Acquisition Strategy - As of March 31, 2025, the Company has acquired nine insurance agencies as part of its aggressive acquisition strategy[61] - The Company plans to acquire 80% of Spetner Associates for $16,050,000, which includes $6,500,000 in cash and the issuance of common stock and promissory notes[62] - The Company focuses on acquiring undervalued wholesale and retail insurance agencies in growing or underserved segments, including healthcare and Medicare[68] - The Company aims to expand its business through continued asset acquisitions and organic growth over the next 12 months[62] Financial Performance - Commission income for Q1 2025 was $4,236,220, a 4% increase from $4,082,438 in Q1 2024[77] - Total operating expenses decreased by 38% to $5,643,362 in Q1 2025 from $9,114,159 in Q1 2024[77] - Net loss improved to $(1,736,882) in Q1 2025, a 68% reduction from $(5,346,663) in Q1 2024[79] - AEBITDA for Q1 2025 was $145,407, compared to $(73,654) in Q1 2024, representing a significant turnaround[79] - Cash balance as of March 31, 2025, was approximately $1,812,000, with negative working capital of approximately $77,000[80] - Net cash provided by operating activities was $197,830 in Q1 2025, compared to net cash used of $(204,382) in Q1 2024[83] - Cash used in investing activities was approximately $14,944 in Q1 2025, down from $29,444 in Q1 2024[85] - Cash used in financing activities decreased to $169,073 in Q1 2025 from $392,100 in Q1 2024[86] - The company experienced a 15% increase in commission expenses, correlating with revenue growth[77] Operational Strategy - The 5MinuteInsure.com platform operates in 46 states and allows consumers to compare quotes from up to 30 insurance carriers, utilizing advanced AI and data mining techniques[62] - RELI Exchange has increased its agent roster by over 300% since its inception, providing a B2B InsurTech platform for agency partners[63] - The Company adopted a "OneFirm" strategy to enhance market presence and improve relationships with carriers, leading to better commission contracts[64] Market Challenges - The competitive landscape includes challenges from technology companies entering the insurance intermediary business and direct sales by insurance companies[65] - The company noted potential impacts of inflation on operating expenses, particularly in labor and facility leases[81] Stock and Shareholder Information - The Company effectuated a 1-for-17 reverse stock split on July 1, 2024, resulting in a rounding addition of approximately 110,350 shares valued at par, totaling $9,490[72] Key Financial Metrics - Adjusted EBITDA (AEBITDA) is a key financial performance metric used by the Company to evaluate operational performance across reporting periods[73]

[Key Financial Highlights](index=1&type=section&id=Key%20Financial%20Highlights) Grove reported an 18.7% revenue decline to $43.5 million in Q1 2025, with Adjusted EBITDA swinging from positive $1.9 million to negative $1.6 million, and an amended Asset-Based-Loan Facility Q1 2025 Key Financial Results vs. Q1 2024 | Metric | Q1 2025 | Q1 2024 | Change | | :--- | :--- | :--- | :--- | | Total Revenue | $43.5 million | $53.5 million | -18.7% | | Net Loss | $3.5 million | $3.4 million | +$0.1M | | Adjusted EBITDA | $(1.6) million | $1.9 million | -$3.5M | - The company's eCommerce platform migration had a negative impact of **$2 to $3 million** on Q1 2025 revenue[6](index=6&type=chunk) - Grove amended its Asset-Based-Loan Facility, increasing availability and extending the maturity to April 2028[6](index=6&type=chunk)[11](index=11&type=chunk) [CEO's Remarks](index=1&type=section&id=CEO%27s%20Remarks) The CEO expressed dissatisfaction with Q1 performance, noting the turnaround is slower than expected, yet highlighted internal progress in conversion rates and order economics expected to drive second-half momentum and long-term growth - The CEO is not satisfied with Q1 performance and stated the company's turnaround is taking longer than expected[3](index=3&type=chunk) - Despite the revenue decline, the company is observing positive internal trends such as **stronger first order conversion rates** and **better order economics**[4](index=4&type=chunk) - Management believes these foundational improvements will drive **momentum in the back half of the year** and set the stage for **long-term growth**[4](index=4&type=chunk) [First Quarter 2025 Financial Results](index=1&type=section&id=First%20Quarter%202025%20Financial%20Results) Q1 2025 revenue declined 18.7% to $43.5 million due to lower repeat orders and platform migration, resulting in a net loss of $3.5 million and negative Adjusted EBITDA of $1.6 million, with cash and equivalents decreasing to $13.5 million - Revenue declined **18.7% YoY** to **$43.5 million**, driven by lower repeat order volume and temporary disruptions from the eCommerce platform migration, which negatively impacted revenue by an estimated **$2.0 to $3.0 million**[5](index=5&type=chunk) - Gross Margin fell to **53.0%** from **55.5% YoY**, mainly due to the elimination of certain customer fees and a reduced benefit from selling previously reserved inventory[7](index=7&type=chunk) - Operating Expenses decreased by **12.2%** to **$26.6 million**, driven by lower stock-based compensation and fulfillment costs, though partially offset by higher advertising spend[8](index=8&type=chunk) - Cash, Cash Equivalents, and Restricted Cash decreased from **$24.3 million** to **$13.5 million** during the quarter, reflecting negative operating cash flow and cash used for the acquisitions of Grab Green and 8Greens[10](index=10&type=chunk) [First Quarter 2025 Key Metrics](index=2&type=section&id=First%20Quarter%202025%20Key%20Metrics) Key direct-to-consumer metrics in Q1 2025 showed declines, with Total Orders falling 20.0% to 622,000 and Active Customers decreasing 16.0% to 678,000, while Plastic Intensity improved to 0.99 pounds per $100 of revenue Q1 2025 Key DTC Metrics vs. Q1 2024 | Metric (in thousands, except per order data) | Q1 2025 | Q1 2024 | YoY Change | | :--- | :--- | :--- | :--- | | DTC Total Orders | 622 | 773 | -20.0% | | DTC Active Customers | 678 | 807 | -16.0% | | DTC Net Revenue Per Order | $66.49 | $66.27 | +0.3% | - The decline in DTC Total Orders and Active Customers was primarily driven by lower advertising spend in 2024 and temporary disruptions from the eCommerce platform migration[12](index=12&type=chunk)[13](index=13&type=chunk) - Plastic Intensity, a measure of pounds of plastic per $100 in net revenue, improved to **0.99 pounds** in Q1 2025 from **1.08 pounds** in Q1 2024[14](index=14&type=chunk) [Financial Outlook](index=3&type=section&id=Financial%20Outlook) The company revised its full-year 2025 guidance, projecting revenue to decline by mid-single-digit to low-double-digit percentages and Adjusted EBITDA to range from negative low single-digit millions to positive low single-digit millions, with Q1 expected as the lowest revenue quarter Full-Year 2025 Revised Guidance | Metric | FY 2025 Outlook | | :--- | :--- | | Revenue | Decline of mid-single-digit to low double-digit % YoY | | Adjusted EBITDA | Negative low single-digit millions to positive low single-digit millions | - The company expects Q1 2025 to be the **lowest revenue quarter**, with improvement through Q2 and Q3, leading to **slight YoY growth in Q4**[19](index=19&type=chunk) - The outlook incorporates the impact of the eCommerce platform migration and assumes the company can mitigate most of the impact from tariffs through pricing, supplier renegotiations, and sourcing shifts[16](index=16&type=chunk) [Financial Statements](index=6&type=section&id=Financial%20Statements) This section presents Grove Collaborative Holdings, Inc.'s unaudited consolidated financial statements, including Balance Sheets, Statements of Operations, and Statements of Cash Flows, for periods ending March 31, 2025 [Consolidated Balance Sheets](index=6&type=section&id=Consolidated%20Balance%20Sheets) Consolidated Balance Sheets (in thousands) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Assets** | **$59,838** | **$65,010** | | Cash and cash equivalents | $9,605 | $19,627 | | Inventory | $22,039 | $19,351 | | **Total Liabilities** | **$46,714** | **$48,787** | | Accounts payable | $8,392 | $6,800 | | **Total stockholders' deficit** | **$(11,648)** | **$(8,549)** | [Consolidated Statements of Operations](index=7&type=section&id=Consolidated%20Statements%20of%20Operations) Consolidated Statements of Operations (in thousands) | Account | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Revenue, net | $43,547 | $53,545 | | Gross profit | $23,064 | $29,740 | | Operating loss | $(3,508) | $(533) | | **Net loss** | **$(3,547)** | **$(3,391)** | | Net loss per share | $(0.10) | $(0.10) | [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Consolidated Statements of Cash Flows (in thousands) | Account | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(6,872) | $(12,380) | | Net cash used in investing activities | $(3,389) | $(518) | | Net cash used in financing activities | $(536) | $(381) | | **Net decrease in cash** | **$(10,797)** | **$(13,279)** | | Cash at end of period | $13,507 | $81,584 | [Non-GAAP Financial Measures](index=4&type=section&id=Non-GAAP%20Financial%20Measures) The company uses non-GAAP measures like Adjusted EBITDA and Adjusted EBITDA margin to supplement GAAP results, with Q1 2025 Adjusted EBITDA at negative $1.6 million (-3.7% margin), a decline from positive $1.9 million (3.5% margin) in Q1 2024 Reconciliation of Net Loss to Adjusted EBITDA (in thousands) | Line Item | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | **Net loss** | **$(3,547)** | **$(3,391)** | | Stock-based compensation | $969 | $3,113 | | Depreciation and amortization | $378 | $2,201 | | Interest expense | $346 | $4,129 | | Restructuring and severance related costs | $— | $(2,885) | | Transaction related costs | $563 | $— | | **Total Adjusted EBITDA** | **$(1,598)** | **$1,893** | | **Net loss margin** | **(8.1)%** | **(6.3)%** | | **Adjusted EBITDA margin** | **(3.7)%** | **3.5%** | - Grove defines Adjusted EBITDA as net loss adjusted for items including stock-based compensation, depreciation & amortization, changes in fair values of derivative liabilities, interest, restructuring costs, transaction costs, and taxes[25](index=25&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT OF 1934 For the transition period from _______ to _______ Commission file number: 001-32501 REED'S, INC. (Exact name of registrant as specified in its charter) (State of incorporation) Delaware 35-2177773 (I.R.S. Employer Identificati ...

[PART I. FINANCIAL INFORMATION](index=6&type=section&id=PART%20I.%2E%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements (Unaudited)](index=6&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) The unaudited financial statements for Q1 2025 reveal a net loss of $57.5 million and reduced cash, raising substantial doubt about the company's going concern ability [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet as of March 31, 2025, shows a decline in total assets and stockholders' equity, primarily due to reduced cash and cash equivalents | | March 31, 2025 (in thousands) | December 31, 2024 (in thousands) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $138,851 | $168,074 | | Total current assets | $142,685 | $171,936 | | Total assets | $297,909 | $335,578 | | **Liabilities and Stockholders' Equity** | | | | Total current liabilities | $30,876 | $25,573 | | Total liabilities | $189,067 | $185,290 | | Total stockholders' equity | $108,842 | $150,288 | [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) The statement of operations for Q1 2025 reports an increased net loss of $57.5 million, primarily driven by higher research and development expenses | | Three Months Ended March 31, 2025 (in thousands) | Three Months Ended March 31, 2024 (in thousands) | | :--- | :--- | :--- | | Research and development | $43,644 | $29,931 | | General and administrative | $15,429 | $16,124 | | **Total operating expenses** | **$59,073** | **$46,055** | | Loss from operations | ($59,073) | ($46,055) | | **Net loss** | **($57,461)** | **($43,039)** | | Net loss per common share | ($1.09) | ($0.82) | [Condensed Consolidated Statements of Stockholders' Equity](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) Stockholders' equity significantly declined to $108.8 million by March 31, 2025, primarily due to the quarterly net loss - Stockholders' equity fell by **$41.4 million** during Q1 2025, from **$150.3 million** to **$108.8 million**, mainly due to the quarterly net loss[26](index=26&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities for Q1 2025 was $29.1 million, contributing to a significant decrease in total cash and equivalents | | Three Months Ended March 31, 2025 (in thousands) | Three Months Ended March 31, 2024 (in thousands) | | :--- | :--- | :--- | | Net cash used in operating activities | ($29,077) | ($39,600) | | Net cash used in investing activities | ($270) | ($166) | | Net cash provided by financing activities | $124 | $38 | | **Net decrease in cash** | **($29,223)** | **($39,728)** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) The notes detail liquidity concerns, a $1.9 million lease impairment, and increased R&D expenses, raising substantial doubt about the company's going concern - The company's existing cash and cash equivalents may not be sufficient to meet anticipated operating and capital expenditure requirements for the next 12 months, raising **substantial doubt** about its ability to continue as a going concern[35](index=35&type=chunk) - In March 2025, the company subleased its building at 1200 Page Mill Road, which triggered a review and resulted in a non-cash lease impairment expense of **$1.9 million**[42](index=42&type=chunk)[60](index=60&type=chunk) R&D Expense Category | R&D Expense Category | Q1 2025 (in thousands) | Q1 2024 (in thousands) | | :--- | :--- | :--- | | Tarcocimab program | $14,276 | $5,969 | | KSI-501 and KSI-101 programs | $4,217 | $2,221 | | ABC Platform and other | $5,645 | $2,586 | | Payroll and personnel | $14,270 | $14,359 | | Facilities and other | $5,236 | $4,796 | | **Total R&D Expenses** | **$43,644** | **$29,931** | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=17&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses clinical program progress, a **$13.7 million** increase in R&D expenses, and reiterates substantial doubt about the company's ability to continue as a going concern - The company is focused on three clinical programs: tarcocimab (anti-VEGF), KSI-501 (anti-IL-6, VEGF-trap bispecific conjugate), and KSI-101 (anti-IL-6, VEGF-trap bispecific protein) for retinal diseases[82](index=82&type=chunk)[83](index=83&type=chunk)[84](index=84&type=chunk) - Key clinical milestones include completing enrollment for the Phase 3 GLOW2 study (tarcocimab), with topline data expected in Q1 2026, and actively enrolling the Phase 3 DAYBREAK study (tarcocimab and KSI-501), with data expected in Q2 2026[89](index=89&type=chunk)[93](index=93&type=chunk)[95](index=95&type=chunk) Expense Category | Expense Category | Q1 2025 (in thousands) | Q1 2024 (in thousands) | Change (in thousands) | | :--- | :--- | :--- | :--- | | Research and development | $43,644 | $29,931 | $13,713 | | General and administrative | $15,429 | $16,124 | ($695) | | **Net loss** | **($57,461)** | **($43,039)** | **($14,422)** | - The company has **substantial doubt** about its ability to continue as a going concern, with current cash and cash equivalents of **$138.9 million** expected to fund operations only into 2026[117](index=117&type=chunk)[118](index=118&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=24&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) No material changes to the company's market risk disclosures were reported for the three months ended March 31, 2025 - There were no material changes to the company's market risk disclosures during the three months ended March 31, 2025[132](index=132&type=chunk) [Item 4. Controls and Procedures](index=24&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2025, with no material changes to internal control over financial reporting - Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2025[134](index=134&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[135](index=135&type=chunk) [PART II. OTHER INFORMATION](index=25&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=25&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no pending legal claims or actions expected to have a material adverse effect on its financial condition or operations - As of the date of the report, the company is not involved in any legal proceedings that could have a material adverse effect on its business[137](index=137&type=chunk) [Item 1A. Risk Factors](index=25&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks including its going concern status, dependence on clinical trial success, intense competition, and complex regulatory and manufacturing challenges - The company's financial condition raises **substantial doubt** about its ability to continue as a going concern due to a history of significant net losses and the need for additional financing to complete development and commercialization[349](index=349&type=chunk)[350](index=350&type=chunk) - The company's prospects are heavily dependent on the clinical success of its tarcocimab, KSI-501, and KSI-101 product candidates, and past positive results are not predictive of future outcomes[141](index=141&type=chunk)[142](index=142&type=chunk) - Kodiak faces significant competition from large pharmaceutical companies like Roche and Regeneron, whose products Vabysmo and Eylea HD are already approved and have gained significant market share for treating retinal diseases[177](index=177&type=chunk)[178](index=178&type=chunk) - The company relies on third-party manufacturers for its product candidates, which creates risks related to supply chain disruptions, regulatory compliance (cGMP), and manufacturing scale-up[186](index=186&type=chunk)[255](index=255&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=68&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities or use of proceeds were reported during the period - None[386](index=386&type=chunk) [Item 3. Defaults Upon Senior Securities](index=68&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon its senior securities - None[387](index=387&type=chunk) [Item 4. Mine Safety Disclosures](index=68&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's business operations - None[388](index=388&type=chunk) [Item 5. Other Information](index=68&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted or terminated Rule 10b5-1 trading plans during Q1 2025 - During Q1 2025, no directors or officers adopted or terminated any Rule 10b5-1 trading plans or similar arrangements[389](index=389&type=chunk) [Item 6. Exhibits](index=69&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the 10-Q report, including corporate governance documents and Sarbanes-Oxley Act certifications - The report includes required exhibits such as corporate governance documents and officer certifications under the Sarbanes-Oxley Act (SOX 302 and 906)[391](index=391&type=chunk)

Financial Performance - Net loss for Q1 2025 was $37.0 million, or $0.86 loss per share, compared to a net loss of $21.6 million, or $0.64 loss per share in Q1 2024[11]. - Non-GAAP adjusted net loss for Q1 2025 was $34.7 million, or $0.81 loss per share, compared to $19.9 million, or $0.59 loss per share in Q1 2024[11][23]. - GAAP net loss for Q1 2025 was $36.997 million, compared to a loss of $21.612 million in Q1 2024, representing a 71.2% increase in losses year-over-year[25]. - Non-GAAP adjusted net loss for Q1 2025 was $34.699 million, up from $19.904 million in Q1 2024, indicating a 74.5% increase in adjusted losses[25]. - GAAP net loss per share for Q1 2025 was $0.86, compared to $0.64 per share in Q1 2024, reflecting a 34.4% increase in loss per share[25]. - Non-GAAP adjusted net loss per share for Q1 2025 was $0.81, compared to $0.59 per share in Q1 2024, showing a 37.3% increase in adjusted loss per share[25]. Operating Expenses - Total operating expenses for Q1 2025 were $36.1 million, up from $22.5 million in Q1 2024, representing a 60% increase[8]. - Research and development expenses increased to $32.2 million in Q1 2025 from $20.6 million in Q1 2024, a rise of approximately 56%[9]. - Net cash used in operating activities for Q1 2025 was $35.9 million, compared to $17.1 million in Q1 2024[13]. Assets and Cash Position - Cash, cash equivalents, and investments totaled approximately $206 million as of March 31, 2025, expected to fund clinical development through 2026[5][13]. - Total current assets decreased to $217.6 million as of March 31, 2025, from $244.6 million at the end of 2024[19]. Clinical Trials - The topline data for the PIK3CA wild-type cohort of the VIKTORIA-1 trial is anticipated in Q3 2025, with the primary completion date projected for June 2025[5][6]. - Enrollment is ongoing in the PIK3CA mutant cohort of the VIKTORIA-1 trial, with topline data expected in Q4 2025[5][6]. - The VIKTORIA-2 Phase 3 trial is on track to dose its first patient in Q2 2025[5][6]. Shareholder Information - Weighted average common shares outstanding increased to 43,052,757 in Q1 2025 from 33,612,054 in Q1 2024, a growth of 28.0%[25].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-Q ☒ 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 ______, 20___, to _____, 20___. Commission File Number 001-42538 JFB CONSTRUCTION HOLDINGS (Former name, former address and former fiscal year, if changed since last report) ...

Exhibit 99.1 STERIS Announces Financial Results for Fiscal 2025 Fourth Quarter and Full Year DUBLIN, IRELAND - (May 14, 2025) - STERIS plc (NYSE: STE) ("STERIS" or the "Company") today announced financial results for its fiscal 2025 fourth quarter and full year ended March 31, 2025. Total revenue from continuing operations for the fourth quarter of fiscal 2025 increased 4% to $1.5 billion compared with $1.4 billion in the fourth quarter of fiscal 2024. Constant currency organic revenue growth from continuin ...

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2025 Scilex Holding Company For the transition period from to Commission File Number 001-39852 (Exact Name of Registrant as Specified in Its Charter) Delaware 92-1062542 (State or Other Jurisdiction of Incor ...

PART I FINANCIAL INFORMATION This section covers the company's financial statements, management's analysis, market risk, and internal controls [Financial Statements](index=11&type=section&id=Item%201.%20Financial%20Statements) Q1 2025 financial statements show asset growth to **$513.9 million**, 18.8% revenue increase, but 8.7% net income decrease [Condensed Consolidated Balance Sheets](index=11&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased to **$513.9 million** by March 31, 2025, driven by real estate inventory and deposits, and liabilities rose Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | $12,651 | $22,363 | ($9,712) | | Real estate inventory | $294,991 | $277,834 | $17,157 | | Deposits on real estate | $119,339 | $103,026 | $16,313 | | **Total Assets** | **$513,919** | **$475,901** | **$38,018** | | Notes payable | $42,648 | $3,060 | $39,588 | | **Total Liabilities** | **$106,756** | **$74,174** | **$32,582** | | **Total Equity** | **$407,163** | **$401,727** | **$5,436** | [Condensed Consolidated Statements of Income](index=12&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Q1 2025 home closing revenue grew 18.8% to **$224.7 million**, but net income declined 8.7% to **$18.7 million** due to rising costs Condensed Consolidated Statements of Income (in thousands) | Metric | Q1 2025 | Q1 2024 | YoY Change | | :--- | :--- | :--- | :--- | | Home closing revenue | $224,722 | $189,209 | +18.8% | | Cost of home closings | $171,192 | $139,749 | +22.5% | | **Home closing gross profit** | **$53,530** | **$49,460** | **+8.2%** | | SG&A costs | $32,999 | $27,541 | +19.8% | | Income before income taxes | $19,567 | $21,407 | -8.6% | | **Net income** | **$18,710** | **$20,486** | **-8.7%** | | Net income attributable to Smith Douglas Homes Corp. | $2,683 | $2,972 | -9.7% | | Diluted EPS | $0.30 | $0.33 | -9.1% | [Condensed Consolidated Statements of Cash Flows](index=14&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities significantly increased to **$34.9 million** in Q1 2025, leading to a **$9.7 million** decrease in cash Summary of Cash Flows (in thousands) | Activity | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(34,905) | $(9,273) | | Net cash used in investing activities | $(2,106) | $(430) | | Net cash provided by financing activities | $27,299 | $22,704 | | **Net (decrease) increase in cash** | **$(9,712)** | **$13,001** | - The increased use of cash in operations in Q1 2025 was mainly due to a **$19.5 million** increase in real estate inventory and a **$17.0 million** increase in deposits on real estate under option or contract[202](index=202&type=chunk)[203](index=203&type=chunk) - Financing activities in Q1 2025 were driven by **$66.0 million** in borrowings under the revolving credit facility, partially offset by **$26.0 million** in repayments and **$13.9 million** in distributions[34](index=34&type=chunk)[35](index=35&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=17&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Notes detail the company's IPO, Up-C structure, accounting policies, **$1.16 billion** in lot-option commitments, and financial facilities - The company completed its IPO on January 16, 2024, raising net proceeds of approximately **$172.8 million** and reorganizing into an Up-C structure where Smith Douglas Homes Corp. is the sole managing member of Smith Douglas Holdings LLC[41](index=41&type=chunk)[42](index=42&type=chunk) - As of March 31, 2025, the company had total lot option contracts with a remaining purchase price of **$1.16 billion**, secured by **$121.0 million** in deposits[69](index=69&type=chunk) - The company entered into a **$250 million** unsecured revolving credit facility in January 2024, maturing in January 2027. As of March 31, 2025, **$40.0 million** was outstanding[73](index=73&type=chunk)[77](index=77&type=chunk) - In connection with the IPO, the company entered into a Tax Receivable Agreement (TRA) and has recorded a TRA liability of **$10.4 million** as of March 31, 2025[113](index=113&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=32&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2025 revenue growth from increased home closings, gross margin decline due to rising costs, and liquidity [Results of Operations](index=33&type=section&id=Results%20of%20Operations) Q1 2025 home closing revenue increased 18.8% to **$224.7 million**, but gross margin contracted to **23.8%** due to rising costs Q1 2025 vs Q1 2024 Operating Highlights (dollars in thousands) | Metric | Q1 2025 | Q1 2024 | YoY Change | | :--- | :--- | :--- | :--- | | Home closing revenue | $224,722 | $189,209 | +18.8% | | Home closings (units) | 671 | 566 | +18.6% | | ASP of homes closed | $335 | $334 | +0.3% | | Home closing gross profit | $53,530 | $49,460 | +8.2% | | Home closing gross margin | 23.8% | 26.1% | -2.3 p.p. | | Net new home orders (units) | 768 | 765 | +0.4% | | Backlog homes (units) | 791 | 1,110 | -28.7% | | Contract value of backlog | $270,082 | $381,155 | -29.1% | - The decrease in home closing gross margin was primarily driven by a **3%** increase in the average cost of home closings while the ASP of homes closed remained constant[149](index=149&type=chunk) - The cancellation rate improved, decreasing to **8.1%** in Q1 2025 from **10.6%** in Q1 2024[142](index=142&type=chunk)[143](index=143&type=chunk) [Non-GAAP Financial Measures](index=37&type=section&id=Non-GAAP%20Financial%20Measures) Q1 2025 non-GAAP measures include adjusted gross margin of **24.1%**, adjusted net income of **$14.7 million**, and adjusted EBITDA of **$22.6 million** Reconciliation of GAAP to Non-GAAP Measures (Q1 2025, in thousands) | Measure | GAAP Value | Adjustments | Non-GAAP Value | | :--- | :--- | :--- | :--- | | Home closing gross profit | $53,530 | $646 | $54,176 (Adjusted) | | Home closing gross margin | 23.8% | +0.3 p.p. | 24.1% (Adjusted) | | Net income | $18,710 | $(4,015) | $14,695 (Adjusted) | | EBITDA | $20,749 | $1,818 | $22,567 (Adjusted) | | EBITDA margin | 9.2% | +0.8 p.p. | 10.0% (Adjusted) | - Adjusted EBITDA decreased from **$24.1 million** in Q1 2024 to **$22.6 million** in Q1 2025, primarily due to a **$1.4 million** charge for real estate inventory impairment and lot option contract abandonment in 2025 that was not present in 2024[177](index=177&type=chunk) [Liquidity and Capital Resources](index=41&type=section&id=Liquidity%20and%20Capital%20Resources) As of March 31, 2025, liquidity includes **$12.7 million** in cash and a **$250 million** credit facility, with future TRA payments reducing cash flow - The company's principal uses of cash are deposits on lot-option contracts, acquisition of finished lots, and home construction[181](index=181&type=chunk) - The company has a **$250 million** unsecured revolving credit facility maturing in January 2027. As of March 31, 2025, **$40.0 million** was outstanding, with availability of approximately **$194.6 million** under the borrowing base[187](index=187&type=chunk)[77](index=77&type=chunk) - The company is required to make cash payments under the Tax Receivable Agreement equal to **85%** of realized tax benefits, which are expected to be significant and will reduce available cash flow[197](index=197&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=46&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) No material changes occurred in the company's market risk disclosures regarding interest rates and inflation since its last Annual Report - There have been no material changes to the information regarding market risk from changes in interest rates and inflation since the company's Annual Report[217](index=217&type=chunk) [Controls and Procedures](index=46&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls and procedures were ineffective as of March 31, 2025, due to a material weakness in IT general controls, with remediation underway - Management concluded that disclosure controls and procedures were not effective as of March 31, 2025, due to a material weakness in internal control over financial reporting[219](index=219&type=chunk) - The material weakness relates to ineffective IT general controls (ITGCs) in user access, change management, and segregation of duties for key IT systems supporting financial reporting[220](index=220&type=chunk) - A remediation plan is in progress, which includes implementing regular reviews of privileged access, strengthening IT policies, reassessing roles and responsibilities, and hiring additional resources with IT control expertise[222](index=222&type=chunk)[223](index=223&type=chunk) PART II OTHER INFORMATION This section addresses legal matters, risk factor updates, and disclosures regarding equity security sales and use of proceeds [Legal Proceedings](index=47&type=section&id=Item%201.%20Legal%20Proceedings) The company is subject to ordinary course legal claims but anticipates no material impact on its business or financial condition - The company does not believe that any existing claims or legal proceedings will have a material effect on its business or financial condition[227](index=227&type=chunk) [Risk Factors](index=47&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred in the risk factors affecting the company since the filing of its Annual Report - No material changes have occurred in the risks affecting the Company since the filing of its Annual Report[228](index=228&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=47&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities, no use of proceeds, and no equity purchases during the period - There were no unregistered sales of equity securities or use of proceeds during the quarter[229](index=229&type=chunk)[230](index=230&type=chunk)

Part I - Financial Information [Financial Statements (Unaudited)](index=6&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) The unaudited condensed consolidated financial statements for Q1 2025 reflect a net loss of $15.2 million, a decrease in total assets, and an increase in total liabilities, with $160.8 million in cash Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | $160,754 | $168,229 | | Total assets | $171,915 | $177,542 | | Total liabilities | $32,819 | $26,082 | | Total stockholders' equity | $139,096 | $151,460 | Condensed Consolidated Statement of Operations Highlights (in thousands) | Account | Three months ended March 31, 2025 | Three months ended March 31, 2024 | | :--- | :--- | :--- | | Research and development | $9,974 | $9,952 | | General and administrative | $5,702 | $4,434 | | Loss from operations | $(15,676) | $(14,386) | | Net loss | $(15,169) | $(13,417) | | Net loss per share, basic and diluted | $(0.56) | $(0.76) | Condensed Consolidated Statement of Cash Flows Highlights (in thousands) | Activity | Three months ended March 31, 2025 | Three months ended March 31, 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(16,556) | $(10,983) | | Net cash used in investing activities | $(24) | $(224) | | Net cash provided by financing activities | $9,127 | $134,559 | [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's clinical-stage biopharmaceutical business, its accumulated deficit of $153.6 million, and key financing activities including an amended $75.0 million loan and an $11.7 million convertible grant - The company is a clinical-stage biopharmaceutical firm developing personalized psychiatry treatments with **five clinical-stage assets** in its pipeline[28](index=28&type=chunk) - As of March 31, 2025, the company reported an **accumulated deficit of approximately $153.6 million**, primarily funded through equity financings including **$133.0 million net proceeds from its February 2024 IPO**[29](index=29&type=chunk)[30](index=30&type=chunk) - In January 2025, the company amended its loan agreement with K2 HealthVentures, increasing the total term loan facility to **$75.0 million** and drawing **$20.0 million**[46](index=46&type=chunk)[48](index=48&type=chunk) - A convertible grant agreement with The Wellcome Trust Limited, signed in July 2024, provides up to **$11.7 million** for ALTO-100 development, with **$1.3 million drawn** as of March 31, 2025[64](index=64&type=chunk) - The company holds multiple license and asset purchase agreements requiring potential future milestone and royalty payments upon achieving development, regulatory, and commercial targets[73](index=73&type=chunk)[77](index=77&type=chunk)[83](index=83&type=chunk)[89](index=89&type=chunk)[92](index=92&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=31&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's clinical-stage biopharmaceutical operations, reporting a net loss of $15.2 million for Q1 2025, and projects sufficient cash resources of $161.3 million to fund operations into 2028 - The company's pipeline includes **five clinical-stage assets**: ALTO-100 (BPD), ALTO-300 (MDD), ALTO-203 (MDD with anhedonia), ALTO-101 (CIAS), and ALTO-202 (MDD)[140](index=140&type=chunk) Key Clinical Trial Updates and Expected Data Readouts | Product Candidate | Indication | Status | Expected Topline Data | | :--- | :--- | :--- | :--- | | ALTO-100 | BPD | Phase 2b Enrollment Ongoing | H2 2026 | | ALTO-300 | MDD | Phase 2b Enrollment Ongoing | Mid-2026 | | ALTO-203 | MDD | Phase 2 POC Enrollment Complete | Q2 2025 | | ALTO-101 | CIAS | Phase 2 POC | H2 2025 | - The company held **$161.3 million in cash, cash equivalents, and restricted cash** as of March 31, 2025, projected to fund operations into **2028**[160](index=160&type=chunk)[199](index=199&type=chunk) - Net loss for Q1 2025 was **$15.2 million**, an increase from **$13.4 million** in Q1 2024, primarily due to higher G&A costs and a **$0.7 million loss on debt extinguishment**[155](index=155&type=chunk)[173](index=173&type=chunk)[176](index=176&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) Total operating expenses increased to $15.7 million in Q1 2025, driven by a $1.3 million rise in general and administrative expenses and a $0.7 million loss on debt extinguishment, while research and development costs remained stable Research and Development Expenses by Program (in thousands) | Program | Q1 2025 | Q1 2024 | Change | | :--- | :--- | :--- | :--- | | ALTO-100 | $1,124 | $2,207 | $(1,083) | | ALTO-300 | $922 | $1,116 | $(194) | | ALTO-101 | $969 | $406 | $563 | | ALTO-203 | $737 | $620 | $117 | | Personnel-related costs | $5,093 | $4,353 | $740 | | **Total R&D** | **$9,974** | **$9,952** | **$22** | - General and administrative expenses increased by **$1.3 million**, from $4.4 million in Q1 2024 to **$5.7 million** in Q1 2025, primarily due to higher personnel costs and professional fees associated with public company operations[175](index=175&type=chunk) - Other income, net, decreased by **$0.5 million**, mainly due to a **$0.7 million loss on debt extinguishment** in Q1 2025[176](index=176&type=chunk) [Liquidity and Capital Resources](index=37&type=section&id=Liquidity%20and%20Capital%20Resources) As of March 31, 2025, the company held $161.3 million in cash, cash equivalents, and restricted cash, with operations funded by IPO proceeds and debt facilities, projected to be sufficient into 2028 - The company held **$161.3 million in cash, cash equivalents, and restricted cash** as of March 31, 2025[178](index=178&type=chunk) - In January 2025, the company amended its loan agreement, increasing the total facility to **$75.0 million** and drawing **$20.0 million**, with approximately **$10.0 million** used for refinancing[179](index=179&type=chunk)[182](index=182&type=chunk) - In July 2024, the company secured a convertible grant agreement with Wellcome for up to approximately **$11.7 million** to fund ALTO-100 development[190](index=190&type=chunk) - Net cash used in operating activities increased to **$16.6 million** in Q1 2025 from **$11.0 million** in Q1 2024, mainly due to timing of bonus payments and higher operational spending[195](index=195&type=chunk) - Net cash from financing activities was **$9.1 million** in Q1 2025 from new loan proceeds, compared to **$134.6 million** in Q1 2024 from the IPO[197](index=197&type=chunk)[198](index=198&type=chunk) - Management projects current cash and equivalents will sufficiently fund operating expenses and capital requirements into **2028**[199](index=199&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=43&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the company is exempt from providing quantitative and qualitative disclosures about market risk - As a smaller reporting company, Alto Neuroscience, Inc. is not required to provide quantitative and qualitative disclosures about market risk[220](index=220&type=chunk) [Controls and Procedures](index=43&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2025, with no material changes to internal control over financial reporting during the quarter - The Principal Executive Officer and Principal Financial Officer concluded that the company's disclosure controls and procedures were effective at a reasonable assurance level as of March 31, 2025[221](index=221&type=chunk)[222](index=222&type=chunk) - No material changes occurred in internal control over financial reporting during Q1 2025[223](index=223&type=chunk) Part II - Other Information [Legal Proceedings](index=45&type=section&id=Item%201.%20Legal%20Proceedings) The company is not currently involved in any legal proceedings expected to have a material adverse effect on its business - As of the report date, the company is not involved in any legal proceedings expected to have a material adverse effect on the business[227](index=227&type=chunk) [Risk Factors](index=45&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred to the risk factors previously disclosed in the company's Annual Report on Form 10-K - No material changes have occurred to the risk factors previously disclosed in the company's Annual Report[228](index=228&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=45&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reports no unregistered sales of equity securities and no material change in the planned use of **$133.0 million** net proceeds from its February 2024 IPO - The company's IPO closed on February 6, 2024, generating **$133.0 million in net proceeds** from the sale of **9,246,000 shares** at **$16.00 per share**[230](index=230&type=chunk)[231](index=231&type=chunk) - No material change has occurred in the planned use of IPO proceeds[231](index=231&type=chunk) [Defaults Upon Senior Securities](index=45&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) Not applicable [Mine Safety Disclosures](index=45&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Not applicable [Other Information](index=45&type=section&id=Item%205.%20Other%20Information) Not applicable [Exhibits](index=46&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including corporate governance documents, financial agreements, and officer certifications