Plum Acquisition Corp. III(PLMJU) - 2025 Q1 - Quarterly Report
2025-05-15 20:22
IPO and Fundraising - The company completed its IPO on July 30, 2021, raising gross proceeds of $250.0 million from the sale of 25,000,000 units at $10.00 per unit, with offering costs of approximately $13.75 million[170]. - An additional 3,250,000 Over-Allotment Units were sold, generating approximately $32.5 million in gross proceeds[170]. - The company placed approximately $282.5 million of net proceeds in a Trust Account, which will be invested in U.S. government securities or money market funds until a business combination is completed[172]. - The company entered into a Subscription Agreement to raise up to $1.5 million for extension payments and working capital, with specific payments scheduled[182]. - The Sponsor may loan up to $1,500,000 to the Company under a promissory note, which may be convertible into warrants at the option of the Sponsor[213]. Business Combination and Extensions - The company extended the deadline to complete a business combination to July 30, 2024, with shareholders redeeming 13,532,591 Class A ordinary shares for approximately $140.8 million[179]. - In a subsequent meeting on January 29, 2024, shareholders approved an extension to January 30, 2025, with 12,433,210 Class A ordinary shares redeemed for approximately $134.1 million[181]. - On January 16, 2025, the company extended the business combination deadline to July 30, 2025, with 2,132,366 Class A ordinary shares redeemed for approximately $24.0 million[183]. - The Company entered into a business combination agreement with Tactical Resources Corp. and Plum III Merger Corp. on August 22, 2024, to amalgamate into one corporate entity[187]. - The Company has until July 30, 2025, to complete its Initial Business Combination, or it will face mandatory liquidation[206]. Financial Performance and Position - The Company recorded a net loss of $364,540 for the three months ended March 31, 2025, compared to a net loss of $148,236 for the same period in 2024, reflecting an increase in operating and formation costs[193][194]. - For the three months ended March 31, 2025, net cash used in operating activities was $285,965, compared to $215,423 for the same period in 2024, indicating higher operational expenses[195][196]. - As of March 31, 2025, the Company had cash of $93,483 held outside the Trust Account and a working capital deficit of $3,597,159, raising concerns about its ability to operate for the next 12 months[205]. - The Company intends to use substantially all remaining funds in the Trust Account to complete its Initial Business Combination, with potential additional financing required for larger target businesses[202][204]. - The Company incurred significant costs in pursuit of its Initial Business Combination and may need to seek additional financing to complete it[204]. Shareholder Actions and Redemptions - Holders of 13,532,591 Class A ordinary shares redeemed their shares for cash at a redemption price of approximately $10.41 per share, totaling approximately $140,838,808[222]. - After redemptions, approximately $153,169,659 remained in the Company's trust account[222]. - The Company has classified all 28,250,000 Class A ordinary shares sold in the IPO outside of permanent equity due to redemption features[222]. Other Financial Matters - The Chief Financial Officer is entitled to a success fee of $50,000 contingent upon the closing of the Initial Business Combination[218]. - The Working Capital Loan was forgiven by the Sponsor on December 27, 2023, with an aggregate fair value of $123,500 upon forgiveness[224]. - The Company entered into a promissory note with the Sponsor for $100,000, which bears no interest and is to be repaid under specific conditions[216]. - The fair value of the embedded conversion feature within the Sponsor Promissory Note is de minimis[224]. - The Company adopted ASU 2023-07 on January 1, 2024, which has not had a material impact on its financial statements and disclosures[230]. Market Activity - Following a delisting from Nasdaq, the Company's Class A ordinary shares began trading on the Pink Current tier of the OTC Markets on January 28, 2025[190][191]. - The Original Sponsor has no further obligations post-closing of the Purchase Agreement, with the Sponsor assuming all responsibilities related to the company[186].
Plum Acquisition(PLMJ) - 2025 Q1 - Quarterly Report
2025-05-15 20:22
IPO and Fundraising - The company completed its IPO on July 30, 2021, raising gross proceeds of $250.0 million from the sale of 25,000,000 units at $10.00 per unit[170]. - An additional 3,250,000 Over-Allotment Units were sold, generating approximately $32.5 million in gross proceeds[170]. - The company placed approximately $282.5 million of net proceeds into a Trust Account, which will be invested in U.S. government securities[172]. - The company entered into a Subscription Agreement to raise up to $1.5 million for extension payments and working capital[182]. - The Original Sponsor and the Sponsor agreed to pay $112,500 in extension contributions for December 2023 and January 2024[185]. - The Sponsor may loan up to $1,500,000 to the Company under a promissory note, which may be convertible into warrants at the option of the Sponsor[213]. - The Company entered into a promissory note with the Sponsor for $100,000, which bears no interest and is to be repaid under specific conditions[216]. Business Combination and Operations - The company extended the deadline for completing a business combination to July 30, 2025, following shareholder approval[183]. - The Company entered into a business combination agreement with Tactical Resources Corp. and Plum III Merger Corp. on August 22, 2024, to amalgamate into one corporate entity[187]. - The Company has until July 30, 2025, to complete its Initial Business Combination, or it will face mandatory liquidation[206]. - The Company incurred significant costs in pursuit of its Initial Business Combination and may need additional financing to complete it[204]. - The Company intends to use substantially all remaining funds in the Trust Account to complete its Initial Business Combination, with potential interest income to cover tax obligations[202]. Financial Performance - The Company recorded a net loss of $364,540 for the three months ended March 31, 2025, compared to a net loss of $148,236 for the same period in 2024, reflecting an increase in operating and formation costs[193][194]. - For the three months ended March 31, 2025, net cash used in operating activities was $285,965, compared to $215,423 for the same period in 2024, indicating higher operational expenses[195][196]. - The Company had cash of $93,483 held outside the Trust Account as of March 31, 2025, with a working capital deficit of $3,597,159, raising concerns about its ability to operate for the next 12 months[205]. - The Company recorded net cash provided by investing activities of $23,977,494 for the three months ended March 31, 2025, primarily due to cash withdrawn from the Trust Account[197]. Shareholder Activity - In the July 2023 Extraordinary General Meeting, shareholders redeemed 13,532,591 Class A ordinary shares for approximately $140.8 million[179]. - In the January 2024 Extraordinary General Meeting, shareholders redeemed 12,433,210 Class A ordinary shares for approximately $134.1 million[181]. - The holders of 13,532,591 Class A ordinary shares redeemed their shares for cash at a redemption price of approximately $10.41 per share, totaling approximately $140,838,808[222]. - After the redemptions, approximately $153,169,659 remained in the Company's trust account[222]. - The Company has 151,833 Class A ordinary shares subject to possible redemption remaining outstanding[222]. Financial Obligations and Compensation - The Chief Financial Officer is entitled to a success fee of $50,000 contingent upon the closing of the Initial Business Combination[218]. - The Company has recorded no additional compensation for the transfer of shares until an Initial Business Combination has been consummated[219]. - The aggregate fair value of the Working Capital Loan upon issuance was $219,441, which was forgiven by the Sponsor on December 27, 2023[224]. - As of March 31, 2025, the outstanding balance under the Sponsor Promissory Note was $1,454,867, and the Second Sponsor Promissory Note was $100,000[215][224]. Regulatory and Accounting Changes - The Company adopted ASU 2023-07 on January 1, 2024, which has not had a material impact on its financial statements and disclosures[230]. - The Company’s Class A ordinary shares began trading on the Pink Current tier of the OTC Markets on January 28, 2025, after being delisted from Nasdaq[191][190].
ALPHA PARTNERS(APTMU) - 2025 Q1 - Quarterly Report
2025-05-15 20:22
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) Commission File Number 001-40677 PLUM ACQUISITION CORP. III (Exact name of registrant as specified in its charter) Cayman Islands 98-1581691 (State or other jurisdiction of incorporation or organization) 2021 Fillmore St., #2089, San Francisco, CA 94115 (Address of principal executive offices) (Zip Code) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly perio ...
Alpha Partners Technology Merger (APTM) - 2025 Q1 - Quarterly Report
2025-05-15 20:22
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 March 31, 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 001-40677 PLUM ACQUISITION CORP. III (Exact name of registrant as specified in its charter) Cayman Islands 98-1581691 (State or other j ...
SWK Holdings(SWKH) - 2025 Q1 - Quarterly Results
2025-05-15 20:22
SWK Holdings Corporation Announces Financial Results for First Quarter 2025 Conference Call Scheduled for Friday, May 16, 2025, at 09:00 a.m. CST Corporate Highlights Dallas, TX, May 15, 2025 – SWK Holdings Corporation (Nasdaq: SWKH) ("SWK" or the "Company"), a life science- focused specialty finance company catering to small- and mid-sized commercial-stage companies, today provided a business update and announced its financial and operating results for the first quarter ended March 31, 2025. "We had a stro ...
Boot Barn(BOOT) - 2025 Q4 - Annual Report
2025-05-15 20:22
Sales and Revenue - In fiscal 2025, sales from exclusive brand products accounted for approximately 38.6% of consolidated sales[149]. - The company’s sales can significantly fluctuate based on shopping seasons, with typically higher sales during the Christmas shopping season[168]. - Unseasonable or extreme weather could negatively impact sales, financial condition, and results of operations[171]. Financial Condition and Debt - The company did not have any outstanding indebtedness under the Wells Fargo Revolver as of March 29, 2025[160]. - The company’s revolving credit facility contains covenants that may limit operational flexibility and could impact financial performance[161]. - The company has no outstanding amount on its revolving credit facility as of March 29, 2025[314]. - The company’s capital structure is regularly evaluated, but it intends to retain available funds for business operations and expansion[198]. Legal and Regulatory Risks - The company faces risks related to increased regulatory enforcement and litigation in privacy and data protection, such as the California Consumer Privacy Act[151]. - Litigation costs and outcomes could materially affect the company’s business and financial condition[172]. - The company may face increased costs and operational changes due to violations or changes in laws, including labor and employment regulations[185]. - The company is subject to potential liability for infringing on third-party intellectual property rights, which could harm its brand image and financial results[177]. Operational Risks - The company relies on a software-as-a-service platform for various operational aspects, and any disruption could severely affect operations[152]. - The company may incur significant expenses addressing problems created by security breaches to its network, which could adversely affect financial results[150]. - The company may incur significant costs and face operational disruptions if it fails to maintain effective internal controls over financial reporting[174]. - The company relies on vendors to provide quality merchandise that complies with applicable product safety laws, but non-compliance could adversely affect its financial results[184]. Market and Stock Performance - The company's common stock has traded as high as $176.64 and as low as $5.20 since its IPO in October 2014 through May 2025[190]. - The trading market for the company's common stock is influenced by analysts' reports, and unfavorable coverage could lead to a decline in stock price[197]. - The company does not currently intend to pay cash dividends on its common stock, which may decrease its desirability to investors[198]. Strategic Considerations - The company has made strategic acquisitions in the past and may consider future transactions that could impact liquidity and management focus[187]. - The company’s marketing strategy includes partnerships with celebrities, and any loss of these endorsements could negatively impact its business[175]. - Legal and business challenges may arise from actions by activist stockholders, potentially affecting the company's strategic direction[201]. - The company may face challenges from activist shareholders, which could divert management's attention and impact stock price[199]. External Factors - The company’s operations could be materially affected by external factors such as war, terrorism, or civil unrest, leading to decreased consumer spending[188]. - The company is exposed to risks from credit card fraud as it does not carry insurance against this risk[155]. - The company purchases all merchandise on a U.S. dollar-denominated basis and does not hedge against foreign exchange rate risks[315]. - The impact of inflation on the company's results of operations and financial condition is believed to be immaterial[316]. - The company is subject to interest rate risk related to borrowings under its credit facility, which bears interest at variable rates[314]. Goodwill and Intangible Assets - The company's goodwill balance as of March 29, 2025, was $197.5 million, and the intangible asset balance was $58.7 million[189].
SWK Holdings(SWKH) - 2025 Q1 - Quarterly Report
2025-05-15 20:22
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-39184 SWK Holdings Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 77-0435679 (State or Other Jurisdiction of Incorporation or Organization) (I. ...
BeLive Holdings(BLIV) - 2024 Q4 - Annual Report
2025-05-15 20:22
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-280739 BELIVE HOLDINGS (Exact name of Registrant as specified in its charter) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 ...
Chijet Motor pany(CJET) - 2024 Q4 - Annual Report
2025-05-15 20:21
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 19 ...
Pineapple Energy (PEGY) - 2025 Q1 - Quarterly Report
2025-05-15 20:21
Financial Performance - Sales for the three months ended March 31, 2025, were $12.64 million, a decrease of 4.4% compared to $13.22 million for the same period in 2024[15]. - Gross profit for Q1 2025 was $4.43 million, down from $4.81 million in Q1 2024, reflecting a decrease of 7.2%[15]. - Operating loss for the three months ended March 31, 2025, was $2.17 million, slightly improved from a loss of $2.18 million in Q1 2024[15]. - Net loss attributable to common shareholders for Q1 2025 was $3.50 million, compared to a net loss of $10.12 million in Q1 2024, indicating a significant reduction in losses[15]. - Basic net loss per share for Q1 2025 was $106.71, compared to $38,414.84 for Q1 2024, reflecting the impact of reverse stock splits[15]. - Total revenues for SUNation were $9,544,554 in Q1 2025, down from $9,752,970 in Q1 2024, reflecting a decrease of 2.1%[74]. - For the three months ended March 31, 2025, SUNation reported residential contract revenues of $7,896,122, a decrease of 2.9% from $8,131,708 in the same period of 2024[74]. - Commercial contract revenues increased to $1,275,888 in Q1 2025 from $997,193 in Q1 2024, representing a growth of 28%[74]. - Net loss before income taxes for Q1 2025 was $(3,481,817), compared to a net income of $1,208,813 in Q1 2024, highlighting a significant decline in profitability[152]. - Selling, general and administrative expenses for Q1 2025 totaled $6,039,298, compared to $6,629,027 in Q1 2024, indicating a reduction in overhead costs[151]. Assets and Liabilities - Total assets decreased to $44.43 million as of March 31, 2025, from $45.71 million as of December 31, 2024, representing a decline of approximately 2.8%[10]. - Total current liabilities decreased to $20.27 million as of March 31, 2025, from $27.16 million as of December 31, 2024, a reduction of approximately 25.5%[10]. - The company reported cash and cash equivalents of $1.45 million as of March 31, 2025, up from $839,268 as of December 31, 2024, an increase of approximately 72.5%[10]. - Inventories decreased to $2.51 million as of March 31, 2025, from $2.71 million as of December 31, 2024, a decline of approximately 7.2%[10]. - The balance of accumulated deficit as of March 31, 2025, was $(46,395,478), an increase from $(25,850,588) as of March 31, 2024[18]. Capital and Financing Activities - The company raised $9,473,398 from the issuance of common stock and pre-funded warrants under a registered direct offering during the three months ended March 31, 2024[22]. - The company raised approximately $20.0 million in aggregate gross proceeds from a securities offering, with $5 million from the second tranche closing on April 7, 2025[168]. - The company issued 9,825 shares of common stock under a registered direct offering, netting $8,481,892[17]. - The At the Market Offering Agreement allows the Company to sell up to $10,000,000 in common stock, with 762 shares sold for gross proceeds of $362,269 during the three months ended March 31, 2025[136]. - The Company executed a reverse stock split at a 1-for-50 ratio on October 1, 2024, reducing outstanding shares from 67,260,696 to 1,344,841[33]. - A subsequent reverse stock split at a 1-for-200 ratio was approved on April 3, 2025, reducing outstanding shares from 672,799,910 to 3,406,614[39]. - The Company increased its authorized shares to 1,000,000,000 as part of the April 2025 reverse stock split approval[36]. Debt and Interest Obligations - The loan payable to Hercules Capital, Inc. was originally $7,500,000, with an interest rate of 10%, and was due on December 31, 2024, after amendments to the Term Loan Agreement[80][81]. - The Term Loan Agreement was amended on May 31, 2023, resulting in a remaining balance of $3,375,742, with a new maturity date of June 2, 2027, and an interest rate of 10%[82]. - The Company recorded a loss on extinguishment of debt of $455,308 upon full repayment of the Term Loan on March 3, 2025[85]. - The Company recorded interest and accretion expense of $33,312 for the three months ended March 31, 2025, compared to $0 for the same period in 2024[105]. - Interest paid increased to $1,077,033 from $416,504 in the previous year[22]. Strategic Initiatives - The company’s strategy focuses on acquiring and integrating leading local and regional solar, storage, and energy services companies nationwide[26]. - The company aims to expand its operations by acquiring and integrating leading local and regional solar, storage, and energy services companies nationwide[26]. - The company plans to raise capital through public or private equity offerings, debt financings, and/or strategic alliances[166]. Accounting and Compliance - The Company is currently evaluating the impact of new accounting standards issued by the FASB, including ASU 2023-06 and ASU 2023-09, which may affect its consolidated financial statements[69][71]. - The effective income tax rate from continuing operations was (0.4%) for the three months ended March 31, 2025, differing from the federal tax rate of 21% due to state income taxes[145]. - The Company’s segment structure now includes distinct reportable segments for SUNation and Hawaii Energy Connection (HEC) due to changes in economic forecasts[148]. Market and Operational Challenges - The company received a Nasdaq delisting notice on April 11, 2025, due to not maintaining a minimum closing bid price of $1.00 per share[172]. - The company has substantial doubt about its ability to continue as a going concern, requiring additional capital resources[165].