Financial Performance - For Q4 2025, First Financial Bankshares reported earnings of $73.31 million, up from $52.27 million in Q3 2025 and $62.32 million in Q4 2024, with diluted earnings per share at $0.51 compared to $0.36 and $0.43 respectively[1][2] - For the year ended December 31, 2025, net income was $253.58 million, reflecting a 13.45% increase from $223.51 million in 2024, with diluted earnings per share rising to $1.77 from $1.56[2] - Net interest income for the year ended December 31, 2025, was $500,887 thousand, an increase of 17.3% compared to $426,741 thousand in 2024[19] - Noninterest income for the year ended December 31, 2025, was $130,716 thousand, up from $123,989 thousand in 2024, marking a growth of 5.5%[19] - The efficiency ratio improved to 45.53% in 2025 from 47.23% in 2024, indicating better cost management[19] - Return on average assets for 2025 was 1.76%, slightly up from 1.68% in 2024[19] - Return on average equity increased to 14.59 in 2025, compared to 14.51 in 2024, showing enhanced profitability[19] Asset and Loan Growth - Total assets grew to $15.45 billion as of December 31, 2025, compared to $13.98 billion at the end of 2024[9] - Loans increased by $245.18 million, or 3.10%, to $8.16 billion as of December 31, 2025, compared to $7.91 billion in 2024[9] - Average interest-earning assets increased to $14.08 billion in Q4 2025, up from $12.86 billion in Q4 2024[3] - Total assets increased to $15,446,476 thousand as of December 31, 2025, up from $14,841,528 thousand in the previous quarter, representing a growth of 4.1%[17] - The company reported a significant increase in loans from $7,516,352 in 2024 to $8,123,368 in 2025, with interest income rising from $505,176 to $546,972[29] Deposits and Equity - Deposits and Repurchase Agreements totaled $13.41 billion, reflecting a growth of $1.25 billion, or 10.26%, from December 31, 2024[9] - Shareholders' equity rose to $1.92 billion as of December 31, 2025, compared to $1.61 billion in 2024, driven by growth in retained earnings[10] - Shareholders' equity increased from $1,539,947 in 2024 to $1,738,615 in 2025, indicating strong financial health[29] Credit Quality - The allowance for credit losses was $105.54 million, or 1.29% of total loans, as of December 31, 2025, compared to $98.33 million or 1.24% in 2024[5] - Nonperforming assets as a percentage of loans and foreclosed assets decreased to 0.69% as of December 31, 2025, down from 0.80% a year earlier[6] - The provision for credit losses increased to $28,609 thousand in 2025, compared to $13,821 thousand in 2024, indicating a rise of 106.5%[19] - The net charge-offs (recoveries) to average total loans (annualized) was 0.02%, significantly lower than 1.07% in the previous quarter[21] - The total nonperforming assets as a percentage of loans held-for-investment and foreclosed assets was 0.69%, slightly down from 0.71% in the previous quarter[21] Expenses and Dividends - Total noninterest expense rose to $293,391 in 2025, compared to $265,063 in 2024, marking an increase of 10.7%[25] - Salaries, commissions, and employee benefits increased to $162,082 in 2025, up from $143,830 in 2024, reflecting a rise of 12.6%[25] - Cash dividends declared increased to $0.75 per share in 2025 from $0.72 in 2024, reflecting a commitment to returning value to shareholders[19] Market and Share Performance - The market value per share decreased to $29.87 in 2025 from $36.05 in 2024, indicating a shift in market perception[19]

Financial Performance - First Capital, Inc. reported a net income of $16.4 million, or $4.89 per diluted share, for the year ended December 31, 2025, compared to $11.9 million, or $3.57 per diluted share, for 2024, representing a 37.5% increase in net income year-over-year [1]. - For the quarter ended December 31, 2025, net income was $4.9 million, or $1.46 per diluted share, compared to $3.3 million, or $0.97 per diluted share, for the same period in 2024 [7]. - Net income attributable to First Capital, Inc. for the year ended December 31, 2025, was $16,367,000, representing a 37.5% increase from $11,940,000 in 2024 [23]. Interest Income and Margin - Net interest income after provision for credit losses increased by $6.7 million for the year ended December 31, 2025, driven by an increase in average tax-equivalent yield on interest-earning assets from 4.49% in 2024 to 4.85% in 2025 [2]. - Total interest income for Q4 2025 was $14,803,000, an increase of 12.2% from $13,192,000 in Q4 2024 [23]. - Net interest income after provision for credit losses rose to $10,851,000 in Q4 2025, up 19.6% from $9,062,000 in Q4 2024 [23]. - Net interest margin (tax-equivalent basis) for the year ended December 31, 2025, was 3.61%, compared to 3.20% in 2024 [27]. - The net interest margin for the three months ended December 31, 2025, improved to 3.72%, compared to 3.26% in the same period of 2024 [33]. Asset and Liability Management - Total assets increased to $1.27 billion at December 31, 2025, up from $1.19 billion at December 31, 2024, with deposits rising by $56.6 million to $1.12 billion [14]. - Total assets increased to $1,271,995,000 as of December 31, 2025, up from $1,187,523,000 in 2024, reflecting a growth of 7.1% [24]. - Stockholders' equity increased to $134,931,000 as of December 31, 2025, compared to $115,130,000 in 2024 [33]. - The ratio of average interest earning assets to average interest bearing liabilities was 135.89% for Q4 2025, slightly up from 134.18% in Q4 2024 [33]. Noninterest Income and Expenses - Noninterest income increased by $809,000 for the year ended December 31, 2025, primarily due to a $149,000 gain on equity securities compared to a $374,000 loss in 2024 [4]. - Noninterest income for the quarter ended December 31, 2025, increased by $358,000, driven by a $148,000 increase in gains on the sale of loans and a $53,000 increase in ATM and debit card fee income [11]. - Noninterest expenses rose by $1.7 million for the year ended December 31, 2025, mainly due to increases in compensation and benefits ($1.3 million) and occupancy and equipment expenses ($472,000) [5]. Credit Losses and Taxation - The provision for credit losses for the year decreased from $1.4 million in 2024 to $1.1 million in 2025, reflecting a lower incremental change in estimated lifetime expected credit losses [3]. - The effective tax rate increased to 17.7% for the year ended December 31, 2025, compared to 15.6% for 2024, due to a higher proportion of net income being subject to taxation [6]. Loan Growth - Gross loans reached $664,208,000 in 2025, an increase of 3.7% from $640,480,000 in 2024 [24]. - Average interest earning assets increased to $1,204,381,000 in Q4 2025, compared to $1,153,409,000 in Q4 2024, reflecting a growth of 4.5% [33].

Financial Performance and Projections - As of November 30, 2025, the company had a backlog of homes valued at approximately $X billion, which represents potential future housing revenues [54]. - The company delivered homes in a seasonal pattern, with 30% of deliveries occurring in the second quarter of 2025, compared to 36% in the second quarter of 2024 [60]. - The company does not use interest rate derivative instruments to manage exposure to changes in interest rates, which may affect future earnings and cash flows [319]. - As of November 30, 2025, the total fixed-rate debt is projected to be $1,340,000, with a fair value of $1,333,188 [321]. - The weighted average effective interest rate for fixed-rate debt in 2025 is 5.9%, with specific rates of 7.1% for 2027 and 7.5% for 2030 [321]. - The variable rate debt amounts to $360,000, with a weighted average effective interest rate of 5.4% as of November 30, 2025 [321]. - A 100 basis-point increase in the interest rate would increase annual interest expenses by approximately $3.6 million [321]. - For the year ending November 30, 2024, the total fixed-rate debt is also projected to be $1,340,000, with a fair value of $1,309,700 [322]. - The weighted average effective interest rate for fixed-rate debt in 2024 is 5.9%, with a specific rate of 7.1% for 2027 [322]. - The variable rate debt for 2024 is $360,000, with a weighted average effective interest rate of 6.0% [322]. - The financial services unconsolidated joint venture, KBHS, is exposed to interest rate risk related to its lending activities [324]. - KBHS utilizes best efforts forward sale commitments to manage interest rate risk and does not engage in speculative derivative activities [324]. - The entire loan portfolio of KBHS is held for sale and is subject to best efforts forward sale commitments [324]. Employee and Organizational Culture - Employee turnover for 2025 was 18%, with 16% voluntary departures and 2% involuntary separations, consistent with industry standards [65]. - The company employed approximately 2,118 full-time employees as of November 30, 2025, down from 2,384 in 2024 [62]. - The company has implemented a comprehensive wellness program for employees, promoting physical and mental health [72]. - The company has established partnerships with academic institutions to enhance its talent pipeline and recruit exceptional candidates [68]. - The company has a strong organizational culture, with senior corporate executives maintaining an average tenure of approximately 19 years [62]. Sustainability and Environmental Initiatives - The company has built over 217,000 ENERGY STAR certified homes, saving homeowners an estimated average of over $1,400 annually on utility bills compared to typical resale homes [76]. - The company has committed to building WaterSense labeled homes in all future Arizona, California, and Nevada communities, contributing to an estimated savings of 2.2 billion gallons of water per year [76]. - The company aims to enhance energy efficiency and water conservation in homes, with goals based on EPA standards [76]. - The company has a Supplier Code of Conduct that emphasizes fair treatment of workers and environmentally responsible operations, aligning with its sustainability goals [86]. - The board of directors maintains a governance framework with 90% independent directors and a strong focus on sustainability initiatives, reflecting a commitment to stockholder engagement [88]. - The company has been recognized as one of America's Most Responsible Companies by Newsweek for six consecutive years, highlighting its leadership in environmental and social practices [83]. Community Engagement and Safety - The company has invested in community initiatives through its KB Cares program, focusing on shelter, sustainability, and construction skills [82]. - The company introduced the nation's first new-home community meeting wildfire resilience standards in March 2025, utilizing fire-resistant materials and methods to significantly reduce wildfire spread risk [81]. - The company has partnered with IBACOS® since 2014 for annual jobsite safety reviews, ensuring compliance with safety obligations across nearly 50 checkpoints [80]. - The company aims to expand the application of IBHS standards to other new-home communities in 2026 and beyond, enhancing safety and resilience [81]. Customer Satisfaction - In 2025, the company received 18 division-level AvidCX awards, including the prestigious AvidCX Cup, based on customer satisfaction surveys from new homeowners [84].

Revenue Growth - Total revenue for the fiscal year ended October 31, 2025, was approximately $214.4 million, an increase of approximately $106.2 million or 98.2% compared to $108.2 million in 2024[167] - Ocean freight revenue increased by approximately $108.6 million or 103.1%, from approximately $105.4 million in 2024 to approximately $214.4 million in 2025[168] - Total revenue for the fiscal year ended October 31, 2024, was approximately $108.2 million, an increase of $12.9 million or 13.6% compared to $95.3 million in 2023[181] - Ocean freight revenue increased by approximately $10.9 million or 11.5%, from $94.5 million in 2023 to $105.4 million in 2024, primarily due to increased ocean freight prices[181] - Vessel service revenue rose by approximately $2.1 million or 280.0%, from $0.7 million in 2023 to $2.8 million in 2024[182] Cost and Expenses - Cost of revenues rose to approximately $207.6 million in 2025, an increase of approximately $107.5 million or 107.5% compared to $100.1 million in 2024[170] - Cost of revenues decreased by approximately $7.1 million or 6.6%, from $107.1 million in 2023 to $100.1 million in 2024, due to lower ship lease, fuel, and port fees[183] - Operating expenses surged to approximately $26.7 million in 2025, an increase of approximately $20.9 million or 360.9% from $5.8 million in 2024[172] - Operating expenses increased by approximately $2.1 million or 54.9%, from $3.7 million in 2023 to $5.8 million in 2024, driven by higher share-based compensation and general administrative expenses[186] - Other expenses, net, amounted to approximately $23.5 million for the fiscal year ended October 31, 2024, an increase of approximately $23.4 million compared to $0.1 million in 2023, primarily due to losses from convertible notes[189] Profitability - Gross profit decreased to approximately $6.8 million in 2025, with a gross margin of 3.2%, down from 7.5% in 2024[171] - Gross profit for the fiscal year ended October 31, 2024, was approximately $8.1 million, compared to a gross loss of approximately $11.9 million in 2023, resulting in a gross margin of 7.5%[184] - Net loss for the fiscal year ended October 31, 2025, was approximately $20.1 million, compared to a net loss of approximately $21.2 million in 2024, reflecting a decrease of $1.1 million or 5.2%[178] - The net loss for the fiscal year ended October 31, 2024, was approximately $21.2 million, compared to a net loss of approximately $15.8 million in 2023[192] Cash Flow and Liquidity - As of October 31, 2025, the company had cash of $10.1 million and advances from customers of $7.4 million, indicating a focus on maintaining liquidity[194] - Net cash provided by operating activities was approximately $4.6 million for the fiscal year ended October 31, 2025, despite a net loss of approximately $20.1 million[198] - Net cash used in operating activities was approximately $3.3 million for the fiscal year ended October 31, 2024, with a net loss of approximately $21.2 million and a fair value loss of approximately $23.2 million on convertible notes[199] - Net cash used in operating activities was approximately $17.8 million for the fiscal year ended October 31, 2023, primarily due to a net loss of approximately $15.8 million[200] - Cash used by investing activities was approximately $0.01 million for the fiscal year ended October 31, 2025, for the purchase of office and electronic equipment[201] - Net cash used in financing activities was approximately $1.3 million for the fiscal year ended October 31, 2025, mainly due to repayment of advances made by related parties of approximately $1.1 million[202] - Net cash provided by financing activities was approximately $8.0 million for the fiscal year ended October 31, 2024, primarily from loans from related parties of approximately $10.7 million[203] - Net cash used in financing activities was approximately $1.6 million for the fiscal year ended October 31, 2023, mainly due to repayment of related parties' loans of approximately $13.2 million[204] Strategic Initiatives - The company began providing consulting services related to onboard carbon capture technologies in February 2025, generating approximately $0.4 million in revenue during the fiscal year[169] - The company renewed its participation in the Maritime Sector Incentive-Approved International Shipping Enterprise (MSI-AIS) program for an additional 10 years, which exempts qualified shipping income from taxation[177] Contractual Obligations - Total contractual obligations as of October 31, 2025, amounted to $104,129, with $77,596 due within one year[207] - There were no off-balance sheet arrangements for the fiscal years ended October 31, 2025, 2024, and 2023 that could materially affect the financial condition[208] Lease Agreements - The company has entered into non-cancellable operating lease agreements for office space in Singapore, expiring on March 14, 2027[206]

Revenue Growth - Total revenue for the fiscal year ended October 31, 2025, was approximately $214.4 million, an increase of approximately $106.2 million or 98.2% compared to $108.2 million in 2024[167] - Ocean freight revenue increased by approximately $108.6 million or 103.1%, from approximately $105.4 million in 2024 to approximately $214.4 million in 2025, driven by increased market demand[168] - Total revenue for the fiscal year ended October 31, 2024, was approximately $108.2 million, an increase of $12.9 million or 13.6% compared to $95.3 million in 2023[181] - Ocean freight revenue increased by approximately $10.9 million or 11.5%, reaching approximately $105.4 million, primarily due to higher ocean freight prices[181] - Vessel service revenue surged by approximately $2.1 million or 280.0%, totaling approximately $2.8 million for the fiscal year ended October 31, 2024[182] Cost and Expenses - Cost of revenues rose to approximately $207.6 million in 2025, an increase of approximately $107.5 million or 107.5% compared to $100.1 million in 2024[170] - Cost of revenues decreased by approximately $7.1 million or 6.6%, amounting to approximately $100.1 million, due to lower ship lease, fuel, and port fees[183] - Operating expenses surged to approximately $26.7 million in 2025, an increase of approximately $20.9 million or 360.9% from approximately $5.8 million in 2024, primarily due to a rise in share-based compensation[172] - Operating expenses increased by approximately $2.1 million or 54.9%, totaling approximately $5.8 million, driven by higher share-based compensation and general administrative expenses[186] - Share-based compensation expenses amounted to approximately $21.9 million in 2025, a significant increase from $1.2 million in 2024[174] Profitability and Loss - Gross profit for the fiscal year ended October 31, 2025, was approximately $6.8 million, down from approximately $8.1 million in 2024, resulting in a gross margin decrease from 7.5% to 3.2%[171] - Gross profit for the fiscal year ended October 31, 2024, was approximately $8.1 million, compared to a gross loss of approximately $11.9 million in 2023, resulting in a gross margin of 7.5%[184] - Net loss for the fiscal year ended October 31, 2025, was approximately $20.1 million, compared to a net loss of approximately $21.2 million in 2024, reflecting a reduction of $1.1 million or 5.2%[178] - The net loss for the fiscal year ended October 31, 2024, was approximately $21.2 million, compared to a net loss of approximately $15.8 million in 2023[192] Cash Flow and Liquidity - Net cash provided by operating activities was approximately $4.6 million for the fiscal year ended October 31, 2025, despite a net loss of approximately $20.1 million[198] - Net cash used in operating activities was approximately $3.3 million for the fiscal year ended October 31, 2024, with a net loss of approximately $21.2 million and a fair value loss of approximately $23.2 million on convertible notes[199] - Net cash used in operating activities was approximately $17.8 million for the fiscal year ended October 31, 2023, primarily due to a net loss of approximately $15.8 million[200] - As of October 31, 2025, the company had cash of $10.1 million and advances from customers of $7.4 million, indicating liquidity for future operations[194] Financing Activities - The company issued 67,985 Class A Ordinary Shares at a price of $65.5 per share for approximately $4.5 million in a private placement with Speed Wealthy Ltd[195] - Net cash used in financing activities was approximately $1.3 million for the fiscal year ended October 31, 2025, mainly due to repayment of advances made by related parties of approximately $1.1 million[202] - Net cash provided by financing activities was approximately $8.0 million for the fiscal year ended October 31, 2024, primarily from loans from related parties of approximately $10.7 million[203] - Net cash used in financing activities was approximately $1.6 million for the fiscal year ended October 31, 2023, mainly due to repayment of related parties' loans of approximately $13.2 million[204] Taxation - The provision for income taxes was $9,106 for the fiscal year ended October 31, 2025, compared to $4,139 in 2024, with the company participating in a tax exemption program for qualified shipping income in Singapore[177] Other Information - The company began providing consulting services related to onboard carbon capture technologies in February 2025, generating approximately $0.4 million in revenue during the fiscal year 2025[169] - The company has entered into non-cancellable operating lease agreements for office space in Singapore, expiring on March 14, 2027[206] - Total contractual obligations as of October 31, 2025, amounted to $104,129, with $77,596 due within one year[207] - There were no off-balance sheet arrangements for the fiscal years ended October 31, 2025, 2024, and 2023 that could materially affect the financial condition[208]

Financial Performance - Net income for the three months ended December 31, 2025, was $2.1 million, an increase of 61.4% compared to $1.3 million for the same period in 2024[2] - Operating income for the year ended December 31, 2025, was $9.2 million, up from $6.8 million in 2024, reflecting a 35.3% increase[6] - Net interest income for the year ended December 31, 2025, was $31.1 million, compared to $29.2 million in 2024, marking a 6.5% increase[6] - Net income for the three months ended December 31, 2025, was $2,132,000, representing a 58.5% increase from $1,345,000 in the same period of 2024[19] - Basic earnings per share for the year ended December 31, 2025, increased to $1.33, up from $0.85 in 2024, marking a growth of 56.5%[19] - Operating net income for the three months ended December 31, 2025, was $2,510,000, compared to $1,738,000 in the same period of 2024, an increase of 44.4%[21] - Adjusted diluted earnings per share for the year ended December 31, 2025, was $1.43, an increase from $1.03 in 2024, reflecting a growth of 38.8%[21] Asset and Liability Management - Total assets increased by $14.9 million to $881.7 million at December 31, 2025, from $866.8 million at December 31, 2024[9] - Total gross loans rose by $28.6 million to $742.7 million at December 31, 2025, from $714.1 million at December 31, 2024[9] - Cash and cash equivalents increased by $12.5 million to $53.9 million at December 31, 2025, from $41.4 million at December 31, 2024[9] - Deposits increased by $21.5 million to $695.0 million at December 31, 2025, compared to $673.5 million at December 31, 2024[9] - Total assets as of December 31, 2025, reached $915,797 thousand, a rise from $877,654 thousand in 2024, indicating a growth of 4.5%[14] - Total liabilities increased to $789,313 thousand as of December 31, 2025, compared to $748,435 thousand in 2024, reflecting a growth of 5.4%[14] Credit Quality - Non-performing loans decreased to $3.6 million at December 31, 2025, down from $4.8 million at December 31, 2024[12] - The allowance for credit losses as a percentage of non-performing loans was 251.9% at December 31, 2025, compared to 177.9% at December 31, 2024[12] - The allowance for credit loss on loans increased to $8,994 thousand as of December 31, 2025, from $8,496 thousand in 2024, reflecting a rise of 5.9%[17] Interest Income and Expenses - Total interest income for the three months ended December 31, 2025, was $13,161,000, an increase of 7.6% from $12,227,000 in the same period of 2024[19] - Net interest income after provision for credit losses for the year ended December 31, 2025, was $31,012,000, up 8.0% from $28,728,000 in 2024[19] - Interest-bearing deposits totaled $582,951 thousand for the three months ended December 31, 2025, compared to $523,532 thousand in the same period of 2024, marking an increase of 11.3%[14] - The average yield on loans for the year ended December 31, 2025, was 6.16%, up from 6.01% in 2024, indicating a year-over-year increase of 2.5%[15] - Total noninterest expenses decreased to $5,444,000 for the three months ended December 31, 2025, compared to $5,768,000 in the same period of 2024, reflecting a reduction of 5.6%[19] Equity and Valuation - Equity decreased by $2.1 million to $127.0 million at December 31, 2025, from $129.1 million at December 31, 2024[9] - Total stockholders' equity decreased slightly to $126,484 thousand as of December 31, 2025, from $129,219 thousand in 2024, a decline of 2.1%[14] - Tangible book value per common share as of December 31, 2025, was $17.89, up from $17.30 in 2024, indicating a growth of 3.4%[21] - Equity to assets ratio (GAAP) as of December 31, 2025, was 14.41%, compared to 14.90% in 2024, showing a decrease of 3.3%[21]

Financial Position - Total assets as of September 30, 2025, amounted to $676,031[11] - Current liabilities totaled $707,710, with accrued offering costs of $651,031[11] - As of September 30, 2025, the Company had no cash and a working capital deficit of $682,710[41] - Following the IPO, the Company had cash of $1,384,527 and working capital of $931,057[42] - A total of $345,000,000 was placed in the Trust Account following the Initial Public Offering and private placement[110] Initial Public Offering (IPO) - The company completed its Initial Public Offering on December 12, 2025, raising gross proceeds of $345,000,000 from the sale of 34,500,000 units at $10.00 per unit[24] - The Company sold 34,500,000 Units in its Initial Public Offering at a price of $10.00 per Unit, including the full exercise of the over-allotment option of 4,500,000 Units[65] - The company also sold 890,000 Private Placement Units at $10.00 per Unit, generating gross proceeds of $8,900,000[42] - Transaction costs related to the Initial Public Offering amounted to $20,186,929, including a cash underwriting fee of $6,900,000[26] - The underwriters received an underwriting discount of $0.20 per Public Share, totaling $6,900,000, and an additional deferred commission of $12,075,000[74] Business Operations - The company has not yet commenced any operations and will not generate operating revenues until after completing its initial Business Combination[23] - The Company does not believe it will need to raise additional funds to meet operating expenditures prior to the initial Business Combination[44] - The company has not engaged in any operations or generated revenues to date, focusing instead on organizational activities and preparing for the Initial Public Offering[106] - The company expects to incur significant costs in pursuing acquisition plans, with no assurance of successful Business Combinations[105] Business Combination - The trust account holds $345,000,000 from the net proceeds of the Initial Public Offering, which will be used for a Business Combination[28] - The company must complete a Business Combination with an aggregate fair market value of at least 80% of the net assets held in the Trust Account[27] - The company has a Combination Period of 24 months to complete a Business Combination, extendable to 27 months under certain conditions[33] - The Company intends to use funds in the Trust Account to complete the Business Combination and for working capital to finance operations of the target business[112] Financial Performance - The net loss for the period from September 12, 2025, to September 30, 2025, was $56,679, resulting in a basic and diluted net loss per Class B ordinary share of $0.01[15] - As of September 30, 2025, the company reported a net loss of $56,679, primarily due to general and administrative costs[107] - The net loss per Class B ordinary share for the period from September 12, 2025, through September 30, 2025, was calculated based on the weighted average number of Class B ordinary shares outstanding[59] Shareholder Information - As of September 30, 2025, the Company had 8,625,000 Class B ordinary shares issued and outstanding, with up to 1,125,000 shares subject to forfeiture if the over-allotment option was not fully exercised[82] - The Company is authorized to issue 500,000,000 Class A ordinary shares, with none issued or outstanding as of September 30, 2025[81] - The Sponsor purchased 890,000 Private Placement Units for a total of $8,900,000 at $10.00 per Unit, which are identical to the Units sold in the Initial Public Offering[68] Loans and Financing - The Sponsor has agreed to provide Working Capital Loans up to $1,500,000, which may be converted into Private Placement Units at $10.00 per unit upon completion of a Business Combination[43] - The Sponsor agreed to loan the Company up to $300,000 for Initial Public Offering expenses, with $28,020 outstanding as of September 30, 2025[69] - The Company has no outstanding borrowings under Working Capital Loans as of September 30, 2025[71] - The Company does not expect to need additional funds for operating expenditures but may require financing for the Business Combination or share redemptions[115] Regulatory and Compliance - The Company is classified as an "emerging growth company" and is exempt from certain reporting requirements under the JOBS Act[45] - The Company accounted for Public Warrants and Placement Warrants as liabilities under FASB ASC Topic 815, as they do not meet the criteria for equity treatment[62] - There were no off-balance sheet arrangements as of September 30, 2025[116] Market and Economic Factors - Geopolitical tensions and tariffs may adversely affect the Company's search for an initial Business Combination and related target businesses[79] - The company is currently evaluating the impact of the One Big Beautiful Bill Act, but no significant impact on financial statements is expected[77]

Financial Performance - Net income for Q4 2025 was $6.5 million, or $0.73 per share, up from $3.5 million, or $0.39 per share in Q4 2024, representing an increase of 85.7%[2] - For the year ended December 31, 2025, net income totaled $19.0 million, or $2.14 per share, compared to $10.2 million, or $1.14 per share in 2024, an increase of 86.3%[2] - Net income for the year ended December 31, 2025, was $19,027 thousand, a significant increase of 86.5% from $10,218 thousand in 2024[33] - The company reported a basic and diluted earnings per share of $2.14 for the year ended December 31, 2025, compared to $1.14 in 2024, marking an increase of 88.6%[33] Income Sources - Net interest income for Q4 2025 increased by $3.1 million, or 25.7%, totaling $15.2 million compared to the same quarter in 2024[6] - Noninterest income for Q4 2025 was $3.4 million, a 31.2% increase from $2.6 million in Q4 2024, driven by growth in wealth management income[8] - Net interest income after credit loss expense for the year ended December 31, 2025, was $54,625 thousand, up from $44,384 thousand in 2024, representing a growth of 23.1%[33] - Interest and dividend income for the year ended December 31, 2025, totaled $87,093 thousand, an increase of 5.9% from $82,607 thousand in 2024[33] - Noninterest income for the year ended December 31, 2025, was $11,170 thousand, up from $9,848 thousand in 2024, reflecting a growth of 13.4%[33] Assets and Deposits - Total assets as of December 31, 2025, were $2.13 billion, a slight increase of $360 thousand from $2.13 billion in 2024[17] - Deposits increased to $1.855 billion as of December 31, 2025, a 0.4% rise from $1.847 billion in 2024[21] - Total deposits rose to $1,854,667 thousand in 2025, compared to $1,846,682 thousand in 2024, indicating a slight increase of 0.97%[31] - Total assets increased to $2,133,540 thousand as of December 31, 2025, compared to $2,133,180 thousand in 2024, reflecting a growth of 0.02%[31] Equity and Liabilities - The stockholders' equity increased to $207.9 million as of December 31, 2025, from $174.7 million in 2024, representing a growth of 19.0%[23] - Total interest-bearing liabilities decreased from $1,592,844 thousand in 2024 to $1,563,950 thousand in 2025, reflecting a reduction of approximately 1.8%[40] - Stockholders' equity increased from $179,319 thousand in 2024 to $204,047 thousand in 2025, showing a growth of about 13.8%[40] Efficiency and Forecast - The efficiency ratio improved to 59.22% in Q4 2025 from 71.47% in Q4 2024, reflecting better cost management[9] - The company forecasts earnings for the year ending December 31, 2026, in the range of $2.70 to $2.80 per share, an increase from $2.14 per share in 2025[27] Credit Quality - The allowance for credit losses increased to $17.7 million, or 1.36% of loans, compared to $17.1 million, or 1.29% of loans in 2024[20] - The company’s credit loss expense for the year ended December 31, 2025, was $1,037 thousand, compared to a benefit of $592 thousand in 2024, indicating a shift in credit quality assessment[33] Interest Metrics - The average yield on interest-earning assets increased to 4.45% in 2025 from 4.16% in 2024[36] - The net interest margin (FTE) improved to 3.00% in Q4 2025 compared to 2.38% in Q4 2024, indicating a significant enhancement in profitability[43] - The net interest spread (FTE) improved from 1.87% in 2024 to 2.56% in 2025, indicating a positive trend in interest income generation[40] Deposit Composition - Average interest-earning assets remained relatively stable, with a slight decrease from $2,054,581 thousand in 2024 to $2,043,152 thousand in 2025[42] - Noninterest-bearing checking accounts decreased from $342,063 thousand in 2024 to $328,309 thousand in 2025, a decline of approximately 4.0%[40] - The average yield on interest-bearing checking, savings accounts, and money markets decreased from 1.58% in 2024 to 1.32% in 2025[40] - Time deposits saw a decline in average yield from 4.23% in 2024 to 3.67% in 2025, reflecting a decrease of approximately 13.2%[40]

Debt and Financial Obligations - As of December 31, 2025, the company had $14.5 billion in senior notes outstanding and $5.7 billion in total content liabilities[77]. - The company expects to incur up to $42.2 billion in additional indebtedness related to the WBD transaction, which will materially increase its outstanding debt[78]. - The company has a $3 billion unsecured revolving credit facility, which has not been utilized as of December 31, 2025[77]. - The company has substantial indebtedness that may limit its ability to generate sufficient cash to service its debt and other obligations[76]. - The company has $14.5 billion in debt, consisting of fixed-rate unsecured debt due between 2026 and 2054[174]. - The company may seek additional capital, which could result in stockholder dilution and may have rights senior to those of common stockholders[75]. Liquidity and Operational Risks - The company may face significant liquidity risks due to long-term fixed cost commitments for content, which could adversely affect margins if business performance does not meet expectations[73]. - The company faces potential labor disputes as major collective bargaining agreements expire in 2026, which could lead to production delays[85]. - The company relies on key employees, and high turnover could disrupt operations and adversely affect results[84]. - The company may face operational challenges and unforeseen expenses associated with the WBD transaction, impacting financial results[93]. Market and Currency Risks - The company's stock price is volatile, influenced by various factors including operating results and market conditions[88]. - 56% of the company's revenue and 31% of operating expenses for the year ended December 31, 2025, were denominated in currencies other than the U.S. dollar[175]. - On a constant currency basis, revenues would have been approximately $271 million higher for the year ended December 31, 2025, compared to reported revenues of $45,183 million[176]. - If the U.S. dollar weakened by 10% as of December 31, 2025, the amount recorded in accumulated other comprehensive income (AOCI) related to foreign exchange contracts would have been approximately $2,296 million lower[177]. - If the U.S. dollar strengthened by 10% as of December 31, 2025, the amount recorded in AOCI related to foreign exchange contracts would have been approximately $237 million lower[178]. - An adverse change in exchange rates of 10% would have resulted in income before income taxes being approximately $1 million lower as of December 31, 2025[181]. - The company is exposed to market risks related to interest rate changes, affecting the market values of investments and debt[172]. Regulatory and Transaction Risks - The success of the WBD transaction is contingent on obtaining necessary governmental and regulatory approvals, with a potential termination fee of $5.8 billion if conditions are not satisfied[92]. - The company enters into foreign exchange forward contracts to mitigate fluctuations in forecasted U.S. dollar-equivalent revenues from changes in foreign currency exchange rates[177].

Financial Performance - La Rosa Holdings Corp. reported preliminary unaudited revenue for the fiscal year 2025 of approximately $79 million, reflecting a 14% year-over-year increase compared to fiscal year 2024[5] - The preliminary revenue figures are subject to customary adjustments and are unaudited[5] Future Reporting - The company plans to file its full financial results for the 2025 fiscal year along with its Annual Report on Form 10-K with the SEC in due course[5]