UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-40608 ESTRELLA IMMUNOPHARMA, INC. (Exact name of Registrant as specified in its Charter) | Delaware | | 86-1314502 | | --- | --- | -- ...

Financial Performance - The net loss for the year ended December 31, 2025, was approximately $13.1 million, up from a net loss of $8.8 million for the twelve months ended December 31, 2024, representing a 49% increase [468]. - The company reported net cash used in operating activities of approximately $1.8 million for the year ended December 31, 2025 [474]. - The company expects significant increases in expenses and operating losses as it advances its product candidates through clinical development, raising concerns about its ability to continue as a going concern [470]. Research and Development - The company incurred approximately $10.2 million in research and development expenses for the year ended December 31, 2025, compared to $6.4 million for the twelve months ended December 31, 2024, reflecting a 59% increase [465]. - The total fees agreed upon with Eureka for the STARLIGHT-1 clinical trial amount to $33.0 million, with approximately $16.4 million already incurred as of December 31, 2025 [472]. - The company has accrued approximately $12.4 million in related-party liabilities for milestones associated with the STARLIGHT-1 clinical trial as of December 31, 2025 [460]. Cash and Capital - As of December 31, 2025, the company had cash and cash equivalents of approximately $1.4 million and a working capital deficit of approximately $11.9 million [469]. - The company completed a private placement between May and September 2025, raising gross proceeds of approximately $2.4 million [471]. General and Administrative Expenses - General and administrative expenses increased to approximately $2.8 million for the year ended December 31, 2025, compared to $2.4 million for the twelve months ended December 31, 2024, a 17% increase [467]. Stock-Based Compensation - The fair value of stock-based compensation is estimated using the Black-Scholes-Merton option-pricing model, which includes assumptions about the fair market value of stock, expected life, volatility, and risk-free interest rate [489]. - Stock-based compensation expense could be materially impacted if different assumptions were used for future grants [490]. - The company accounts for the fair value of equity instruments issued to non-employees using the more reliable measure between the fair value of services received or the equity instrument [491]. - Compensation expense for awards with graded vesting is recognized over the requisite service period, generally equal to the vesting term [492]. Accounting Standards - The company has elected to use the extended transition period for complying with new or revised accounting standards as permitted by the JOBS Act [493]. Derivative Liability - As of December 31, 2025, the fair value of the derivative liability related to the True-Up Shares was valued at $356,505, with a volatility of 107% to 115% and a risk-free rate of 3.5% to 3.6% [488].

Financial Performance - The company incurred a net loss of approximately $17.8 million for the year ended December 31, 2025, which included $4.4 million in general and administrative expenses and $14.3 million in losses from changes in fair value of derivative warrant liabilities [295]. - The company had a working capital deficit of approximately $8.2 million as of December 31, 2025, indicating liquidity challenges [286]. - The company recognizes non-operating income from investment income in the Trust Account, but will not generate operating revenues until after completing the initial business combination [294]. Initial Public Offering - The Initial Public Offering raised gross proceeds of $60.0 million from the sale of 6,000,000 Units at $10.00 per Unit, with offering costs of approximately $3.7 million [256]. - The underwriter received an underwriting discount of $0.14 per Unit, totaling approximately $0.8 million, paid at the closing of the Initial Public Offering [301]. - An additional deferred fee of $0.35 per Unit, amounting to $2.1 million, will be payable to the underwriter upon completion of a business combination [301]. Trust Account and Investments - The company placed approximately $64.1 million in the Trust Account, invested in U.S. government securities with a maturity of 185 days or less [259]. - The company withdrew approximately $1.9 million from the Trust Account for tax liabilities, with $0.89 million paid for 2023 taxes [268]. - The Sponsor extended Overfunding Loans totaling $947,850 to be deposited in the Trust Account, with repayment or conversion options upon the initial business combination [303]. - As of December 31, 2025, the outstanding amount under the Convertible Note was $1,191,667, with all proceeds contributed into the Trust Account [305]. Business Combination and Extensions - Shareholders approved an extension of the deadline for completing the initial business combination from January 4, 2024, to January 29, 2024, with the option for up to twenty-three additional one-month extensions [263]. - Shareholders approved a further amendment to extend the deadline for the initial business combination to January 29, 2026, with the option for five additional one-month extensions [265]. - The Proposed Business Combination with Horizon is expected to close in March 2026, subject to shareholder approvals and other customary closing conditions, including a minimum cash condition of $45 million [278]. - The PIPE Subscription Agreements related to the Proposed Business Combination involve an aggregate investment of approximately $110.4 million, which may increase to approximately $111.9 million due to additional investors [280]. Stock and Trading Information - The trading of the company's Class A common stock was suspended on September 29, 2025, due to failure to complete the initial business combination within the required timeframe [273]. - The company transitioned to trading on the OTCQB Market and OTCID Market effective September 30, 2025, under new symbols [274]. Tax and Regulatory Matters - The Inflation Reduction Act of 2022 introduced a 1% federal excise tax on certain stock repurchases by publicly traded corporations, effective January 1, 2023 [269]. - The company filed its excise tax return related to the January 2024 Redemption, paying approximately $570,000, which included $420,000 in Excise Tax and $150,000 in penalties and interest [271]. Convertible Notes and Warrants - The company issued a non-interest bearing Convertible Note to Harry You with a principal amount of up to $1.75 million, which may be converted into warrants upon the consummation of the initial business combination [264]. - A Convertible Note was issued with a principal amount of up to $1.75 million, which may be converted into warrants at a price of $1.00 per warrant upon the initial business combination [304]. - The fair value of the embedded conversion option of the Convertible Note was de minimis as of December 31, 2025 [306]. - The warrants issued were recognized as derivative liabilities and will be adjusted to fair value at each reporting period [308]. - The fair value of Public Warrants is measured based on the listed market price, while Private Placement Warrants are valued using the Monte Carlo simulation method [308]. Company Status and Growth - As of December 31, 2025, there were no off-balance sheet arrangements or contractual obligations [309]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards [310].

Lithium Refinery Development - Stardust Power's Muskogee lithium refinery is expected to produce up to 25,000 metric tons per year of battery-grade lithium carbonate in Phase I, with a planned total capacity of 50,000 metric tons per year[2] - The estimated capital expenditure (CapEx) for Phase I of the refinery is approximately $500 million[2] - The company raised $13.2 million in equity capital and secured up to $10.0 million in debt financing to support the development of the lithium refinery[3] - The company completed an independent third-party review confirming low technical and design risk for the Muskogee lithium refinery project[3] - Stardust Power entered into non-binding feedstock supply agreements totaling up to 13,500 metric tons per year of lithium carbonate equivalent[3] Financial Performance - The net loss for the year ended December 31, 2025, was $15.7 million, an improvement from a net loss of $23.8 million in 2024[6] - Loss per share decreased to $2.13 for 2025, compared to $5.55 for the previous year[6] - Net cash used in operating activities decreased to $8.3 million in 2025 from $9.7 million in 2024[6] - As of December 31, 2025, the company had cash and cash equivalents of approximately $3.5 million[6] - The company has established a $10.0 million synthetic ATM equity facility to provide flexible access to capital for project advancement[6]

Lithium Refinery Development - Stardust Power's Muskogee lithium refinery is expected to produce up to 25,000 metric tons per year of battery-grade lithium carbonate in Phase I, with a planned total capacity of 50,000 metric tons per year[2] - The estimated capital expenditure (CapEx) for Phase I of the refinery is approximately $500 million[2] - The company raised $13.2 million in equity capital and secured up to $10.0 million in debt financing to support the development of the lithium refinery[3] - The company completed an independent third-party review confirming low technical and design risk for the Muskogee lithium refinery project[3] - Stardust Power entered into non-binding feedstock supply agreements totaling up to 13,500 metric tons per year of lithium carbonate equivalent[3] Financial Performance - The net loss for the year ended December 31, 2025, was $15.7 million, an improvement from a net loss of $23.8 million in 2024[6] - Loss per share decreased to $2.13 for 2025, compared to $5.55 for the previous year[6] - Net cash used in operating activities decreased to $8.3 million in 2025 from $9.7 million in 2024[6] - As of December 31, 2025, the company had cash and cash equivalents of approximately $3.5 million[6] - The company has established a $10.0 million synthetic ATM equity facility to provide flexible access to capital for project advancement[6]

Financial Performance - Fourth quarter revenues were $39.9 million, down 15.4% from $47.1 million in Q4 2024[6] - Net income for Q4 2025 was $2.2 million, or $0.30 per share, compared to a net loss of $2.4 million, or $0.33 per share, in the prior year[8] - Full year revenues in 2025 were $159.6 million, down 13.9% from $185.2 million in 2024[9] - Operating income for 2025 was $0.4 million, an 81.6% decrease from $2.1 million in 2024[9] - Positive EBITDA of $1.0 million in Q4 2025 compared to negative EBITDA of $0.3 million in Q4 2024[7] - Adjusted EBITDA for the year ended December 31, 2025 was $6,898,000, down from $13,987,000 in 2024, representing a decrease of about 50.7%[23] - Revenue for the year ended December 31, 2025 was $159,570,000, a decline of approximately 13.8% from $185,242,000 in 2024[24] - The adjusted operating margin for Q4 2025 was 0.2%, down from 4.6% in Q4 2024[23] - Contribution margin for the year ended December 31, 2025 was $4,858,000, compared to $9,646,000 in 2024, indicating a decrease of about 49.7%[24] Segment Performance - Customer Care segment revenue was $13.7 million, accounting for 34% of total revenue, down 9% year-over-year[7] - Fulfillment & Logistics Services segment revenue was $17.3 million, representing 44% of total revenue, down 17% year-over-year[7] - Revenue Solutions segment revenue was $8.9 million, a decrease of 22% compared to the prior year quarter[7] Cash and Assets - The company ended 2025 with a cash balance of $5.6 million, down from $9.9 million at the end of 2024, with zero debt[10] - Total assets decreased from $101,782,000 in 2024 to $91,826,000 in 2025, a decline of approximately 9.3%[22] - Cash and cash equivalents decreased from $9,934,000 in 2024 to $5,587,000 in 2025, a decline of approximately 43.5%[22] - The company’s pension liabilities for qualified plans decreased from $5,445,000 in 2024 to $4,106,000 in 2025, a reduction of about 24.6%[22] Liabilities and Expenses - Total current liabilities decreased from $26,734,000 in 2024 to $24,249,000 in 2025, a reduction of approximately 9.2%[22] - The company reported restructuring expenses of $1,782,000 for the year ended December 31, 2025, compared to $2,402,000 in 2024[24] Future Outlook - The company aims to deepen customer relationships to drive profitable growth and long-term value for shareholders in 2026[3]

Financial Performance - For the full year 2025, ZTO's adjusted net income reached RMB9.5 billion (US$1.36 billion) with a net cash generated from operating activities of RMB11,968.4 million (US$1.71 billion) [4][12] - In Q4 2025, revenues were RMB14,510.7 million (US$2,075.0 million), an increase of 12.3% from RMB12,919.7 million in Q4 2024 [7][14] - Total revenues increased by 10.9% to RMB49,098.7 million (US$7,021.0 million) from RMB44,280.7 million last year, driven by an 11.3% growth in express delivery services [32] - Net income rose by 3.9% to RMB9,235.7 million (US$1,320.7 million) compared to RMB8,887.6 million last year, primarily due to a lower provision for impairment charges [46] - Basic and diluted earnings per ADS attributable to ordinary shareholders were RMB11.38 (US$1.63), an increase from RMB10.95 last year [47] - Adjusted EBITDA was RMB15,045.6 million (US$2,151.5 million), down from RMB16,354.9 million in the same period last year [48] - Net income for Q4 2025 was RMB2,693,217, representing a year-over-year increase of 10.1% from RMB2,446,809 in Q4 2024 [83] - Adjusted net income attributable to ordinary shareholders for the year ended December 31, 2025, was RMB9,357,678, a 9.1% increase compared to RMB8,816,835 in 2024 [86] Operational Metrics - The parcel volume for Q4 2025 was 10.6 billion, representing a 9.2% increase from 9.7 billion in Q4 2024 [13] - ZTO's gross profit for Q4 2025 was RMB3,681.9 million (US$526.5 million), a decrease of 2.1% from RMB3,759.7 million in Q4 2024, resulting in a gross margin of 25.4% [20] - Total cost of revenues for Q4 2025 was RMB10,828.8 million, an increase of 18.2% from RMB9,160.0 million in Q4 2024 [17] - The company reported an income from operations of RMB10,474,861 (US$1,497,886) for the year ended December 31, 2025 [74] - The company reported share-based compensation expenses of RMB2,993 for Q4 2025, down from RMB6,768 in Q4 2024 [86] - The company handled 10.6 billion parcels in Q4 2025, achieving a market share of 19.6% in China's express delivery industry [100] Shareholder Returns and Dividends - The company announced a US$1.5 billion new share repurchase program and a semi-annual dividend of US$0.39 per share [3][12] - The board approved a cash dividend of US$0.39 per ADS and ordinary share for the six months ended December 31, 2025, representing a 40% dividend payout ratio [53] - The company completed the existing share repurchase program, repurchasing 59,839,819 ADSs for US$1.39765 million, with total repurchases reaching 85,467,295 Class A ordinary shares by February 28, 2026 [54] - A new share repurchase program was approved, authorizing up to US$1.5 billion in share repurchases over the next 24 months, effective from March 20, 2026 [55] - The company targets an aggregate annual shareholder return ratio of no less than 50% of its adjusted net income for the prior fiscal year, starting from 2026 [56] Assets and Liabilities - Total current assets as of December 31, 2025, amounted to RMB33,964.70 million, a decrease of 11.5% from RMB30,353.72 million in 2024 [76] - Total assets as of December 31, 2025, were RMB91,023.99 million, a decrease of 1.4% from RMB92,340.33 million in 2024 [79] - Total liabilities as of December 31, 2025, were RMB23,887.58 million, a decrease of 19.6% from RMB29,665.50 million in 2024 [79] - Cash and cash equivalents as of December 31, 2025, were RMB10,046.72 million, down from RMB13,530.95 million in 2024, representing a decrease of 25.8% [80] - The company’s retained earnings as of December 31, 2025, were RMB42,918.86 million, a decrease of 9.1% from RMB39,098.55 million in 2024 [79] Market Position and Strategy - The company has maintained the 1 market share by parcel volume in China's express delivery industry since 2016 and is recognized as the most profitable among its peers [100] - The company is focused on expanding its network partner model, which has increased its market share from 34% in 2011 to 72% in 2025 [108] - The express delivery market in China is projected to see a stable and healthy volume growth, with a market share concentration increasing from 71.4% in 2011 to 80.5% in 2025 for the top six companies [130] - The company anticipates an incremental parcel volume of over 100 billion from 2021 to 2026, driven by continued economic growth and higher e-commerce penetration [133] - The company is exploring new e-commerce formats and cross-border opportunities to capture diversified service demands [128] Technology and Innovation - The company has a strong in-house R&D capability, with approximately 1,100 tech talents and 279 patents, enhancing its competitive edge [166] - The company is testing next-generation automation technologies, including unmanned vehicles and hybrid drones, to improve operational efficiency [167] - The company aims to optimize routing planning based on data insights, enhancing overall operational performance [168] - The company has been certified as a "High and New Technology Enterprise" since 2017, benefiting from significant tax advantages [166] Sustainability and Corporate Responsibility - The company is committed to sustainability through continuous ESG practices, enhancing its operational capabilities and cost efficiencies [111] - The company emphasizes a "shared-success" philosophy in its partner network, which is expected to drive growth and operational efficiencies [94] - The fee-sharing mechanism implemented across the network continues to balance profitability among outlets, ensuring operational efficiency [138]

Financial Risks and Conditions - The company expects to incur significant costs in pursuit of its acquisition plans and may not have sufficient funds outside of the trust account to operate for the duration of the completion window [187]. - If the initial business combination is not completed, public shareholders may receive approximately $10.00 per share or less upon liquidation of the trust account [188]. - The company may face write-downs or impairments post-business combination, negatively impacting financial condition and share price [189]. - Proceeds in the trust account could be reduced due to third-party claims, potentially leading to a per-share redemption amount of less than $10.00 [191]. - Art Technology Sponsor, LLC is liable for claims that reduce trust account funds below $10.00 per public share, but may not have sufficient assets to cover these obligations [193]. - The company may engage third parties that refuse to execute waivers, which could expose the trust account to claims and reduce available funds [192]. - Adverse developments in the financial services industry could impair the value of assets in the trust account, affecting liquidity and financial condition [198]. - If the company files for bankruptcy after distributing trust account proceeds, shareholders may face recovery claims, impacting the amounts received [196]. - The company may need to seek additional financing if the net proceeds from the initial public offering are insufficient to complete the business combination, which could lead to restructuring or abandonment of the deal [216]. - Resources may be wasted on unsuccessful acquisition attempts, adversely affecting future acquisition efforts and potentially leading to a loss of incurred costs [217]. Acquisition Strategy and Risks - The company may pursue acquisition opportunities outside of management's expertise, which could lead to inadequate risk assessment and potential reduction in share value [202]. - The company has identified general criteria for evaluating target businesses, but may enter into combinations with targets that do not meet these guidelines, affecting success [200]. - The company is not required to obtain an independent valuation opinion for the target business, which may lead to shareholders relying on the board's judgment for fair market value assessments [203]. - Compliance with the Sarbanes-Oxley Act may increase the time and costs associated with completing an acquisition, particularly if the target company is not compliant with internal control provisions [205]. - The company may face limitations in acquiring target businesses due to the requirement of providing financial statements that comply with U.S. GAAP or IFRS, potentially reducing the pool of available targets [204]. - There is no specified maximum redemption threshold, allowing the company to complete a business combination even if a substantial majority of shareholders disagree [209]. - The company may only be able to complete one business combination, leading to a lack of diversification that could negatively impact operations and profitability [224]. - The company may face challenges in completing simultaneous business combinations, which could increase costs and operational risks [226]. - The management of the target business may not possess the necessary skills to operate a public company, which could negatively impact post-combination operations and profitability [212]. - The company may pursue business combinations with private companies, which often have limited public information available, increasing investment risks [227]. Shareholder Rights and Interests - Public shareholders will not have voting rights on director appointments prior to the initial business combination [220]. - The personal and financial interests of the sponsor, directors, and officers may misalign with public shareholders, especially as the deadline for the initial business combination approaches [253]. - The sponsor owns approximately 26.2% of the issued and outstanding ordinary shares, which allows significant influence over shareholder votes [274]. - Shareholders holding more than 15% of Class A ordinary shares may lose the ability to redeem shares in excess of that amount during the initial business combination [289]. - Amendments to certain agreements related to the IPO can be made without shareholder approval, potentially affecting shareholder interests [352]. - The company may face significant adverse consequences if it is no longer listed on Nasdaq, including reduced analyst coverage and trading activity [294]. Regulatory and Compliance Issues - The company may face regulatory review by CFIUS, which could delay or prohibit the initial business combination [260]. - The company must file a registration statement with the SEC covering the issuance of Class A ordinary shares upon exercise of the warrants within 20 business days after the initial business combination [272]. - If the public warrants are not registered under the Securities Act, holders may only exercise their warrants on a cashless basis [272]. - The company must maintain compliance with Nasdaq's listing requirements, including a minimum share price of $4.00 and at least 400 public holders [290]. - If deemed an investment company, the company may face burdensome compliance requirements that could hinder its ability to complete the initial business combination [279]. - Compliance with new SEC rules regarding SPACs may increase costs and time needed to complete an initial business combination [328]. Market and Economic Conditions - The competition for attractive targets is increasing, which may raise the costs of initial business combinations and complicate the search for suitable candidates [322]. - Recent increases in inflation and interest rates could lead to price volatility and economic disruptions, making it more difficult to consummate an initial business combination [329]. - Geopolitical tensions, particularly from the Russia-Ukraine conflict and the Middle East conflict, may adversely affect the search for an initial business combination and the operations of target businesses [330]. - Changes in international trade policies and tariffs may adversely affect the search for initial business combination targets and the performance of post-combination companies [332]. - The U.S. has implemented new tariffs, creating uncertainty about future trade relationships and policies, which could impact business operations [333]. - The Inflation Reduction Act of 2022 imposes a 1% excise tax on stock repurchases, which may decrease the value of securities and hinder the ability to consummate initial business combinations [345]. Financial Structure and Share Issuance - The company has authorized the issuance of up to 500,000,000 Class A ordinary shares, with 467,343,750 shares currently available for issuance [293]. - The company may issue additional Class A ordinary shares or preference shares to complete its initial business combination, which could dilute existing shareholders' interests [292]. - The company issued warrants to purchase 6,325,000 Class A ordinary shares at a price of $11.50 per share, which may affect the market price of the shares [307]. - The nominal purchase price for founder shares was $25,000, resulting in an implied value of public shares decreasing by approximately 27.4% to $6.95 upon consummation of the initial business combination [255]. - The total funds available for the initial business combination, after deducting deferred underwriting commissions, amount to $242,220,000 [257]. - The initial implied value per public share is calculated at $9.57 based on the available funds divided by 25,300,000 public shares [257]. Operational Challenges - The company has no operating history and will not generate revenues until an initial business combination is completed, posing a risk to investors [320]. - The company may face challenges in managing cross-border operations if the initial business combination involves foreign entities, impacting financial performance [315]. - Changes in the market for directors and officers liability insurance could increase costs and complicate negotiations for initial business combinations [324]. - The company may liquidate the securities in the trust account to mitigate the risk of being deemed an investment company, which would reduce the amount public shareholders receive upon liquidation [286]. - The company may incur substantial debt to complete a business combination, which could adversely affect its leverage and financial condition [219].

Revenue Growth - Revenue for the nine months ended January 31, 2026, increased by $3.2 million, or 32%, to $12.97 million compared to $9.82 million for the same period in 2025[202]. - Revenue for the three months ended January 31, 2026, increased by $3.7 million, or 113%, to $6.97 million compared to $3.27 million for the same period in 2025[202]. - Revenue from the new advertising business totaled $5.0 million, accounting for 44% of total revenue for the three-month period ended January 31, 2026[202]. Cost and Expenses - Cost of revenue for the nine months ended January 31, 2026, increased by $5.8 million, or 261%, to $8.07 million compared to $2.23 million for the same period in 2025[203]. - General and administrative expenses increased by $2.1 million, or 96%, to $4.47 million for the nine months ended January 31, 2026, compared to $2.29 million for the same period in 2025[205]. Working Capital and Cash Position - Working capital as of January 31, 2026, was $49.7 million, an increase of approximately $33.8 million, or 212%, compared to $15.9 million as of April 30, 2025[207]. - Cash and cash equivalents increased by approximately $36.0 million, from $0.05 million as of April 30, 2025, to $36.0 million as of January 31, 2026[208]. Cash Flow - Net cash provided by operating activities was $3.82 million for the nine-month period ended January 31, 2026, compared to $44,359 for the same period in 2025, representing an increase of 8,515%[209]. - Net cash provided by financing activities was $197.6 million during the nine months ended January 31, 2026, primarily from $172.6 million in proceeds from the Company's ATM offering[212]. Strategic Transactions - The company entered into a share purchase agreement to acquire Aberfeldy Holdings Limited for $140 million, payable in cash[194]. - A joint venture agreement was signed in August 2025 for $500 million to form AiRWA Exchange, a digital asset exchange focused on tokenizing real-world assets[188]. Financial Stability - The Company believes existing cash will be sufficient to meet anticipated operating needs for at least the next 12 months, with additional financial resources available through capital markets fundraising if needed[213]. - The Company had no reserves for credit losses as of January 31, 2026, and April 30, 2025, indicating no significant uncollectible accounts[220]. - The Company recognized no impairment charge for long-lived assets for the nine months ended January 31, 2026, and 2024, suggesting stable asset valuations[221]. Revenue Recognition and Accounting Policies - Revenue is recognized when performance obligations are satisfied, with accounts receivable recorded when obligations have been performed and billed to customers[225]. - Royalty income is recognized over time as the Company's technology rights are used by customers, reflecting ongoing revenue generation[226]. - The Company has adopted ASC 740 for income taxes, recognizing deferred tax assets and liabilities for future tax consequences attributable to temporary differences[227]. - The Company does not have any off-balance sheet arrangements that could materially affect its financial condition or results of operations[215]. - The Company is currently evaluating the impact of several recent accounting pronouncements but does not expect them to materially affect its financial position or results[230][231][232]. Financing Activities - Financing activities were the principal source of cash during the period, supporting investments in subsidiaries and business expansion[212].

Revenue Growth - Revenue for the nine months ended January 31, 2026, increased by $3.2 million, or 32%, to $12.97 million compared to $9.82 million for the same period in 2025[202]. - Revenue for the three months ended January 31, 2026, surged by $3.7 million, or 113%, reaching $6.97 million compared to $3.27 million in the prior year[202]. - Revenue from the new advertising business line totaled $5.0 million, accounting for 44% of total revenue for the three months ended January 31, 2026[202]. Cost and Expenses - Cost of revenue increased by $5.8 million, or 261%, to $8.07 million for the nine months ended January 31, 2026, compared to $2.23 million in the previous year[203]. - General and administrative expenses rose by $2.1 million, or 96%, to $4.47 million for the nine months ended January 31, 2026, compared to $2.29 million for the same period in 2025[205]. Working Capital and Cash Position - Working capital increased by approximately $33.8 million, or 212%, to $49.7 million as of January 31, 2026, compared to $15.9 million as of April 30, 2025[207]. - Cash and cash equivalents increased by approximately $36.0 million, from $0.05 million as of April 30, 2025, to $36.0 million as of January 31, 2026[208]. - Net cash provided by operating activities was $3.82 million for the nine months ended January 31, 2026, compared to $44,359 in the prior year, reflecting an increase of 8,515%[209]. - Net cash provided by financing activities was $197.6 million during the nine months ended January 31, 2026, primarily from an ATM offering of $172.6 million[212]. - The company believes existing cash will meet anticipated operating needs for at least the next 12 months, with additional resources available through capital markets fundraising if needed[213]. Investments and Acquisitions - The company signed a $500 million joint venture agreement to form AiRWA Exchange, a digital asset exchange focused on tokenizing real-world assets[188]. - On January 30, 2026, the company entered into a share purchase agreement to acquire Aberfeldy Holdings Limited for $140 million, enhancing its AI capabilities[194]. Financial Condition and Accounting Policies - The company had no off-balance sheet arrangements that could materially affect its financial condition or results of operations[215]. - The allowance for credit losses is based on management's estimates, with no reserves made as of January 31, 2026, and April 30, 2025[220]. - There were no impairment charges recognized for long-lived assets for the nine months ended January 31, 2026, and 2024[221]. - Revenue is recognized when performance obligations are satisfied, with accounts receivable recorded when obligations have been performed and billed[225]. - Royalty income is recognized over time as the company's technology rights are used by customers[226]. - The company adopted ASC 740 for income taxes, recognizing deferred tax assets and liabilities for future tax consequences[227]. - The company is currently evaluating the impact of several recent accounting pronouncements but does not expect them to materially affect its financial position or results of operations[230][231][232][233][234][235][236][237][238].