings, Inc. prior to the Closing of the Mergers[33]. - The PlusAI Merger Agreement includes customary representations and covenants from both parties to ensure compliance and operational continuity[39]. - The company has the option to extend the Combination Period with shareholder approval, which may affect its Nasdaq listing[27]. - The PlusAI Business Combination is contingent upon stockholders not exercising dissenters' rights and no Material Adverse Effect occurring[42]. - The PlusAI Merger Agreement can be terminated if not consummated by February 17, 2026, or if certain conditions are not met[43]. - PlusAI stockholders have entered into Voting and Support Agreements to facilitate the approval of the Merger Agreement and prevent delays[44]. - The company intends to complete its initial Business Combination using proceeds from its Trust Account, shares, debt, or a combination thereof[75]. Financial Performance and Projections - For the year ended December 31, 2025, the company reported a net income of $8,556,703, which includes $12,494,752 in interest income[196]. - The company incurred $14,560,986 in fees related to the Initial Public Offering, including a cash underwriting fee of $5,750,000[197]. - The company has determined that it currently lacks the liquidity to sustain operations for at least one year, raising substantial doubt about its ability to continue as a going concern[207]. - The company may face significant dilution for Public Shareholders due to the nominal purchase price of Founder Shares, which was approximately $0.003 per share[175]. Shareholder Rights and Redemption - Public Shareholders are restricted from redeeming more than 15% of the Public Shares sold in the Initial Public Offering without prior consent, to prevent manipulation[113]. - If the initial Business Combination is not completed, Public Shareholders who elected to redeem their shares will not receive any funds from the Trust Account[120]. - The company intends to comply with the substantive and procedural requirements of Regulation 14A for any shareholder vote, even if it cannot maintain its Nasdaq listing[116]. - The redemption process will involve a nominal fee of approximately $100.00 charged by the transfer agent for tendering shares[117]. - Public Shareholders can withdraw their redemption requests up to two business days before the scheduled vote on the Business Combination[118]. Management and Strategy - The Management Team aims to identify high-quality acquisition targets with compelling long-term growth prospects and operational improvement opportunities[51]. - Strategic and Operating Partners will assist in sourcing acquisition targets and enhancing operational performance post-Business Combination[52]. - The company will leverage its network and relationships to identify Business Combination opportunities and accelerate target growth[55]. - The competitive strengths of the Management Team and Strategic Partners provide a significant pipeline of opportunities for evaluation and selection[58]. - The company believes its management team's experience provides a distinct advantage in sourcing and evaluating attractive transaction opportunities[59]. Risks and Challenges - The company may face intense competition from other entities for Business Combinations, which could limit its ability to acquire larger target businesses[135]. - The company’s Sponsor, M. Klein and Company, may have conflicts of interest that could limit the opportunities available for Business Combinations[136]. - There is no guarantee that third parties will execute waivers of claims against the Trust Account, which could expose the company to additional risks[128]. - The company may face challenges in completing its initial Business Combination due to limited resources and significant competition for opportunities[156]. - The company may not be able to acquire target businesses that cannot provide required financial statements in accordance with federal proxy rules[145]. Regulatory and Compliance - The company is required to evaluate its internal control procedures for the fiscal year ending December 31, 2025, as mandated by the Sarbanes-Oxley Act[146]. - The company has applied for a tax exemption from the Cayman Islands government for a period of 30 years, exempting it from certain taxes on profits and income[147]. - The company qualifies as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[148]. - The company will remain an emerging growth company until it has total annual gross revenue of at least $1.235 billion or the market value of its Class A Ordinary Shares held by non-affiliates equals or exceeds $700 million[150]. - The company is classified as a "smaller reporting company," which allows it to provide only two years of audited financial statements[151].

IPO and Fundraising - The company completed its Initial Public Offering (IPO) on May 6, 2024, raising gross proceeds of $287,500,000 from the sale of 28,750,000 Public Units at a price of $10.00 per unit[23]. - A private sale of 725,000 Private Placement Units was completed simultaneously with the IPO, generating an additional $7,250,000 in gross proceeds[24]. - The total amount placed in the Trust Account is $287,500,000, which includes $283,558,750 from the IPO and $3,941,250 from the Private Placement[25]. - The company has $2,469 available from the proceeds of its Initial Public Offering and Private Placement as of December 31, 2025, to cover potential claims and liquidation costs[132]. - The company has placed $287,500,000 in the Trust Account following the Initial Public Offering and Private Placement[187]. Business Combination Plans - The company must complete its initial Business Combination by May 6, 2026, or face termination and distribution of Trust Account amounts[26]. - The PlusAI Business Combination is based on a pre-money equity value of PlusAI of $1,200,000,000, subject to adjustments[35]. - The Closing of the PlusAI Business Combination is subject to conditions including shareholder approvals and a Minimum Cash Condition of at least $100,000,000 available in the Trust Account[41]. - The company plans to complete the PlusAI Business Combination by May 6, 2026, or August 6, 2026, if certain conditions are met[188]. - The company intends to complete its initial Business Combination using proceeds from its Trust Account, shares, debt, or a combination thereof[75]. Shareholder Rights and Redemption - Public Shareholders are restricted from redeeming more than 15% of the Public Shares sold in the Initial Public Offering without prior consent, to prevent large block accumulations[113]. - The company will provide Public Shareholders the opportunity to redeem their shares either through a general meeting or a tender offer, depending on the transaction structure[106]. - If the initial Business Combination is not completed, Public Shareholders who elected to redeem their shares will not be entitled to redeem for their pro rata share of the Trust Account[120]. - A quorum for shareholder meetings requires at least one-third (1/3) of the voting power of all issued and outstanding Ordinary Shares, with 10,418,751 shares (36.2%) needed for approval of the initial Business Combination[109]. - The company may conduct redemptions without shareholder votes unless required by law or stock exchange rules[90]. Financial Performance and Projections - For the year ended December 31, 2025, the company reported a net income of $8,556,703, including $12,494,752 in interest income from marketable securities[196]. - As of December 31, 2025, the company held $307,617,399 in marketable securities and cash in the Trust Account[198]. - The company has substantial doubt about its ability to continue as a "going concern" due to potential financing needs for completing its initial Business Combination[165]. - The expected Redemption Price upon dissolution is approximately $10.70 per Public Share as of December 31, 2025, but actual amounts may be lower due to creditor claims[127]. - The company will redeem Public Shares at a price equal to the aggregate amount in the Trust Account divided by the number of outstanding Public Shares if it fails to complete a Business Combination within the Combination Period[122]. Management and Operational Strategy - The Management Team aims to generate attractive returns by selecting high-quality targets with compelling growth prospects[51]. - Strategic and Operating Partners will assist in sourcing acquisition targets and enhancing operational performance post-Business Combination[52]. - The company employs a proactive sourcing strategy leveraging relationships with industry and financial networks to identify Business Combination opportunities[55]. - The company emphasizes the importance of a committed and capable management team in potential target businesses[59]. - The company plans to focus its search for an initial Business Combination in a single industry, which may limit diversification and increase risk[86]. Regulatory and Compliance Issues - The company is required to evaluate its internal control procedures for the fiscal year ending December 31, 2025, as mandated by the Sarbanes-Oxley Act[146]. - The company has applied for a tax exemption from the Cayman Islands government for a period of 30 years, exempting it from certain taxes on profits and income[147]. - The company qualifies as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[148]. - The company is classified as a "smaller reporting company," which allows it to provide only two years of audited financial statements[151]. - The company intends to comply with the substantive and procedural requirements of Regulation 14A in connection with any shareholder vote, even if it cannot maintain its Nasdaq listing[116]. Risks and Challenges - The company may face intense competition from other entities for target business acquisitions, which could limit its ability to complete a Business Combination[135]. - There are potential conflicts of interest involving the Sponsor and its affiliates, which may limit the company's acquisition opportunities[136]. - The company may face challenges in completing its initial Business Combination due to limited resources and significant competition for opportunities[156]. - The company may not complete its initial Business Combination, including the PlusAI Business Combination, within the Combination Period, which could lead to liquidation and redemption of Public Shares[154]. - The company may not be able to acquire target businesses that cannot provide required financial statements in accordance with federal proxy rules[145].

Financial Performance - Net income attributable to UGI Corporation for the three-month period ended December 31, 2025, was $297 million, or $1.34 per diluted share, compared to $375 million, or $1.74 per diluted share, for the same period in 2024[145]. - Adjusted net income attributable to UGI Corporation for the three-month period ended December 31, 2025, was $279 million, or $1.26 per diluted share, compared to $295 million, or $1.37 per diluted share, for the same period in 2024[147]. - The Utilities segment's adjusted net income increased by $9 million during the 2025 period, primarily due to higher total margin[148]. - The Midstream & Marketing segment's adjusted net income decreased by $28 million during the 2025 period, mainly due to higher income tax expenses[148]. - UGI International's adjusted net income increased by $3 million during the 2025 period, attributed to higher total margin offset by increased income tax expenses[149]. - AmeriGas Propane's adjusted net income increased by $70 million during the 2025 period, primarily due to significantly lower income tax expenses[149]. Revenue and Volume Changes - Utilities revenues increased by $106 million (22%) in the 2025 three-month period compared to 2024, primarily driven by higher Gas Utility revenues of $103 million[150]. - Gas Utility core market volumes rose by 16% during the 2025 period, reflecting colder weather conditions, while total Gas Utility volume increased by 3%[151]. - Midstream & Marketing revenues increased by $60 million (16%) in the 2025 period, mainly due to higher revenues from natural gas marketing activities[157]. - UGI International revenues decreased by $63 million (10%) in the 2025 period, attributed to lower LPG retail volumes sold and lower LPG prices[163]. - AmeriGas Propane revenues decreased by $27 million (4%) in the 2025 period, primarily due to lower wholesale revenues and lower average retail propane selling prices[171]. Operating Income and Margins - Utilities operating income increased by $17 million (12%) in the 2025 period, reflecting a rise in total margin[155]. - UGI International total margin increased by $20 million (8%) during the 2025 period, driven by higher average unit margins and favorable currency translation effects[168]. - AmeriGas Propane total margin increased by $2 million (1%) in the 2025 period, despite lower fee income[175]. Cash Flow and Liquidity - Cash flow from operating activities was $66 million in the 2025 three-month period, down from $164 million in the 2024 period, while cash flow before changes in working capital increased to $438 million from $427 million[206]. - Cash used in investing activities was $145 million in the 2025 three-month period, compared to $232 million in the 2024 period, with cash expenditures for property, plant, and equipment at $221 million[207]. - Cash flow used by financing activities was $6 million in the 2025 three-month period, down from cash flow provided of $95 million in the 2024 period, including the issuance of $150 million in senior notes[209]. - Total available liquidity, including cash and cash equivalents and available borrowing capacity, was approximately $1.6 billion as of December 31, 2025[181]. - As of December 31, 2025, UGI Corporation had $251 million in cash and cash equivalents, down from $335 million as of September 30, 2025[184]. Debt and Financing - The total long-term debt of UGI Corporation was $6,773 million as of December 31, 2025, compared to $6,648 million as of September 30, 2025[186]. - UGI Corporation's total debt, including short-term borrowings, was $7,214 million as of December 31, 2025, compared to $7,134 million as of September 30, 2025[186]. - The company has $700 million in outstanding 5.00% Senior Notes due June 2028, which are convertible from January 1, 2026, to March 31, 2026[189][190]. - UGI Utilities issued $150 million of 5.10% Senior Notes due November 15, 2030, and $125 million of 5.68% Senior Notes due November 15, 2035, in November 2025[188]. - The average daily short-term borrowings for UGI Corporation were $251 million for the three months ended December 31, 2025, with a peak of $288 million[199]. Shareholder Actions - The company declared a cash dividend of $0.375 per common share on November 20, 2025, payable on January 1, 2026[202]. - UGI purchased 0.3 million shares of Common Stock for a total price of $12 during the three months ended December 31, 2025, and extended its share repurchase program for up to 8 million shares until February 2030[203]. Regulatory and Market Risks - PA Gas Utility filed a request to increase its base operating revenues by $99 million annually, effective March 29, 2026, to fund system improvements[211]. - WV Gas Utility submitted a base rate case seeking a net revenue increase of $27 million, with new rates requested to be effective March 5, 2026[213]. - A 10% decline in foreign currencies against the USD would reduce the net book value of UGI International operations by approximately $165 million[230]. - UGI maintains credit policies to mitigate derivative instrument credit risk, evaluating counterparties' financial conditions and credit ratings[232]. - As of December 31, 2025, the maximum potential loss from derivative counterparties failing to perform is $83 million[233]. Derivative Instruments and Risk Management - UGI Corporation uses derivative financial instruments to hedge against commodity price risk, including forward purchase contracts and options[223]. - The company has diversified its supplier base to mitigate risks associated with fixed-price sales contracts for natural gas[225]. - UGI Corporation employs forward foreign currency exchange contracts to hedge approximately 90% of anticipated foreign currency earnings before income taxes[231]. - The fair value change due to commodity price risk was a decrease of $52 million, reflecting a 10% adverse change in market prices[235]. - The fair value change due to interest rate risk was a decrease of $10 million, reflecting a 50 basis point adverse change in prevailing market interest rates[236]. - The fair value change due to foreign currency exchange rate risk was a decrease of $12 million, reflecting a 10% adverse change in the value of the Euro and British pound sterling against the USD[236].

Capital Ratios and Requirements - The company's Common Equity Tier 1 Capital ratio is 17.35%, exceeding the regulatory requirement for being considered "Well Capitalized" [141] - The company is committed to maintaining regulatory capital in excess of levels required to be considered well capitalized [153] - The Association's Tier 1 (leverage) capital ratio was 9.81% as of December 31, 2025, indicating a well-capitalized status despite a $65 million cash dividend payment [168] - The Company aims to maintain minimum capital ratios exceeding total capital to risk-weighted assets of 13.0%, tier 1 capital to net average assets of 9.0%, and tier 1 capital to risk-weighted assets of 11.0% [258] - As of December 31, 2025, the Company reported total capital to risk-weighted assets of $1,978,291, representing a ratio of 18.31% [260] Loan and Mortgage Activity - First mortgage loan originations for the three months ended December 31, 2025, totaled $315.39 million, a 78.6% increase from $176.49 million in the same period of 2024 [154] - The balance of first mortgage loans held for investment as of December 31, 2025, was $10.68 billion, down from $10.84 billion as of September 30, 2025 [154] - The average credit score for first mortgage loans originated during the current quarter was 772, with an average loan-to-value (LTV) ratio of 71% [166] - As of December 31, 2025, loans originated or acquired had a balance of $15.83 billion, with only $36.8 million, or 0.23%, classified as delinquent [166] - The total residential core loans reached $10.68 billion, with a significant portion being in the <80% loan-to-value (LTV) category, totaling $5.45 billion [194] Interest Rate Management - The company maintains a multi-disciplined risk management program that includes stress testing and scenario analysis for interest rate risk, credit risk, market risk, and liquidity risk [144] - The company utilizes interest rate swaps to convert short-term FHLB advances and brokered certificates of deposit into long-term, fixed-rate borrowings [153] - The company employs interest rate swaps to extend the duration of its funding sources, aiming to manage interest rate risk effectively [160] - The interest rate spread improved to 1.47% for the quarter ended December 31, 2025, compared to 1.34% for the same quarter in 2024 [225] - In the event of a 200 basis point increase in interest rates, the Company would experience a 19.98% decrease in estimated economic value of equity (EVE) to $1,279,286 [272] Credit Losses and Delinquencies - The allowance for credit losses on loans increased to $74.98 million by the end of the period, with total charge-offs amounting to $448,000 [180] - The total allowance for credit losses decreased to $104.1 million from $104.4 million at the end of the previous quarter, with a net release of $1.0 million for the period [183] - The allowance for credit losses on loans to non-accrual loans was 192.39% at the end of the period, indicating strong coverage [180] - The total amount of loans delinquent for 90 days or more was $17.32 million, representing 0.11% of total net loans [206] - Delinquencies in the home equity lines of credit portfolio have shown an upward trend due to elevated interest rates tied to the prime rate [207] Financial Performance - Net income decreased by $0.1 million, or 0.4%, to $22.3 million for the quarter ended December 31, 2025, from $22.4 million for the same quarter in 2024 [227] - Total shareholders' equity increased by $7.0 million, or less than 1%, to $1.90 billion at December 31, 2025, from $1.89 billion at September 30, 2025 [223] - Interest and dividend income increased by $11.0 million, or 5.9%, to $197.8 million compared to $186.8 million in the same quarter last year [229] - Non-interest income rose by $1.5 million, or 23.1%, to $8.0 million, primarily due to increases in loan fees and net gains on loan sales [239] - Non-interest expense increased by $8.3 million, or 17.3%, to $56.2 million, mainly due to higher marketing expenses and salaries [240] Asset Management - Total assets increased by $42.4 million, or less than 1%, to $17.50 billion at December 31, 2025, from $17.46 billion at September 30, 2025 [212] - Cash and cash equivalents rose by $27.3 million, or 6.4%, to $456.7 million at December 31, 2025, compared to $429.4 million at September 30, 2025 [213] - Loans held for investment increased by $78.4 million, or 0.5%, to $15.74 billion at December 31, 2025, from $15.66 billion at September 30, 2025 [216] - The total home equity lines of credit increased to $4.239 billion as of December 31, 2025, from $4.063 billion at September 30, 2025 [189] - The total home equity loans increased to $809.4 million as of December 31, 2025, compared to $749.5 million at September 30, 2025 [189]

Financial Performance - RGC Resources, Inc. reported consolidated earnings of $4.9 million, or $0.47 per share, for Q1 2026, a decrease from $5.3 million, or $0.51 per share, in Q1 2025[2] - Operating revenues increased to $30.26 million in Q1 2026 from $27.29 million in Q1 2025, reflecting a growth of approximately 7.3%[8] - Operating expenses rose to $23.71 million in Q1 2026, up from $19.96 million in Q1 2025, indicating an increase of about 18.0%[8] - Cash dividends per common share increased to $0.2175 in Q1 2026 from $0.2075 in Q1 2025, representing a growth of approximately 9.6%[8] Rate Case and Revenue - The company filed a rate case seeking $4.3 million in additional annualized revenue to address higher costs, with interim rates effective January 1, 2026[2] Assets and Liabilities - Total assets as of December 31, 2025, were $341.04 million, a slight increase from $335.17 million in 2024[10] - Current liabilities decreased significantly to $40.10 million in Q1 2026 from $64.32 million in Q1 2025, a reduction of about 37.6%[10] - Long-term debt increased to $137.99 million in Q1 2026 from $111.34 million in Q1 2025, reflecting an increase of approximately 24.0%[10] Customer Growth and Infrastructure - The company emphasized continued customer growth and infrastructure investments, with a focus on system reliability[3] - CEO Paul Nester noted that customer growth was supported by new housing and a higher-than-normal number of reconnections this quarter[3]

Revenue Growth and Projections - Datavault AI signed $49 million in Tokenization and Technology Licensing agreements in Q4 2025, impacting FY2025 and FY2026 revenue[5] - The company expects at least $30 million in revenue for FY2025, representing over 1,000% growth compared to $2.7 million in FY2024[5] - Datavault AI targets a revenue of at least $200 million for FY2026, indicating substantial growth potential[5] Market Potential and Strategy - The company aims to unlock a multi-billion dollar data monetization market through AI-driven solutions in over 100 U.S. cities starting in the second half of 2026[11] - Datavault AI estimates a market potential of $1 billion per U.S. city, aggregating to over $100 billion annually with full deployment across 100+ cities[11] - A strategic partnership with NYIAX is expected to enhance data monetization capabilities, tapping into a global data monetization market projected to exceed $700 billion by 2025[7] Technological Advancements and Investments - Datavault AI secured a $150 million strategic investment from Scilex Holding Company to build a supercomputer, enhancing its technological capabilities[7] - The company signed a multi-million dollar tokenization services agreement with Triton Geothermal, with potential fees of up to $8 million from a projected $125 million digital token offering[11] - Datavault AI's Carbon Credit Tokenization Patent aims to create a new asset class for trading carbon credits, integrating with NYIAX's financial framework[7] Market Trends and Data Sources - The global holographic display market is expected to grow to over $31 billion by 2033, with Datavault AI's DVHolo solution positioned to capitalize on this trend[7] - The company references market data obtained from independent third-party sources, including industry publications and market research reports, indicating its market position and share[16] - Management's estimates and calculations are based on internal surveys and independent sources, though these estimates have not been independently verified[16] - Future performance assumptions are subject to significant uncertainty and risk, which could lead to material differences from current estimates[16]

Financial Performance - Total revenue for the three months ended December 31, 2025, was $1,123,019, representing a 30% increase from $866,381 in the same period of 2024[224] - Operating income for the same period was $117,626, compared to a loss of $4,322 in the prior year, indicating a significant turnaround[224] - Net income for the three months ended December 31, 2025, was $129,586, a 61% increase from $80,360 in the same period of 2024[224] - The total operating expenses for the three months ended December 31, 2025, were $1.01 billion, a 15% increase from $870.7 million in the same period of 2024[260] - Net income for the three months ended December 31, 2025, was $129.6 million, a 61% increase from $80.4 million in the same period in 2024[260] Gross Merchandise Volume (GMV) - The Gross Merchandise Volume (GMV) for the three months ended December 31, 2025, was $13.8 billion, representing a 36% increase from $10.1 billion in the same period in 2024[251] - For the three months ended December 31, 2025, Pay-in-X represented 17% of total GMV facilitated through the platform, up from 15% in the same period of 2024[226] - Interest-bearing loans accounted for 67% of total GMV facilitated through the platform for the three months ended December 31, 2025, down from 72% in the same period of 2024[227] - GMV from 0% APR monthly installment loans was $2.1 billion for the three months ended December 31, 2025, representing a 65% increase from $1.3 billion in the same period in 2024[252] Consumer Metrics - The number of active consumers reached approximately 25.8 million as of December 31, 2025, a 23% increase from 21.0 million in the same period in 2024[254] - Transactions per active consumer increased by 20% to 6.4 for the twelve months ended December 31, 2025, compared to 5.3 for the same period in 2024[259] - Active consumers grew to 25.8 million as of December 31, 2025, up from 21.0 million as of December 31, 2024, with transactions per active consumer increasing from 5.3 to 6.4[265] - The number of consumer transactions increased by 44% for the three months ended December 31, 2025, compared to the same period in 2024[283] Revenue Streams - Merchant network revenue grew by 34% to $328.4 million for the three months ended December 31, 2025, compared to $244.9 million in the same period in 2024[260] - Merchant network revenue increased by $83.5 million, or 34%, and $150.3 million, or 35%, for the three and six months ended December 31, 2025, respectively, compared to the same periods in 2024, driven by a GMV increase of $3.6 billion, or 36%, and $6.8 billion, or 38%[263] - Interest income increased by 21% to $493.6 million for the three months ended December 31, 2025, compared to $409.4 million in the same period in 2024[260] - Interest income increased by $84.3 million, or 21%, and $161.3 million, or 21%, for the three and six months ended December 31, 2025, respectively, correlated with a 22% increase in the average balance of loans held for investment to $8.0 billion[267] - Gain on sales of loans increased by $59.9 million, or 48%, and $115.4 million, or 61%, for the three and six months ended December 31, 2025, respectively, with loan sale volume increasing to $6.0 billion and $10.9 billion[268] - Servicing income increased by $14.1 million, or 49%, and $27.8 million, or 51%, for the three and six months ended December 31, 2025, respectively, due to a 50% increase in the average unpaid principal balance of loans held by third-party investors to $9.1 billion[272] Expenses and Costs - Loss on loan purchase commitment increased by $25.8 million, or 37%, and $43.1 million, or 35%, for the three and six months ended December 31, 2025, respectively, due to a 33% increase in total volume of loans purchased to $10.8 billion and $19.5 billion[274] - Provision for credit losses increased by $61.2 million, or 40%, and $64.1 million, or 20%, for the three and six months ended December 31, 2025, respectively, primarily related to loans held for investment[276] - Funding costs increased by $4.0 million, or 4%, and $9.8 million, or 5%, for the three and six months ended December 31, 2025, respectively, driven by a 22% increase in average total funding debt to $7.2 billion[279] - Processing and servicing expense increased by $42.6 million, or 37%, and $81.3 million, or 39%, for the three and six months ended December 31, 2025, respectively, driven by a 40% increase in payment volume to $3.1 billion and $6.0 billion[281] - Technology and data analytics expense increased by $36.7 million, or 25%, for the three months ended December 31, 2025, compared to the same period in 2024[283] - Sales and marketing expense decreased by $37.3 million, or 27%, during the three months ended December 31, 2025, compared to the same period in 2024[285] - General and administrative expense increased by $1.8 million, or 1%, during the three months ended December 31, 2025, compared to the same period in 2024[287] - Other income, net, decreased by $71.6 million, or 82%, during the three months ended December 31, 2025, compared to the same period in 2024[289] Cash Flow and Financing - Net cash provided by operating activities was $548.3 million for the six months ended December 31, 2025[308] - Net cash used in investing activities was $1.5 billion for the six months ended December 31, 2025, primarily driven by purchases and origination of loans held for investment of $22.5 billion[310] - Net cash provided by financing activities was $1.3 billion for the six months ended December 31, 2025, with cash inflows driven by $18.4 billion in proceeds from the issuance of secured debt[313] - Cash outflows related to principal repayments on secured debt were $17.0 billion for the six months ended December 31, 2025[313] - The company has drawn an aggregate of $1.9 billion on its warehouse credit facilities as of December 31, 2025[296] - The company intends to add necessary funding capacity to support growth objectives as it expands into new geographies[298] Risk and Economic Environment - The macroeconomic environment, including interest rate changes and economic uncertainty, continues to impact consumer demand and loan repayments[238] - Continued volatility in interest rates may adversely impact consumers' spending levels and willingness to pay outstanding amounts owed[327] - The company maintains an interest rate risk management program, estimating that a hypothetical 100 basis point upward shock to interest rates would have a less than $70.0 million adverse impact on cash flows over the next 12 months[329] - The company was exposed to credit risk on $8.8 billion of loans held within its interim condensed consolidated balance sheet as of December 31, 2025[332] - The fair value of notes receivable and residual trust certificate retained interests in unconsolidated securitization trusts was $80.1 million as of December 31, 2025[333] - The company has sold $10.2 billion in unpaid principal balance loans subject to risk sharing arrangements as of December 31, 2025, with a maximum exposure to losses of $75.9 million[333] Future Plans - The company submitted applications to establish Affirm Bank on January 23, 2026, which would operate as a wholly owned, Nevada-chartered, FDIC-insured bank subsidiary[244] - The company expects seasonal fluctuations in GMV, with the strongest performance typically occurring during the fiscal second quarter due to holiday spending[237] - The company leverages a diverse capital ecosystem to support resilience across various macroeconomic conditions and economic cycles[239]

Financial Performance - Net sales increased by $199.9 million, or 10%, to $2,174.6 million for the three months ended December 31, 2025, compared to $1,974.7 million in the prior year[110] - Operating profit rose by $24.3 million, or 11%, to $238.4 million for the same period, driven by higher segment profit across all segments[112] - Net earnings decreased by $16.5 million, or 15%, to $96.8 million for the three months ended December 31, 2025, compared to $113.3 million in the prior year[110] Segment Performance - Post Consumer Brands segment net sales increased by $139.9 million, or 15%, to $1,103.8 million, driven by the inclusion of three months of 8th Avenue net sales of $217.2 million[120] - Foodservice segment net sales increased by $52.5 million, or 9%, to $669.1 million, with egg product sales up by $32.9 million, or 6%[122] - Refrigerated Retail segment net sales remained flat at $266.6 million, while segment profit increased by $6.2 million, or 26%, to $30.4 million[124] - Weetabix segment net sales increased by $10.3 million, or 8%, to $137.9 million, driven by favorable foreign currency exchange impact and higher volumes[126] - Segment profit for Post Consumer Brands increased by $1.2 million, or 1%, to $132.2 million, supported by lower integration costs of $11.7 million and reduced advertising expenses of $10.5 million[121] - Segment profit for Foodservice increased by $31.4 million, or 36%, to $117.5 million, primarily due to lower raw material costs of $26.0 million[123] - Refrigerated Retail segment profit increased by $6.2 million, or 26%, to $30.4 million, driven by lower manufacturing costs[125] Expenses and Cash Flow - Interest expense increased by $19.3 million, or 23%, to $103.4 million, attributed to lower interest income and higher average outstanding principal amounts of debt[113] - General corporate expenses increased by $21.5 million, or 58%, to $58.8 million for the three months ended December 31, 2025, primarily due to higher restructuring costs and increased net losses from economic hedges[128] - Cash provided by operating activities decreased by $74.7 million to $235.7 million for the three months ended December 31, 2025, driven by higher interest payments and cash outflows in the Post Consumer Brands and Foodservice segments[138] - Cash provided by investing activities was $261.8 million for the three months ended December 31, 2025, mainly from the sale of the Pasta Business for $378.5 million, offset by capital expenditures of $116.4 million[139] - Cash used in financing activities totaled $395.8 million for the three months ended December 31, 2025, including $1,300.0 million from the issuance of senior notes and $195.0 million repaid under the Revolving Credit Facility[141] Tax and Compliance - The effective income tax rate was 22.0% for the three months ended December 31, 2025, compared to 22.1% in the prior year[117] - As of December 31, 2025, the company was in compliance with its financial covenants under the Credit Agreement, with no anticipated non-compliance in the foreseeable future[143] - As of December 31, 2025, the company was in compliance with the secured net leverage ratio financial covenant of not exceeding 4.25 to 1.00[143] Strategic Acquisitions and Future Outlook - The company completed the acquisition of 8th Avenue Food & Provisions, Inc. on July 1, 2025, enhancing its product offerings in nut butters and granola[104] - The company has made strategic acquisitions, including 8th Avenue and pet food assets in April 2023 and December 2023, which are part of its growth strategy[150] - The company expects to continue generating positive cash flows from operations, with sufficient liquidity to meet working capital requirements and other financing needs[131] - Cash on hand and cash flows from operations are projected to be adequate for future commitments, including capital expenditures and research and development activities[131] Risks and Legal Considerations - The company faces various risks including supply chain disruptions, economic conditions, and competition in product categories that could impact future performance[150] - The company is subject to various legal and regulatory risks that could affect its operations and financial results[150] - The company acknowledges the potential for impairment in the carrying value of goodwill and other assets[150] - The company has obligations related to Bob Evans Farms, Inc. that may impact its financial position[150] - There have been no significant changes to the company's critical accounting estimates since September 30, 2025[146] Shareholder Actions - The company repurchased 3.7 million shares of common stock at an average price of $101.57 per share, totaling $382.2 million[137] - The company issued $1,300.0 million principal value of 6.50% senior notes and redeemed $1,235.0 million principal value of 5.50% senior notes at a premium of $22.6 million during the three months ended December 31, 2025[130] Forward-Looking Statements - The company does not undertake any obligation to update forward-looking statements after the report date[151]

Financial Performance - Net sales for the first quarter were $2,174.6 million, a 10.1% increase from $1,974.7 million in the prior year, including $224.6 million from acquisitions[5] - Operating profit was $238.4 million, an 11.3% increase compared to $214.1 million in the prior year[6] - Net earnings decreased by 14.6% to $96.8 million from $113.3 million in the prior year[7] - Adjusted EBITDA was $418.2 million, a 13.1% increase from $369.9 million in the prior year[9] - Net sales for the three months ended December 31, 2025, were $2,174.6 million, an increase of 10.1% compared to $1,974.7 million in the same period of 2024[32] - Gross profit for the same period was $638.5 million, up from $595.3 million, reflecting a gross margin improvement[32] - Operating profit increased to $238.4 million from $214.1 million, indicating a growth of 11.3% year-over-year[32] - Net earnings for the three months ended December 31, 2025, were $96.8 million, a decrease from $113.3 million in the prior year[32] Segment Performance - Post Consumer Brands segment net sales increased by 14.5% to $1,103.8 million, including $217.2 million from 8th Avenue[10] - Foodservice segment net sales rose by 8.5% to $669.1 million, with a segment profit increase of 36.5% to $117.5 million[11] - Refrigerated Retail segment net sales were flat at $266.6 million, but segment profit increased by 25.6% to $30.4 million[12] - The Post Consumer Brands segment reported net sales of $1,103.8 million, up from $963.9 million, showing strong growth in this category[38] - Segment Profit for Post Consumer Brands was $131.0 million, representing 13.6% of Net Sales[61] - Adjusted EBITDA for the same segment was $204.8 million, accounting for 21.2% of Net Sales[61] - Segment Profit for Refrigerated was $86.1 million, which is 14.0% of Net Sales[61] - Adjusted EBITDA for Refrigerated was $116.8 million, representing 18.9% of Net Sales[61] - Segment Profit for Retail was $24.2 million, equating to 9.1% of Net Sales[61] - Adjusted EBITDA for Retail was $41.6 million, which is 15.6% of Net Sales[61] Outlook and Guidance - The company raised its fiscal year 2026 Adjusted EBITDA outlook to $1,550-$1,580 million from a previous range of $1,500-$1,540 million[19] - Adjusted EBITDA outlook for fiscal year 2026 is expected to be positively impacted by the 8th Avenue acquisition, excluding the pasta business[27] - Capital expenditures for fiscal year 2026 are expected to range between $350-$390 million, including investments in cage-free egg facility expansion[19] Cash Flow and Debt - Cash provided by operating activities was $235.7 million, down from $310.4 million in the same quarter of 2024[36] - Total assets decreased to $12,984.3 million from $13,528.4 million as of September 30, 2025[34] - Long-term debt increased slightly to $7,457.9 million from $7,421.7 million, indicating a stable leverage position[34] - Net cash provided by operating activities for Q4 2025 was $235.7 million, down from $310.4 million in Q4 2024[62] - Free Cash Flow for Q4 2025 was $119.3 million, compared to $171.4 million in Q4 2024[62] Adjustments and Costs - Adjusted Net Earnings for Q4 2025 were $123.7 million, compared to $111.9 million in Q4 2024, reflecting a year-over-year increase of approximately 10.4%[52] - Adjusted EBITDA for Q4 2025 was $418.2 million, up from $369.9 million in Q4 2024, representing a growth of about 13.0%[57] - Adjusted EBITDA as a percentage of Net Sales increased to 19.2% in Q4 2025 from 18.7% in Q4 2024, indicating improved operational efficiency[57] - Total Net Adjustments for Q4 2025 amounted to $38.9 million, compared to a negative adjustment of $1.2 million in Q4 2024[52] - The company incurred $22.6 million in debt premiums paid in Q4 2025, significantly higher than $4.4 million in Q4 2024[52] - Restructuring and facility closure costs in Q4 2025 were $23.0 million, compared to $3.6 million in Q4 2024, indicating increased restructuring activities[52] - The company reported a loss on the sale of business of $9.7 million in Q4 2025, while there were no such losses reported in Q4 2024[52] - Integration costs for Q4 2025 were $4.3 million, down from $15.6 million in Q4 2024, suggesting a decrease in integration-related expenses[52] - The income tax effect on adjustments for Q4 2025 was $12.0 million, compared to $0.2 million in Q4 2024, reflecting a significant increase in tax-related adjustments[52] Corporate Strategy - The company is focused on new product introductions and market expansion strategies to enhance competitive positioning[30] - General corporate expenses and other for Q4 2025 totaled $(37.3) million[61] - Integration costs for the period were $15.6 million[61]

Financial Performance - Reported sales for Q4 2025 increased 14% to $963 million compared to $848 million in the prior year, with core sales growing 5%[3] - Reported net income decreased 26% to $74 million, and earnings per share decreased 24% to $1.13; adjusted earnings per share were $1.25[4] - For the year ended December 31, 2025, reported sales increased 5% to $3.78 billion, with core sales also increasing 2%[12] - Net sales for Q4 2025 reached $962.736 million, a 13.5% increase from $848.088 million in Q4 2024[26] - Consolidated net sales for the year ended December 31, 2025, reached $3,777,181,000, an increase from $3,000,000,000 in 2024[32] - Reported net income for the year ended December 31, 2025, was $392,497,000, with a net income margin of 10.4%[32] - Reported net income for the three months ended December 31, 2025, was $74,270,000, with a reported net income margin of 7.7%[31] - Net income attributable to AptarGroup, Inc. for 2025 was $392.789 million, compared to $374.541 million in 2024, reflecting a 4.2% increase[26] Segment Performance - Pharma segment reported sales growth of 10%, driven by strong demand for injectables and systemic nasal drug delivery technologies[5] - Beauty segment reported sales growth of 24%, with core sales growth of 10%, attributed to increased demand for fragrance dispensing[9] - Closures segment reported sales rose 5%, with core sales increasing 1%, supported by a 4% currency benefit[10] Cash Flow and Capital Expenditures - Cash flow from operations for the year was $570 million, with free cash flow at $303 million[16] - Free cash flow for the year ended December 31, 2025, was $302,888, down from $366,932 in 2024[37] - Capital expenditures for 2025 were $270.419 million, slightly down from $276.481 million in 2024[30] - Capital expenditures for the year ended December 31, 2025, were $270,419, slightly down from $276,481 in 2024[37] Shareholder Returns - The company plans to return $206 million to shareholders through share repurchases and dividends in Q4 2025, with a new authorization for up to $600 million in stock repurchases[4][18] Earnings Guidance - For Q1 2026, adjusted earnings per share guidance is expected to be in the range of $1.13 to $1.21, assuming an effective tax rate of 21.0% to 23.0%[17] - The company expects adjusted earnings per share for Q1 2026 to be in the range of $1.13 to $1.21, based on an effective tax rate of 21.0% to 23.0%[40] Balance Sheet - Cash and equivalents increased to $402.424 million in 2025 from $223.844 million in 2024, marking an increase of 80%[28] - Total assets grew to $5.253 billion in 2025, up from $4.432 billion in 2024, indicating a 18.5% increase[28] - Total liabilities increased to $2.540 billion in 2025 from $1.946 billion in 2024, a rise of 30.5%[28] Other Financial Metrics - Adjusted EBITDA margin was 19.8%, down from 23.0% in the prior year, reflecting higher production costs[4] - Adjusted EBITDA for the year ended December 31, 2025, was $815,102,000, representing an adjusted EBITDA margin of 21.6%[32] - Adjusted EBIT for the year ended December 31, 2025, was $527,739,000, reflecting a significant increase from the previous year[32] - Interest expense for the year ended December 31, 2025, totaled $52,737,000, reflecting the company's financing costs[32] - The company reported a net investment loss of $1,328,000 for the three months ended December 31, 2025[31] - The company reported a net loss on remeasurement of equity securities of $483 thousand in 2025, compared to a gain of $1.713 million in 2024[30] - The company reported a net investment loss of $1,713 for the year ended December 31, 2024[33] Share Count - The average number of diluted shares outstanding decreased to 66.725 million in 2025 from 67.691 million in 2024[26] - Average number of diluted shares outstanding for the year 2025 was 66,725, with net income attributable to AptarGroup, Inc. per diluted share at $5.89[36] - Adjusted net income attributable to AptarGroup, Inc. for the year was $382,775, with an adjusted net income per diluted share of $5.74[36]