User Metrics - As of November 10, 2025, the ZCITY App had 2,708,782 registered users and 2,027 registered merchants[258] - The company reported a total of 21,734 new registered users in the quarter ended December 31, 2024, with active users decreasing to 4,799 by December 31, 2025[282] - As of December 31, 2025, the company recorded 2,709,077 registered users, with a decline in active users averaging 23.9% over the last five quarters[284] Revenue Streams - The company initiated a new revenue stream by offering customized software development services, targeting enterprise clients, with a partnership established in January 2025[264] - The company experienced a 258.1% increase in total revenues, rising to approximately $1.1 million for the three months ended December 31, 2025, compared to approximately $0.3 million for the same period in 2024[289] - Product and loyalty program revenue increased by approximately $0.8 million or 302.0% to approximately $1.1 million for the three months ended December 31, 2025, driven by higher demand for e-voucher products[290] - For the six months ended December 31, 2025, total revenues increased by approximately $754,250 or 148.1% to approximately $1.3 million from approximately $509,269 in the same period of 2024[305] - Product and loyalty program revenue surged by approximately $909,932 or 260.0% to approximately $1.3 million for the six months ended December 31, 2025, driven by higher demand for e-voucher products[306] Revenue Declines - Transaction revenue decreased by 91.0%, falling to approximately $3,000 for the three months ended December 31, 2025, compared to approximately $28,000 for the same period in 2024[292] - Member subscription revenue decreased by 100.0% to $0 for the three months ended December 31, 2025, from approximately $5,000 for the same period in 2024[293] - Transaction revenue decreased by approximately $67,975 or 95.0% to approximately $4,000 for the six months ended December 31, 2025, compared to approximately $72,000 for the same period in 2024[308] - Member subscription revenue dropped by 100.0% to $0 for the six months ended December 31, 2025, from approximately $88,000 in the same period of 2024, due to a slowdown in acquiring new customers[309] Cost and Expenses - Total cost of revenue increased by approximately $1.0 million, or 1,285.7%, for the three months ended December 31, 2025, compared to the same period in 2024[294] - General and administrative expenses increased by approximately $3.0 million or 389.3% for the three months ended December 31, 2025, driven by higher administrative costs and impairment losses[299] - Selling expenses decreased by approximately $15,000 or 37.8% for the three months ended December 31, 2025, primarily due to reduced marketing and promotion expenses[298] - Total cost of revenue increased by approximately $1.1 million or 1,014.8% for the six months ended December 31, 2025, compared to the same period in 2024, primarily due to increased product and loyalty program revenue[311] - General and administrative expenses rose by approximately $3.1 million or 196.3% to approximately $4.6 million for the six months ended December 31, 2025, driven by higher administrative costs and professional service fees[316] - Research and development expenses increased by approximately $720,000 or 899.0% to approximately $800,000 for the six months ended December 31, 2025, reflecting higher spending on A.I. related infrastructure[317] Profit and Loss - Gross profit for the three months ended December 31, 2025, was approximately $1,000, reflecting a decrease of approximately $223,044 or 99.6% compared to approximately $0.2 million for the same period in 2024[295] - Gross profit for the six months ended December 31, 2025, amounted to approximately $2,193, reflecting a decrease of approximately $393,930 or 99.4% from approximately $396,123 in the same period of 2024[312] - Net loss for the six months ended December 31, 2025, was approximately $5.2 million, representing an increase of approximately $4.1 million from a net loss of $1.2 million in the same period of 2024[321] - The company reported a net loss of approximately $5.2 million for the six months ended December 31, 2025[332] Cash and Financing - As of December 31, 2025, the company had approximately $5.5 million in cash and cash equivalents, a significant increase from approximately $0.2 million as of June 30, 2025[324] - The company issued 17,242 shares of common stock for a total cash consideration of $400,000 as of December 31, 2025[328] - A registered direct offering resulted in net proceeds of $2,160,000 after deducting offering-related costs of $340,000[329] - Net cash used in operating activities for the six months ended December 31, 2025 was approximately $4.7 million, compared to $1.6 million for the same period in 2024[331][333] - The company recorded a net cash provided by financing activities of approximately $10.96 million for the six months ended December 31, 2025, compared to $3.94 million in 2024[331][336] Impairments and Allowances - As of December 31, 2025, the company recorded an impairment for long-lived assets of $22,562,180[344] - The company has provided an allowance for credit loss of $2,423,937 for other receivables as of December 31, 2025[343] - The company recorded an unrealized holding loss on marketable securities of $0 for the six months ended December 31, 2025, compared to an unrealized holding gain of approximately $0.3 million in 2024[345] Going Concern - The company has substantial doubt about its ability to continue as a going concern due to recurring losses and insufficient funds to meet working capital requirements[330] - The company is exploring equity financing to support working capital needs, but there is no guarantee that this will alleviate the going concern risk[330] Stock-Based Compensation - Stock-based compensation for the six months ended December 31, 2025, amounted to approximately $0.5 million, compared to $0.1 million for the same period in 2024[351] - The fair value of stock-based compensation is recognized over the requisite service period, with performance-based compensation for subsequent years[351] Internal Controls - Management identified material weaknesses in internal control over financial reporting, including inadequate U.S. GAAP expertise and lack of a functional internal audit department[360] - Plans to address identified weaknesses include hiring qualified accounting personnel and implementing regular U.S. GAAP training programs[360] - The company has not identified any changes in internal control over financial reporting that materially affected its internal control during the quarter ended December 31, 2025[359] - Disclosure controls and procedures were deemed ineffective as of December 31, 2025, due to material weaknesses[357] Corporate Governance - The company plans to strengthen corporate governance as part of its remedial measures[360]

Table of contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-11302 KeyCorp Exact name of registrant as specified in its charter: Ohio 34-6542451 State or other jurisdiction of incorporation or organization: I.R.S. Employer Identification Number: | 127 Public Square, Cleveland, Ohio | 44114-1306 | | --- | --- | | Address of principal executive offices: | Zip Co ...

Employee Engagement and Workforce - The company had approximately 5,700 employees globally as of December 31, 2025, with 3,100 in the Americas, 1,900 in Europe, and 700 in APMEA[49] - The global employee engagement survey achieved an 85% participation rate in 2025, indicating strong employee involvement[60] - The company has a robust talent management strategy, including a global employee referral bonus program and a college internship program to attract top talent[51] - The company has a diverse executive team, including a Chief Executive Officer, Chief Financial Officer, and Chief Operating Officer, with extensive experience in various industries[76][77][79][80] - The company has expanded its leadership team with directors who have significant experience in technology, engineering, and industrial sectors[83][84][85][86] Sustainability and Environmental Impact - The company has made substantial progress in reducing its environmental impact, including a reduction in global water consumption and greenhouse gas emissions through smart monitoring systems[65] - The company is committed to high governance standards and has adopted a Code of Business Conduct applicable to all employees and Board members worldwide[67] - The company is strong focus on sustainability, with a Chief Sustainability Officer appointed to oversee these efforts[81] - The company supported various charitable organizations in 2025, including funding the construction of six AquaTowers to provide clean drinking water in Mexico, India, and the Philippines[66] - In 2025, the company was recognized as one of America's Most Responsible Companies for the seventh consecutive year and one of America's Greenest Companies for the third consecutive year[68] Product Development and Innovation - The company invested in its smart and connected product pipeline, focusing on technologies that enhance water safety and efficiency, including leak detection systems and advanced strainers[45] - The company expanded its Nexa-enabled ecosystem in 2025, integrating key hardware with its intelligent water management platform to enhance user experience[46] - The company has seen increased demand for energy-efficient products and water conservation devices due to growing concerns about climate change and sustainability[64] Financial Management and Risk - The company uses derivative financial instruments primarily to reduce exposure to adverse fluctuations in foreign exchange rates, interest rates, and costs of certain raw materials[286] - Approximately 80% to 85% of the forecasted intercompany purchases between one of the Canadian subsidiaries and U.S. operating subsidiaries are hedged using forward exchange contracts for the next twelve months[288] - The fair value of designated foreign hedge contracts outstanding as of December 31, 2025, was a liability of less than $0.1 million[288] - The company entered into an interest rate swap on March 30, 2021, with a notional amount of $100.0 million, paying a fixed rate of 1.02975%[289] - An additional interest rate swap was entered into on October 23, 2023, as part of the acquisition of Bradley, with a fixed rate of 4.844% on a notional amount of $100.0 million[289] - The company’s consolidated earnings are subject to translation risks due to changes in foreign currency exchange rates, particularly with the euro, Canadian dollar, and Chinese yuan[287] - The company does not enter into derivative financial instruments for trading purposes, adhering to a policy of using them solely for hedging underlying economic exposure[286] - The company’s non-U.S. subsidiaries transact most business in foreign currencies, primarily for purchases or sales of materials[288] Legal and Compliance - The company maintains product liability and other insurance coverage, which may not be adequate to fully protect against substantial damage claims[70] - The company has been named as a potentially responsible party for a limited number of identified contaminated sites, with environmental liabilities recorded based on the most probable cost of remediation[71] - The company is currently defending lawsuits related to asbestos exposure, with no substantial evidence found against its products[72] - The company has faced various litigation matters arising from its operations, which are being monitored and managed[73] Reporting and Transparency - The company provides free access to its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K through its website[74]

Exhibit 99.1 Lincoln Educational Services' Fourth Quarter and Full Year 2025 Results Exceed Financial Guidance; Continued Strong Growth Forecasted for 2026 "Second, our carefully executed new campus development and program replication strategies are delivering strong results. Third, our core operations continue to demonstrate consistent growth. Together these drivers have led Lincoln to exceed the financial guidance we had consistently raised for 2025 and set the stage for consistent long-term growth in the ...

Capital Expenditure and Investment Plans - Dominion Energy's capital expenditure plan for 2026 through 2030 is approximately $65 billion, focusing on zero-carbon and renewable generation, grid transformation, and reliability improvements[11]. - Virginia Power's capital plan for 2026 through 2030 includes spending approximately $55 billion to construct new generation capacity and upgrade transmission and distribution facilities[35]. - The company plans to invest approximately $6.9 billion from 2026 through 2030 to acquire or construct solar facilities and $2.0 billion for battery-storage facilities during the same period[63]. - Virginia Power expects to incur approximately $8.3 billion in capital expenditures for electric transmission projects from 2026 through 2030, focusing on reliability improvements and infrastructure replacement[65]. - Dominion Energy South Carolina (DESC) plans to invest approximately $8 billion from 2026 to 2030 to upgrade infrastructure and meet growing energy needs[83]. - DESC is pursuing the construction of a new natural gas-fired combustion turbine unit at Urquhart, expected to cost around $395 million and have a capacity of 200 MW by the end of 2028[95]. - DESC and Santee Cooper are jointly constructing a combined cycle electric generating plant with a net capacity of approximately 2.2 GW, expected to cost around $5 billion[96]. - Virginia Power's underground distribution line program has an annual investment cap of approximately $387 million and is expected to be completed by 2029, with $1.4 billion in capital spending already approved[67]. Regulatory and Compliance Matters - The company has received regulatory approvals for its foreign currency risk mitigation plan related to the CVOW Commercial Project, ensuring cost recovery mechanisms are in place[57]. - The Federal Energy Regulatory Commission (FERC) regulates Virginia Power's wholesale sales and transmission of electricity, allowing market-based sales in the PJM wholesale market[154]. - Virginia Power's retail electric base rates in North Carolina are regulated on a cost-of-service basis, with potential reviews if earnings exceed the authorized ROE[141]. - In South Carolina, DESC's retail electric base rates are also regulated on a cost-of-service basis, with a new law allowing annual adjustments if ROE deviates by more than 50 basis points from the approved rate[145]. - DESC is recovering capital costs related to the NND Project over a 20-year period through a capital cost rider, which will decline as the capital cost rate base is reduced[147]. - DESC's natural gas base rates can be adjusted annually for recovery of costs related to natural gas infrastructure, with a weather normalization adjustment for winter billing[149]. Environmental and Sustainability Initiatives - Dominion Energy supports a federal climate change program and aims to reduce greenhouse gas emissions while meeting customer needs, in line with the Virginia Clean Economy Act (VCEA)[170]. - Dominion Energy aims for net zero carbon and methane Scope 1 and Scope 2 emissions by 2050, with significant reductions in Scope 3 emissions as well[178]. - The company has reduced direct Scope 1 CO2 equivalent carbon and methane emissions from electric generation by 46% since 2005, with total emissions reported at 31.9 million metric tons in 2024[193][196]. - Dominion Energy's solar assets have a total potential generating capacity of 7.8 GW, with 3.2 GW operational across five states as of December 31, 2025[184]. - The company operates renewable natural gas facilities in collaboration with dairy farmers to capture and convert methane emissions[186]. - Dominion Energy's energy efficiency programs include incentives for customers to upgrade systems, weatherization assistance, and rebates for high-efficiency equipment[198]. - Dominion Energy incurred environmental protection and monitoring expenses of $324 million, $314 million, and $269 million in 2025, 2024, and 2023 respectively, with expectations of $345 million and $340 million for 2026 and 2027[202]. - Capital expenditures related to environmental controls were $169 million, $216 million, and $132 million for 2025, 2024, and 2023 respectively, with projections of $140 million and $85 million for 2026 and 2027[202]. Operational Performance and Energy Generation - The company expects about 95% of its earnings to come from state-regulated utility operations in Virginia, North Carolina, and South Carolina[12]. - Data centers accounted for 28% and 26% of Virginia Power's electricity sales for the years ended December 31, 2025, and 2024, respectively[36]. - Virginia Power's energy output in 2025 is primarily from natural gas (39%), followed by nuclear (25%), purchased power (24%), coal (7%), and renewable sources (5%)[69]. - DESC's energy output in 2025 consists of 42% natural gas, 23% nuclear, 23% coal, and 12% renewable sources[97]. - Millstone's earnings are influenced by market-based prices for electricity and capacity, with about 50% of its output sold under power purchase agreements initiated in October 2019[112]. Project Developments and Future Plans - Virginia Power plans to continue its ten-year plan to transform its electric grid, enhancing reliability and integrating renewable generation and storage[37]. - The company completed the sale of its 50% noncontrolling interest in Cove Point for approximately $3.3 billion in cash proceeds[25]. - Dominion Energy entered into agreements to sell its regulated gas distribution operations to Enbridge for a total of $9.3 billion in cash consideration and the assumption of related long-term debt[18][19]. - Virginia Power's CVOW Commercial Project has an estimated total project cost of approximately $11.5 billion, with a projected levelized cost of energy of about $84/MWh, up from the initial estimate of $80-90/MWh[48]. - Virginia Power has entered into fixed price contracts for offshore construction components, including approximately €2.6 billion and 5.1 billion kr., to mitigate foreign currency risk[52]. - Virginia Power completed the acquisition of a 40,000-acre lease for the CVOW South project for approximately $160 million, which could generate 800 MW if approved[75]. - The company has received approval for the Chesterfield Energy Reliability Center, expected to cost $1.5 billion and have a generating capacity of 944 MW, to be operational by 2029[64]. - Virginia Power's joint planning initiative with AEP and FirstEnergy for high-voltage transmission lines is expected to involve an investment of approximately $1.0 billion from 2026 through 2030[66]. Financial Performance and Earnings - DESC's revenue variability is influenced by changes in rates, weather, customer growth, and economic factors impacting consumption[84]. - DESC's electric business earnings are seasonally impacted, with demand peaking during summer and winter months, but revenue from heating does not match that from cooling due to pricing differentials[103]. - DESC's gas distribution earnings primarily occur during the heating season from November to March, with mechanisms in place to mitigate weather-related fluctuations[104]. - The estimated decommissioning cost for DESC's 66.7% ownership in Summer is $911 million, with $291 million in trust funds as of December 31, 2025[108]. - The total estimated decommissioning costs for Millstone units amount to $3.235 billion, with $4.011 billion in trust funds as of December 31, 2025[125]. - Virginia Power's nuclear decommissioning costs are estimated at approximately $3.5 billion, with funds in trust amounting to $4.86 billion as of December 31, 2025[87]. - Dominion Energy's Contracted Energy capital plan for 2026 through 2030 includes approximately $2 billion in spending to support operations at Millstone[111]. - Dominion Energy plans to seek 20-year license extensions for Millstone Units 2 and 3, allowing operations through 2055 and 2065, respectively[123].

Exhibit 99.1 "While sales volumes were impacted by external headwinds, our gross margins remained resilient, supported by disciplined cost management and operational efficiency. At the same time, we continued to invest in the product development and global reach that will drive long-term value for our customers. We also took deliberate steps to reinforce our financial position and preserve the resources needed to support innovation and service." Socket Mobile Reports Fourth Quarter 2025 and Full Year Result ...

Homebuilding Performance - Homebuilding revenues for Q4 2025 were $1.2 billion, a decrease of 24% compared to Q4 2024[10] - Home closings in Q4 2025 totaled 2,536, down from 3,008 in Q4 2024[5] - Full year 2025 net sales were 7,747, up 15% from 6,727 in 2024[5] - Homebuilding revenues for the year ended December 31, 2025, were $4,145,347, reflecting a 6.1% increase from $4,397,877 in 2024[26] - The average sales price of homes closed in Q4 2025 was $460,442, down 9.2% from $507,477 in Q4 2024[28] - The number of home closings in Q4 2025 was 2,536, a decrease from 3,008 in Q4 2024[28] Financial Performance - The company reported a net income of $59 million, or $0.60 per basic share, down from $129 million, or $1.35 per basic share in Q4 2024[14] - Total revenues for the three months ended December 31, 2025, were $1,212,668, a decrease of 22.2% compared to $1,559,880 for the same period in 2024[26] - Earnings per share for Q4 2025 were $0.60, a decrease from $1.35 in Q4 2024[26] Backlog and Pipeline - The backlog as of December 31, 2025, included 1,839 homes valued at $0.8 billion, compared to 2,619 homes valued at $1.2 billion as of September 30, 2025[16] - The backlog as of December 31, 2025, was 1,839 units, with a total backlog value of $821,292, down from 2,599 units and $1,304,463 in 2024[28] - The controlled lot pipeline grew to 63,121 as of December 31, 2025, compared to 54,698 a year earlier[5] - The company expects approximately 9,250 home closings for the full year 2026[20] Gross Margin and Debt - Homebuilding gross margin for Q4 2025 was $192,976, representing a gross margin percentage of 16.7%, down from 17.7% in Q4 2024[28] - Adjusted homebuilding gross margin for Q4 2025 was $298,361, with an adjusted gross margin percentage of 25.7%, compared to 26.9% in Q4 2024[33] - Net homebuilding debt to net capitalization increased to 41.8% in 2025 from 33.7% in 2024[37] Cancellation and Financial Services - The cancellation rate for Q4 2025 was 15.9%, a decrease from 18.8% in Q4 2024[28] - Financial services revenues increased by 109% to $28 million in Q4 2025, primarily due to the acquisition of Alliant Title[18] - The company repurchased 1,832,865 Class A common shares for $41.8 million during the year ended December 31, 2025[5]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-14010 Waters Corporation (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) 34 Maple Street Mil ...

Market Opportunity and Growth - GeneDx has amassed one of the largest rare disease datasets globally, GeneDx Infinity, powered by data from over 2.5 million tests, including over 1 million exomes and genomes [26]. - In 2025, GeneDx added 30% more rare disease exomes and genomes to GeneDx Infinity than in the previous 24 years combined [26]. - The company aims to capture a nearly $25 billion market opportunity in pediatric and rare diseases and a nearly $20 billion market opportunity for adult diseases and disorders [30]. - GeneDx plans to expand its market presence in the pediatric outpatient setting, particularly among general pediatricians, and into the Neonatal Intensive Care Unit (NICU) [28]. - The company expects to achieve a mix of revenue from diagnostic tests, data solutions, newborn screening products, and interpretation services in the long term [37]. Technological Advancements - GeneDx has reduced sequencing costs significantly since inception and expects further declines in costs going forward [32]. - The company leverages AI tools, such as a machine learning-powered gene ranker, to improve the speed and accuracy of genomic data interpretation [26]. - The company is enhancing its offerings with AI technologies, including a partnership with Fabric Genomics for Next Generation Sequencing analysis [129]. Regulatory Compliance and Risks - The company is committed to maintaining compliance with extensive and frequently changing laws and regulations, including the Clinical Laboratory Improvement Amendments (CLIA) and state regulations [53]. - The company is currently offering laboratory developed tests (LDTs) and is monitoring potential changes in FDA oversight that could impose additional regulatory requirements [61]. - The company is subject to various federal and state healthcare fraud and abuse laws, including the Stark Law and Anti-Kickback Statute, which impose significant penalties for violations [71][72]. - The company must comply with HIPAA regulations to protect the privacy and security of protected health information (PHI), with potential penalties for non-compliance [80][84]. - The company is required to adhere to environmental and safety regulations regarding the handling and disposal of medical waste and hazardous materials [70]. Financial Performance and Challenges - The company has incurred net losses since inception, with an accumulated deficit of approximately $1.4 billion as of December 31, 2025 [131]. - The company’s operating results may fluctuate significantly, increasing stock price volatility and potential losses for shareholders [111]. - The company’s revenue growth rate may decline over time due to increasing competition and expansion into new fields, potentially impacting operating margins [177]. - The complexity of reimbursement and billing processes may lead to denied claims and substantial obligations to repay overpayments [106]. Human Capital and Management - The company employs nearly 1,300 individuals and emphasizes human capital management as critical to long-term success, investing in personal development and career growth [49]. - The company offers competitive compensation and benefits to attract and retain high-quality talent, including bonuses, equity awards, and comprehensive health benefits [51]. Strategic Partnerships and Acquisitions - The company completed the acquisition of Fabric Genomics in May 2025, which may enhance its product platform and market reach [188]. - The company aims to optimize its services to become the preferred solutions provider for biopharma companies, focusing on finding rare disease patients for clinical trials and supporting R&D for targeted therapies [41]. Market Competition and Positioning - Intense competition exists in the market, requiring the company to continuously innovate and provide useful products and services to remain competitive [119]. - The company’s success depends on the clinical acceptance of its tests, particularly exome and whole genome sequencing, which remains uncertain [113]. Data Privacy and Security - The company has established a trade secrecy program to protect its proprietary information and trade secrets, which are critical for maintaining its competitive position [46]. - The company has experienced security incidents involving unauthorized disclosure of PHI, which may require reporting to regulatory bodies and could impact reputation [208]. International Expansion and Risks - Approximately 1.5% of GeneDx's revenues are derived from referral sources outside of the United States, with plans to increase international revenue over time [38]. - The company is exploring international expansion, which could expose it to various business and regulatory risks [147]. Compliance with Consumer Protection Laws - The California Consumer Privacy Act (CCPA) imposes fines of up to $2,663 for each violation and $7,988 for intentional violations [89]. - By the end of 2025, sixteen other states will have consumer privacy laws in effect, potentially increasing compliance costs for the company [90]. Research and Development - The company must continue to invest heavily in research and development to enhance its diagnostics and health information technologies [119]. - The development and commercialization of new tests or services are complex and uncertain, requiring significant resources and time [166].

Financial Performance - In 2025, the company recorded a net loss attributable to common stockholders of $105.9 million, a decrease of $22.7 million from the previous year's loss of $128.6 million[548]. - Revenue for the year ended December 31, 2025 was $3.2 million, an increase of 15% from $2.9 million in 2024[552][553]. - CGI's gross profit for the year ended December 31, 2025 was $2.1 million, a 13% increase from $1.9 million in 2024[553]. - The provision for credit loss expense for the year ended December 31, 2025 was $10.3 million, related to expected credit loss from Red Sun[551]. - VRB Energy reported no revenue for the year ended December 31, 2025, a decrease from $0.1 million in 2024[554]. Exploration and Project Development - Exploration expenses for 2025 were $63.3 million, down from $130.9 million in 2024, with significant reductions in costs associated with the Santa Cruz Copper Project[549]. - The Santa Cruz Copper Project is projected to produce 1.4 million tonnes of copper cathode over a 23-year mine life, with an estimated after-tax Net Present Value of $1.4 billion at an 8% discount rate[530]. - The Preliminary Feasibility Study for the Santa Cruz Copper Project confirmed the economic viability of an underground mining operation, with an initial project capital estimated at $1.24 billion[530]. - Exploration expenditures for the Alacrán Project were $19.4 million in 2025, up from $14.8 million in 2024[550]. - The company completed the final three land acquisition payments totaling $39.3 million for the Santa Cruz Copper Project, satisfying all terms of the 2023 Purchase and Sale Agreement[531]. Financing Activities - The company completed a public offering in October 2025, issuing 11,500,000 shares at $15.00 per share for gross proceeds of approximately $172.5 million[526]. - The company received $81.5 million from the exercise of approximately 11.6 million Warrants at $7.00 per share in early 2026[568]. - Net cash provided by financing activities for the year ended December 31, 2025 was $214.7 million, mainly from $231.1 million raised in two public offerings[590]. - Mesa Cobre closed a $200.0 million senior secured multi-draw Bridge Facility to support the Santa Cruz Copper Project, which is currently undrawn[570]. - The company received a Letter of Interest from EXIM Bank for potential debt financing of up to $825 million for the Santa Cruz Copper Project, with a 15-year repayment term[571]. Cash and Liquidity - Cash and cash equivalents as of December 31, 2025 were $173.3 million, with a working capital balance of $126.3 million[567]. - As of December 31, 2025, consolidated cash balances totaled $173.3 million, with $170.2 million in the USA and $2.5 million in Canada[577]. - Net cash used in operating activities for the year ended December 31, 2025 was $89.2 million, primarily due to $61.1 million in exploration expenditures and $29.4 million in general and administrative costs[584]. - The net cash provided by investing activities for the year ended December 31, 2025 was $4.6 million, partly due to $9.7 million received from the sale of VRB China[587]. - As of December 31, 2025, total material cash obligations amounted to $38.8 million, including $33.7 million related to convertible debt[596]. Joint Ventures and Partnerships - The company has established a 50/50 joint venture with Saudi Arabian Mining Company to explore minerals on approximately 50,000 km of the Arabian Shield[521]. - Cordoba Minerals Corp. signed a definitive Framework Agreement for the sale of its remaining 50% interest in the Alacrán Copper Project for up to $128.0 million, with $88.0 million in cash at closing[533]. Tax and Regulatory Matters - The company recognizes uncertain income tax positions if they are more likely than not to be sustained, with no uncertain tax positions reported as of December 31, 2025[609]. - The realization of deferred tax assets is contingent on future taxable income generation, with valuation allowances provided for amounts not likely to be recognized[608]. - The company is subject to income tax laws in multiple jurisdictions, including the United States, Colombia, Canada, Australia, the Ivory Coast, and Peru[605]. Currency and Market Risks - The recoverable value of exploration mineral interests is subject to market factors such as commodity prices and geopolitical circumstances, which could materially impact financial statements[603]. - The appreciation of the Colombian Peso against the U.S. dollar was 15.2% for the year ended December 31, 2025, while the Canadian dollar appreciated by 4.7%[613]. - A 10% depreciation or appreciation of foreign currencies against the U.S. dollar would have resulted in an approximate $0.2 million decrease or increase in the company's net loss for the year ended December 31, 2025[613]. Debt Obligations - The balance of principal and interest on the convertible bond issued by VRB Energy was $33.7 million as of December 31, 2025, classified as a current liability[578]. - The company has a fixed-rate debt of $33.7 million with an interest rate of 8.0% per annum, while variable-rate debt is $nil[610]. - The company has an undrawn $200.0 million Bridge Facility related to the Santa Cruz Copper Project, which will have an interest rate of the secured overnight financing rate plus 5.0% when drawn[611].