UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report: _____________ For the transition period from ______ to ________ Commission file number: 001-4 ...

Financial Performance - Total revenue for the three months ended March 31, 2025, was $1,708,000, an increase of 12.7% compared to $1,516,000 for the same period in 2024[17] - The net loss attributable to common stockholders for the three months ended March 31, 2025, was $3,615,000, compared to a net income of $17,169,000 for the same period in 2024[17] - The company reported a total comprehensive loss of $8,007,000 for the three months ended March 31, 2025, compared to a comprehensive income of $114,028,000 for the same period in 2024[17] - The company reported a share of loss from equity method investments of $4.1 million for the three months ended March 31, 2025, compared to income of $1.2 million for the same period in 2024[55] - The Company reported a net loss before taxes of $8,093 million for the three months ended March 31, 2025, compared to a net income of $114,023 million for the same period in 2024[89] Operating Expenses - Operating expenses for the same period were $8,047,000, up from $6,829,000, reflecting a 17.8% increase year-over-year[17] - The company reported a loss from operations of $6,339,000 for the three months ended March 31, 2025, compared to a loss of $5,313,000 in the prior year[17] - Selling, general and administrative expenses decreased by $0.5 million to $6.3 million for the three months ended March 31, 2025, primarily due to a $1.8 million decrease in audit and professional service fees[120] - Research and development expenses for the three months ended March 31, 2025, were $118 million, while there were no expenses reported for the same period in 2024[89] - Research and development expenses increased to $0.1 million for the three months ended March 31, 2025, compared to $16 thousand for the same period in 2024, primarily due to the development of a location-based entertainment experience[122] Cash and Liquidity - Cash and cash equivalents at the end of the period were $1,108,000, an increase from $1,050,000 at the end of March 31, 2024[19] - The Company reported cash provided by operating activities of $0.9 million for the three months ended March 31, 2025, compared to cash used of $(3.8) million for the same period in 2024, representing a $4.7 million improvement[157] - Cash used in investing activities was $(0.1) million for the three months ended March 31, 2025, a decrease from $(2.1) million in the same period of 2024, primarily due to reduced advances to unconsolidated joint ventures[158] - Net cash used by financing activities increased to $(0.6) million in the three months ended March 31, 2025, compared to cash provided of $6.2 million in the same period of 2024, mainly due to a $5.2 million decrease in net proceeds from related party loans[159] Assets and Liabilities - Total current assets decreased to $2,656,000 as of March 31, 2025, down from $4,134,000 as of December 31, 2024[15] - Total liabilities increased to $82,667,000 as of March 31, 2025, compared to $81,328,000 as of December 31, 2024[15] - The company has a working capital deficiency of $(39.1) million, excluding $10.4 million of debt maturing in the next 12 months as of March 31, 2025[35] - Total accrued expenses and other current liabilities increased to $32.2 million as of March 31, 2025, from $25.9 million as of December 31, 2024[59] - As of March 31, 2025, the company's total long-term debt amounted to $30.565 million, down from $30.977 million as of December 31, 2024, reflecting a decrease of approximately 1.3%[60] Revenue Concentration - The company reported significant revenue concentration in the Falcon's Creative Group segment, with QIC generating revenues of $5.9 million for the three months ended March 31, 2025, compared to $14.7 million for the same period in 2024[39] - The Company had one customer contributing $1.6 million, representing 95% of total revenue for Q1 2025, compared to $1.5 million or 100% for Q1 2024[40] - Accounts receivable from this customer totaled $0.3 million, accounting for 52% of total accounts receivable as of March 31, 2025[41] Financing and Investments - The company is reliant on stockholders and third parties to obtain additional financing through debt or equity raises to fund its working capital needs and expansion plans[35] - The company has committed to fund its share of additional investment in Karnival TP-AQ Holdings Limited for constructing Vquarium Entertainment Centers in China[34] - The Company has committed to funding non-interest-bearing advances of $9.0 million to the Karnival joint venture, with $6.6 million funded as of March 31, 2025[53] - The Company received net cash proceeds of $0.9 million from the Business Combination, net of $1.3 million in transaction costs related to FAST II and $1.6 million for Falcon's Opco[152] Business Operations - The company operates through three business divisions: Falcon's Creative Group, Falcon's Beyond Destinations, and Falcon's Beyond Brands, which are designed to accelerate growth[26] - The company aims to expand its physical operations and develop new product offerings as part of its growth strategy[33] - FCG recognized $4.7 million in revenue from a Dragon Ball theme park consultancy agreement during the three months ended March 31, 2025[132] - FCG anticipates that its capital expenditures and working capital requirements will increase materially in the near future[149] Internal Controls and Compliance - The Company has identified material weaknesses in its internal control over financial reporting as of March 31, 2025, and is implementing measures to improve these controls[161] - The Company has engaged third-party consulting firms to enhance its risk assessment and financial reporting processes as part of its remediation efforts[163]

PART I FINANCIAL INFORMATION [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Unaudited financial statements for March 31, 2025, show a **$7.4 million** net loss, **$146.7 million** accumulated deficit, and **$2.5 million** cash, raising substantial doubt about going concern [Condensed Balance Sheets](index=3&type=section&id=Condensed%20Balance%20Sheets) As of March 31, 2025, total assets decreased to **$10.03 million** from **$12.82 million**, driven by reduced cash, while liabilities and equity also saw slight declines Condensed Balance Sheet Highlights (Unaudited) | Account | March 31, 2025 ($) | June 30, 2024 ($) | | :--- | :--- | :--- | | Cash and cash equivalents | $2,542,590 | $4,797,778 | | Total current assets | $2,727,306 | $4,970,520 | | Total assets | $10,031,960 | $12,822,853 | | Total current liabilities | $1,198,911 | $1,358,776 | | Total stockholders' equity | $8,833,049 | $11,464,077 | [Condensed Statements of Operations](index=4&type=section&id=Condensed%20Statements%20of%20Operations) For the nine months ended March 31, 2025, net loss increased to **$7.37 million** from **$5.94 million**, primarily due to higher operating expenses Operating Results Comparison (Unaudited) | Metric | Nine Months Ended Mar 31, 2025 ($) | Nine Months Ended Mar 31, 2024 ($) | | :--- | :--- | :--- | | Research and development | $4,371,693 | $4,255,205 | | General and administrative | $3,104,349 | $1,869,545 | | Total operating expenses | $7,476,042 | $6,124,750 | | Loss from operations | $(7,476,042) | $(6,124,750) | | Net loss | $(7,371,085) | $(5,938,159) | | Net loss per share | $(0.50) | $(0.51) | [Condensed Statements of Cash Flows](index=7&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) For the nine months ended March 31, 2025, net cash used in operations was **$6.78 million**, offset by **$4.57 million** from financing, resulting in a **$2.26 million** net decrease in cash Cash Flow Summary (Unaudited) | Cash Flow Activity | Nine Months Ended Mar 31, 2025 ($) | Nine Months Ended Mar 31, 2024 ($) | | :--- | :--- | :--- | | Net Cash Used in Operating Activities | $(6,776,773) | $(4,834,171) | | Net Cash Used in Investing Activities | $(46,764) | $(58,397) | | Net Cash Provided by Financing Activities | $4,568,349 | $0 | | Net Change in Cash | $(2,255,188) | $(4,892,568) | | Cash at End of Period | $2,542,590 | $3,257,240 | [Notes to the Condensed Financial Statements](index=8&type=section&id=Notes%20to%20the%20Condensed%20Financial%20Statements) Notes highlight the company's clinical-stage status, **going concern** doubt due to insufficient cash, related-party reliance, **$4.57 million** ATM proceeds, and recent MPox Phase II trial approval - The company has an accumulated deficit of approximately **$146.7 million** and a net loss of **$7.4 million** for the nine months ended March 31, 2025[23](index=23&type=chunk)[24](index=24&type=chunk) - Management states that current cash of **$2.5 million** is insufficient to fund planned operations for at least 12 months, raising substantial doubt about its ability to continue as a going concern[24](index=24&type=chunk) - The company is highly dependent on related-party TheraCour Pharma, Inc., controlled by CEO Dr. Anil Diwan, for technology licenses and R&D services[38](index=38&type=chunk)[40](index=40&type=chunk) - As of March 31, 2025, accounts payable to TheraCour were **$576,110**[40](index=40&type=chunk) - CEO Dr. Anil Diwan provided a standby Line of Credit to the company, which was increased from **$2 million** to **$3 million** and extended to March 31, 2026[45](index=45&type=chunk)[46](index=46&type=chunk) - The company has not drawn against this facility as of March 31, 2025[46](index=46&type=chunk) - From July 1, 2024, to March 31, 2025, the company sold 2,844,240 shares of common stock through its ATM agreement, generating net proceeds of approximately **$4,568,000**[54](index=54&type=chunk) - Subsequent to the quarter end, on May 5, 2025, the company received approval from the National Ethics Committee for Health in the Democratic Republic of Congo (DRC) for its proposed Phase II clinical trial of NV-387 for the treatment of MPox[70](index=70&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=19&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's clinical-stage nanoviricide platform, lead drug NV-387's broad-spectrum potential and Phase I completion, in-house cGMP manufacturing, and significant liquidity challenges with going concern doubts [Business Overview and Strategy](index=19&type=section&id=Business%20Overview%20and%20Strategy) The company's strategy centers on its clinical-stage nanoviricide platform and lead drug NV-387, a broad-spectrum antiviral, leveraging in-house cGMP manufacturing, non-dilutive funding, and partnerships for multiple indications - The company's core technology is a nanoviricide platform that creates host-mimetic drugs, which are designed to be difficult for viruses to escape through mutation[78](index=78&type=chunk)[79](index=79&type=chunk) - Lead drug candidate NV-387 is a broad-spectrum antiviral with demonstrated activity in animal models against Coronaviruses, RSV, Influenza, and Smallpox/MPox[84](index=84&type=chunk)[89](index=89&type=chunk)[95](index=95&type=chunk) - It has completed a Phase I human clinical trial with no reported adverse events[95](index=95&type=chunk) - The company possesses its own cGMP-compliant manufacturing facility, enabling production of drug substances and products for clinical trials and initial commercialization, which is a significant capability and cost-saving measure[178](index=178&type=chunk)[184](index=184&type=chunk) - The business strategy focuses on advancing NV-387 for multiple indications to maximize ROI, seeking non-dilutive funding (grants/contracts), and pursuing partnerships for late-stage development and commercialization[99](index=99&type=chunk)[156](index=156&type=chunk)[158](index=158&type=chunk) [Clinical Pipeline Developments](index=25&type=section&id=Clinical%20Pipeline%20Developments) The company prioritizes NV-387's clinical development, preparing for MPox Phase II in DRC, planning pediatric RSV Phase II in the U.S., initiating Measles evaluation, and deprioritizing the COVID program - The company is actively preparing for a Phase II clinical trial of NV-387 for MPox in the Democratic Republic of Congo (DRC), having recently received regional ethics committee approval[107](index=107&type=chunk)[108](index=108&type=chunk)[210](index=210&type=chunk) - A program has been initiated to evaluate NV-387 as a treatment for Measles virus infection, with an animal model study commissioned[214](index=214&type=chunk)[215](index=215&type=chunk) - The company plans to develop NV-387 for pediatric RSV infections, citing it as a major unmet medical need, and is preparing a Pre-IND application for the US FDA[143](index=143&type=chunk)[144](index=144&type=chunk) - The COVID-19 clinical program has been challenging due to a lack of patient enrollment[221](index=221&type=chunk) - Further development for COVID and Long COVID will depend on securing partnerships or non-dilutive funding[224](index=224&type=chunk) [Results of Operations](index=60&type=section&id=Results%20of%20Operations) For the three and nine months ended March 31, 2025, the company reported no revenue, with net loss increasing to **$2.2 million** and **$7.4 million** respectively, driven by higher G&A and R&D expenses Comparison of Operating Expenses and Net Loss (Unaudited) | Expense/Loss | Three Months Ended Mar 31, 2025 ($) | Three Months Ended Mar 31, 2024 ($) | Nine Months Ended Mar 31, 2025 ($) | Nine Months Ended Mar 31, 2024 ($) | | :--- | :--- | :--- | :--- | :--- | | R&D Expenses | $1,282,251 | $1,214,661 | $4,371,693 | $4,255,205 | | G&A Expenses | $966,905 | $693,742 | $3,104,349 | $1,869,545 | | Net Loss | $(2,216,783) | $(1,854,476) | $(7,371,085) | $(5,938,159) | - The increase in G&A expenses for the three and nine-month periods was due to higher professional fees associated with investor outreach[271](index=271&type=chunk) - The increase in R&D expenses was attributed to a rise in outside lab fees and clinical trial costs[270](index=270&type=chunk) [Liquidity and Capital Resources](index=61&type=section&id=Liquidity%20and%20Capital%20Resources) As of March 31, 2025, the company had **$2.5 million** cash, deemed insufficient for 12 months of operations, raising substantial going concern doubt, with plans to secure additional funding via ATM, grants, and partnerships - The company has an accumulated deficit of **$146.7 million** and cash of **$2.5 million** as of March 31, 2025[276](index=276&type=chunk) - Management believes existing resources are insufficient to fund operations for at least 12 months, resulting in substantial doubt about the company's ability to continue as a going concern[276](index=276&type=chunk) - The company plans to secure additional funding through its 'At-The-Market' (ATM) agreement, non-dilutive grants, partnerships, and potentially mortgaging its fully owned campus facilities[277](index=277&type=chunk)[279](index=279&type=chunk)[281](index=281&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=63&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the company is exempt from providing disclosures regarding market risk - As a smaller reporting company, NanoViricides is exempt from providing disclosures about market risk[286](index=286&type=chunk) [Item 4. Controls and Procedures](index=63&type=section&id=Item%204.%20Controls%20and%20Procedures) As of March 31, 2025, management concluded that the company's disclosure controls and procedures and internal control over financial reporting were effective, with no material changes during the quarter - Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2025[290](index=290&type=chunk) - Management concluded that the company's internal control over financial reporting was effective as of March 31, 2025[291](index=291&type=chunk) PART II OTHER INFORMATION [Item 1. Legal Proceedings](index=66&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no pending or threatened legal proceedings expected to materially affect its business or financial condition - As of the filing date, there are no legal proceedings against the Company, and none have been threatened[296](index=296&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=66&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company sold **2,844,240** common shares via ATM, raising **$4.57 million** net, and issued unregistered Series A preferred and common stock for services ATM Offering Proceeds (July 1, 2024 - March 31, 2025) | Description | Amount ($) | | :--- | :--- | | Gross proceeds | $4,746,300 | | Less: offering costs and expenses | $178,300 | | Net proceeds | $4,568,000 | - The company issued Series A preferred stock and common stock as compensation to its CEO, employees, directors, and consultants[299](index=299&type=chunk)[300](index=300&type=chunk)[304](index=304&type=chunk) - These securities were issued without registration under the Securities Act, relying on exemptions[299](index=299&type=chunk)[305](index=305&type=chunk) [Item 3. Defaults Upon Senior Securities](index=67&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults on its senior securities - None[306](index=306&type=chunk) [Item 4. Mine Safety Disclosures](index=67&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's operations - Not applicable[307](index=307&type=chunk) [Item 5. Other Information](index=68&type=section&id=Item%205.%20Other%20Information) The company reports no other material information, confirming no changes to director nomination procedures and no Rule 10b5-1 trading plan adoptions or terminations - No director or officer adopted or terminated a Rule 10b5-1 trading arrangement during the reporting period[311](index=311&type=chunk) [Item 6. Exhibits](index=69&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL data files

[Second Supplemental Indenture Overview](index=1&type=section&id=Second%20Supplemental%20Indenture) This document outlines the agreement establishing the 9.50% Convertible Senior Notes due 2029 and amending the Base Indenture [Preamble](index=1&type=section&id=Preamble) The preamble identifies the parties, the new 9.50% Notes due 2029, and its amendment to the 2020 Base Indenture Indenture Details | Item | Detail | | :--- | :--- | | **Document Type** | Second Supplemental Indenture | | **Issuer** | Omeros Corporation | | **Trustee** | Computershare Trust Company, National Association | | **Security** | 9.50% Convertible Senior Notes due 2029 | | **Effective Date** | May 14, 2025 | | **Base Indenture Date** | August 14, 2020 | [Article 1: Definitions and Interpretation](index=6&type=section&id=Article%201.%20Definitions%3B%20Rules%20of%20Construction%3B%20Scope%20and%20Interpretation%20of%20Base%20Indenture) This article defines key terms for the Notes and clarifies the interpretive rules and scope relative to the Base Indenture [Definitions](index=6&type=section&id=Section%201.01.) This section provides critical definitions for the Notes, superseding the Base Indenture for terms like conversion and corporate events Key Note Terms | Term | Definition | | :--- | :--- | | **Notes** | 9.50% Convertible Senior Notes due 2029 | | **Issue Date** | May 14, 2025 | | **Maturity Date** | June 15, 2029 | | **Interest Payment Dates** | June 15 and December 15, commencing December 15, 2025 | | **Initial Conversion Rate** | 161.8122 shares of Common Stock per $1,000 principal amount | | **Authorized Denomination** | $1,000 or any integral multiple thereof | - A **'Fundamental Change'** is defined to include events such as a change of control where a person or group acquires over 50% of voting power, the sale of substantially all assets, stockholder approval of liquidation, or the delisting of the Common Stock from major exchanges[32](index=32&type=chunk)[33](index=33&type=chunk) [Interpretation and Scope](index=17&type=section&id=Section%201.04.) This section clarifies that this supplemental indenture's provisions for the 2029 Notes supersede any conflicting terms in the Base Indenture - The Supplemental Indenture's provisions will apply solely to the 2029 Notes and will **supersede conflicting provisions** in the Base Indenture[86](index=86&type=chunk) - Specific articles of the Base Indenture related to redemption, conversion, defaults, successors, and covenants are **explicitly replaced** by the corresponding articles in this supplemental document[88](index=88&type=chunk)[91](index=91&type=chunk) [Article 2: The Notes](index=19&type=section&id=Article%202.%20The%20Notes) This article details the terms of the Notes, including their issuance, interest accrual, and transfer and exchange procedures [Initial and Additional Notes](index=20&type=section&id=Section%202.03.) This section specifies the initial issuance amount of the Notes and allows for the future issuance of additional notes Note Issuance Details | Item | Amount | | :--- | :--- | | **Initial Aggregate Principal** | $70,785,000 | - The Company may issue **additional notes** in the future without holder consent, which will be part of the same series as the initial notes[103](index=103&type=chunk) [Accrual of Interest](index=21&type=section&id=Section%202.05.) This section details the interest accrual terms for the Notes, including the rate, payment dates, and handling of defaulted interest Interest Terms | Term | Detail | | :--- | :--- | | **Stated Interest Rate** | 9.50% per annum | | **Interest Payment Dates** | June 15 and December 15 | | **Interest Calculation Basis** | 360-day year, twelve 30-day months | | **Default Interest** | Accrues on defaulted amounts at the same 9.50% rate | [Transfers and Exchanges](index=23&type=section&id=Section%202.10.) This section governs the transfer and exchange of Notes, establishing restrictions in compliance with Rule 144 - Transfers of Notes are restricted until the 'Resale Restriction Termination Date,' which is the later of **one year after the last issuance date** or as required by law; restricted securities will bear a restrictive legend[135](index=135&type=chunk)[136](index=136&type=chunk)[139](index=139&type=chunk) - A Global Note can be exchanged for Physical Notes if the Depositary is unable to continue its services, an **Event of Default occurs**, or the Company permits it[126](index=126&type=chunk) [Article 3: Covenants](index=32&type=section&id=Article%203.%20Covenants) This article outlines the Company's ongoing obligations, including SEC reporting requirements and certifications of compliance [Exchange Act Reports](index=32&type=section&id=Section%203.02.) The Company covenants to provide the Trustee with all reports it files with the SEC under the Exchange Act - The Company must provide the Trustee with copies of its SEC filings (e.g., 10-K, 10-Q) within **15 calendar days** of the SEC filing deadline[163](index=163&type=chunk) [Compliance and Default Certificates](index=33&type=section&id=Section%203.03.) This section requires the Company to provide annual compliance certificates and prompt notice of any defaults to the Trustee - An **annual compliance certificate** must be delivered to the Trustee within 90 days of each fiscal year-end[165](index=165&type=chunk) - In the event of a Default, the Company must deliver a certificate to the Trustee describing the default within **30 days**[166](index=166&type=chunk) [Article 4: Repurchase and Redemption](index=34&type=section&id=Article%204.%20Repurchase%20and%20Redemption) This article specifies the conditions under which holders can demand repurchase or the Company can redeem the Notes [Right of Holders to Require Repurchase upon a Fundamental Change](index=34&type=section&id=Section%204.02.) Upon a Fundamental Change, holders have the right to require the Company to repurchase their Notes for cash - Upon a **Fundamental Change**, holders can force the Company to repurchase their Notes[175](index=175&type=chunk) Fundamental Change Repurchase Terms | Term | Detail | | :--- | :--- | | **Repurchase Price** | 100% of principal amount plus accrued and unpaid interest | | **Company Notice Deadline** | Within 20 calendar days after the effective date of the Fundamental Change | | **Repurchase Date** | 20 to 35 Business Days after the Company sends the notice | [Right of the Company to Redeem the Notes](index=38&type=section&id=Section%204.03.) This section grants the Company a conditional option to redeem the Notes for cash on or after June 20, 2027 - The Company **cannot redeem the Notes before June 20, 2027**[195](index=195&type=chunk) - Redemption is permitted on or after June 20, 2027, only if the Last Reported Sale Price of the Common Stock is **greater than 130% of the Conversion Price** for a specified period[196](index=196&type=chunk) - The redemption price is the **principal amount plus accrued and unpaid interest** to, but excluding, the Redemption Date[200](index=200&type=chunk) - Calling notes for redemption constitutes a **'Make-Whole Fundamental Change,'** which may increase the conversion rate for the notes being redeemed[196](index=196&type=chunk) [Article 5: Conversion](index=41&type=section&id=Article%205.%20Conversion) This article details the holders' rights to convert Notes into stock, including settlement methods, rate adjustments, and ownership limitations [Right to Convert](index=41&type=section&id=Section%205.01.) This section outlines the conditions under which holders may convert their Notes into conversion consideration - Holders may convert their notes at any time during the **'Free Convertibility Period'**[215](index=215&type=chunk) - Conversion is also permitted upon certain corporate events, such as a **Fundamental Change** or a call for redemption[212](index=212&type=chunk)[213](index=213&type=chunk) - An **'Interest Make-Whole Payment'** is payable for conversions occurring from November 14, 2025, to June 1, 2029, equal to the discounted value of remaining interest payments for up to 18 months[215](index=215&type=chunk) [Settlement upon Conversion](index=45&type=section&id=Section%205.03.) This section details the Company's options for settling conversions, which can be in shares, cash, or a combination - The Company has the right to choose the settlement method for conversions: **Physical (shares), Cash, or Combination**[226](index=226&type=chunk)[227](index=227&type=chunk) - The **Default Settlement Method is Physical Settlement**, but the Company can change it[27](index=27&type=chunk) - The number of shares issuable upon conversion is **limited by Nasdaq listing rules** until shareholder approval is obtained, which the company will use commercially reasonable efforts to obtain[230](index=230&type=chunk) [Adjustments to the Conversion Rate](index=50&type=section&id=Section%205.05.) This section provides for adjustments to the Conversion Rate to prevent dilution from certain corporate actions - The Conversion Rate will be adjusted for **stock splits, combinations, and stock dividends**[244](index=244&type=chunk) - Adjustments are also made for distributions of rights, options, warrants, spin-offs, cash dividends, and issuer tender/exchange offers where the consideration **exceeds the stock's market price**[247](index=247&type=chunk)[251](index=251&type=chunk)[260](index=260&type=chunk)[264](index=264&type=chunk) - The Company is not required to adjust the conversion rate for certain events, including stock repurchases under an approved program, issuance of shares under employee benefit plans, or a change in the par value of the Common Stock[269](index=269&type=chunk)[270](index=270&type=chunk) [Adjustments for Make-Whole Fundamental Change](index=61&type=section&id=Section%205.07.) This section provides for an increased Conversion Rate if a Make-Whole Fundamental Change occurs - Upon a Make-Whole Fundamental Change, the Conversion Rate is **increased by 'Additional Shares'** for conversions during a specific period[285](index=285&type=chunk) Make-Whole Adjustment Caps | Item | Limit | | :--- | :--- | | **Maximum Conversion Rate** | 228.6389 shares per $1,000 principal | | **Stock Price Floor** | $4.37 per share (no additional shares below this) | | **Stock Price Ceiling** | $40.00 per share (no additional shares above this) | [Beneficial Ownership Limitations](index=64&type=section&id=Section%205.09.) This section imposes a significant restriction on conversion to prevent a holder from exceeding a 9.9% ownership threshold - Holders are prohibited from converting Notes if it would result in them beneficially owning more than the **'Beneficial Ownership Limitation'**[299](index=299&type=chunk) Ownership Limitation Details | Item | Detail | | :--- | :--- | | **General Limitation** | 9.9% of outstanding Common Stock | | **Holder Adjustment** | A holder can elect a lower limit with 61 days' notice | [Article 6: Successors](index=66&type=section&id=Article%206.%20Successors) This article governs the requirements for a successor entity in the event of a merger, consolidation, or sale of assets [When the Company May Merge, Etc.](index=66&type=section&id=Section%206.01.) This section restricts the Company from major corporate transactions unless the successor assumes all obligations under the Indenture - In a merger or sale of all assets, the successor corporation must be a **U.S. entity** and must assume all obligations related to the Notes[307](index=307&type=chunk) - **No Default or Event of Default** may be continuing immediately after such a business combination[307](index=307&type=chunk) [Article 7: Defaults and Remedies](index=67&type=section&id=Article%207.%20Defaults%20and%20Remedies) This article defines events of default and outlines the corresponding remedies available to the Trustee and holders, including acceleration [Events of Default](index=67&type=section&id=Section%207.01.) This section defines the specific events that constitute a default under the Indenture - Events of Default include **non-payment of principal or interest** (with a 30-day grace period for interest)[312](index=312&type=chunk) - A cross-default on other debt of at least **$25 million**, or an uninsured final judgment of the same amount, constitutes an Event of Default[312](index=312&type=chunk)[313](index=313&type=chunk) - **Bankruptcy, insolvency, or similar proceedings** involving the Company or a Significant Subsidiary are also Events of Default[313](index=313&type=chunk)[315](index=315&type=chunk) [Acceleration](index=69&type=section&id=Section%207.02.) Upon an Event of Default, the Notes may be accelerated, making the entire principal and accrued interest immediately due - Acceleration is **automatic** upon certain bankruptcy events involving the Company[317](index=317&type=chunk) - For other defaults, the Trustee or holders of at least **25% of the principal amount** of Notes can declare acceleration[318](index=318&type=chunk) [Sole Remedy for a Failure to Report](index=69&type=section&id=Section%207.03.) This section provides a specific, limited remedy of paying Special Interest for the Company's failure to file required SEC reports Special Interest for Reporting Default | Period | Rate (per annum) | | :--- | :--- | | **First 90 days** | 0.25% | | **Days 91-180** | 0.50% | - Acceleration for a reporting default is only possible **after 181 days** if the Company elects this remedy[320](index=320&type=chunk) [Article 8: Amendments, Supplements, and Waivers](index=73&type=section&id=Article%208.%20Amendments%2C%20Supplements%20and%20Waivers) This article details the procedures for modifying the Indenture, distinguishing between changes that do and do not require holder consent [Amendments Without Consent of Holders](index=73&type=section&id=Section%208.01.) The Company and Trustee can amend the Indenture without holder consent for certain administrative or non-adverse changes - Amendments are permitted without holder consent to cure defects, add guarantees, secure the notes, or for other changes that are **not materially adverse** to holders[341](index=341&type=chunk)[342](index=342&type=chunk) [Amendments With Consent of Holders](index=74&type=section&id=Section%208.02.) This section outlines the requirements for amendments that need consent from a majority or all affected holders - Most amendments require the consent of holders of a **majority of the aggregate principal amount** of Notes[345](index=345&type=chunk) - **Unanimous consent** of all affected holders is required to: - Reduce principal or extend maturity - Reduce interest rate or extend payment time - Adversely affect conversion rights - Change the ranking of the Notes[345](index=345&type=chunk)[346](index=346&type=chunk)[350](index=350&type=chunk) [Article 9: Satisfaction and Discharge](index=77&type=section&id=Article%209.%20Satisfaction%20and%20Discharge) This article describes the process for terminating the Company's obligations under the Indenture once all Notes are paid [Termination of Company's Obligations](index=77&type=section&id=Section%209.01.) This section describes how the Company's obligations can be discharged upon payment or cancellation of all outstanding Notes - The Indenture can be discharged once all notes are paid or provided for through an **irrevocable deposit** with the Trustee[359](index=359&type=chunk) - The Notes are **not defeasible**[361](index=361&type=chunk) [Article 10: Trustee](index=78&type=section&id=Article%2010.%20Trustee) This article defines the duties, rights, compensation, and indemnification of the Trustee [Duties of the Trustee](index=78&type=section&id=Section%2010.01.) This section outlines the Trustee's duties, which are ministerial unless an Event of Default has occurred - During an Event of Default, the Trustee must act as a **'prudent person'** would[366](index=366&type=chunk) - Otherwise, the Trustee's duties are ministerial and defined solely by the **express provisions** of the Indenture[366](index=366&type=chunk) [Compensation and Indemnity](index=81&type=section&id=Section%2010.06.) The Company is obligated to compensate the Trustee for its services and indemnify it against losses and liabilities - The Company must **pay the Trustee** for its services and reimburse its expenses[385](index=385&type=chunk) - The Company must **indemnify the Trustee** against losses and liabilities, except those resulting from the Trustee's own negligence or willful misconduct[386](index=386&type=chunk) [Article 11: Miscellaneous](index=83&type=section&id=Article%2011.%20Miscellaneous) This article covers miscellaneous provisions, including governing law, jury trial waivers, and responsibility for calculations [Governing Law; Waiver of Jury Trial](index=86&type=section&id=Section%2011.06.) This section establishes that New York law governs the Indenture and that all parties waive the right to a jury trial - The Indenture and Notes are governed by the laws of the **State of New York**[411](index=411&type=chunk) - All parties **waive the right to a jury trial** for any related legal proceedings[411](index=411&type=chunk) [Calculations](index=87&type=section&id=Section%2011.12.) The Company is responsible for making all calculations required under the Indenture, which are binding absent manifest error - The **Company is responsible for all calculations** under the Indenture, including those related to conversion and pricing[417](index=417&type=chunk) - The Trustee and Conversion Agent may **rely conclusively on the Company's calculations** without independent verification[418](index=418&type=chunk) [Exhibits](index=91&type=section&id=Exhibits) This section contains the template forms for the Notes and the required legal legends [Exhibit A: Form of Note](index=91&type=section&id=Exhibit%20A%3A%20Form%20of%20Note) This exhibit provides the template form for the 9.50% Convertible Senior Notes due 2029 - Provides the **standard text and layout** for the physical Note certificates[428](index=428&type=chunk)[439](index=439&type=chunk) - Includes detachable forms for holders to exercise their rights, such as **conversion and repurchase** upon a fundamental change[456](index=456&type=chunk)[461](index=461&type=chunk)[465](index=465&type=chunk) [Exhibits B, C, and D: Legend Forms](index=102&type=section&id=Exhibit%20B%2C%20C%2C%20and%20D) These exhibits provide the specific text for legends that must be placed on the Notes and any resulting Common Stock - Exhibit B contains the legend for **Global Notes** held through a depository like DTC[468](index=468&type=chunk) - Exhibits C and D provide the **restrictive legends** required by the Securities Act for unregistered securities (Notes and converted Common Stock), outlining transfer limitations under Rule 144A and other exemptions[473](index=473&type=chunk)[477](index=477&type=chunk)

PART I. FINANCIAL INFORMATION [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Presents unaudited condensed consolidated financial statements for Q1 2025, showing a significant revenue decrease and an increased net loss [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet as of March 31, 2025, shows a decrease in total assets to $34.0 million from $37.7 million at year-end 2024 Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total Current Assets** | $16,516,929 | $22,252,552 | | Cash | $11,711,301 | $15,703,579 | | **Total Assets** | **$33,984,265** | **$37,745,567** | | **Total Current Liabilities** | $14,229,336 | $14,209,502 | | Asset-based loan liability | $9,794,642 | $6,902,636 | | **Total Liabilities** | **$14,229,336** | **$14,209,502** | | **Total Stockholders' Equity** | **$19,754,929** | **$23,536,065** | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For Q1 2025, the company reported a 77% year-over-year revenue decrease, a gross loss of $1.6 million, and a 68% wider net loss Consolidated Statements of Operations Highlights (Unaudited) | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | **Total Revenue** | $238,494 | $1,050,155 | | **Gross Profit (Loss)** | $(1,628,478) | $84,064 | | **Net Loss from Operations** | $(6,072,920) | $(3,561,519) | | **Net Loss** | **$(6,414,627)** | **$(3,810,500)** | | **Basic and Diluted Loss per Share** | $(0.35) | $(1.42) | | Weighted Avg. Shares Outstanding | 18,228,267 | 2,719,812 | [Condensed Consolidated Statements of Stockholders' Equity](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders%27%20Equity) Stockholders' equity decreased to $19.8 million as of March 31, 2025, driven by a net loss partially offset by capital from warrant exercises - The ending balance of stockholders' equity was **$19,754,929** as of March 31, 2025[13](index=13&type=chunk) - Key changes during Q1 2025 included a **net loss of $6,414,627** and the issuance of Class A common stock for warrant exercises, which added **$2,381,247 to equity**[13](index=13&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) The company used $3.2 million in cash from operations and $3.0 million in investing, resulting in a net cash decrease of $4.0 million Consolidated Statements of Cash Flows Highlights (Unaudited) | Cash Flow Activity | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | **Net Cash used in Operating Activities** | $(3,207,213) | $(5,418,294) | | **Net Cash used in Investing Activities** | $(2,978,308) | $(2,230,118) | | **Net Cash provided by Financing Activities** | $2,193,243 | $12,604,064 | | **Net change in cash** | $(3,992,278) | $4,955,652 | | **Cash, end of period** | **$11,711,301** | **$6,171,759** | [Notes to the Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) The notes detail business verticals, consolidation of an entity, an increased loan facility, stock grants, and high customer concentration - The company's business is structured across several verticals: Satellite Design and Manufacturing, Technology Design and Integration, AI-driven Space-based Data Solutions, Mission Planning Operations, AI/ML Products and Services, and Space and Defense Manufacturing[20](index=20&type=chunk) - The asset-based revolving line of credit was increased from $7 million to **$10.5 million** in January 2025, with an outstanding balance of **$9.8 million** as of March 31, 2025[67](index=67&type=chunk) - On February 1, 2025, the company granted **265,000 stock options** and **265,000 Restricted Stock Units (RSUs)** to employees[86](index=86&type=chunk)[90](index=90&type=chunk) Customer Concentration (Q1 2025) | Customer | Percentage of Revenue | Percentage of Accounts Receivable | | :--- | :--- | :--- | | Bechtel | 25% | 13% | | Craig Technologies | 23% | 58% | | Xiomas Technologies | 15% | 2% | | **Total (as a group)** | **63%** | **82%** | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses a 77% revenue decline due to contract timing, an increased net loss, and a decrease in cash to $11.7 million [Overview of Operations and Key Achievements](index=25&type=section&id=Overview%20of%20Operations%20and%20Key%20Achievements) Sidus Space operates as a vertically integrated space mission enabler, highlighted by the successful launch of three LizzieSat® satellites - Successfully launched LizzieSat®-1, LizzieSat®-2, and LizzieSat®-3, establishing a **micro-constellation** for delivering near real-time data solutions[132](index=132&type=chunk) - Signed an extended preliminary contract valued at **$120M** to design and build a lunar fleet of Data Storage Spacecraft for Lonestar Data Holdings[132](index=132&type=chunk) - Received **FCC approval** for operation of a micro constellation and for Space-to-Space Data Relay Capability for LizzieSat®[132](index=132&type=chunk) - The LizzieSat® platform is differentiated by its ability to collect coincident data from multiple sensors and analyze data on-orbit using the **Sidus Orlaith™ AI ecosystem**[133](index=133&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) Q1 2025 revenue fell 77% due to milestone contract timing, while costs rose 93% from increased satellite depreciation Financial Performance Comparison (Q1 2025 vs. Q1 2024) | Metric | Q1 2025 | Q1 2024 | Change | Change % | | :--- | :--- | :--- | :--- | :--- | | **Revenue** | $238,494 | $1,050,155 | $(811,661) | (77)% | | **Cost of revenue** | $1,866,972 | $966,091 | $900,881 | 93% | | **Gross Profit (Loss)** | $(1,628,478) | $84,064 | $(1,712,542) | (2037)% | | **SG&A expense** | $4,444,442 | $3,645,583 | $798,859 | 22% | | **Net loss** | $(6,414,627) | $(3,810,500) | $(2,604,127) | 68% | - The increase in SG&A was primarily due to a **$1.2 million rise in labor costs and benefits**, which included increased headcount, equity-based compensation accruals, and severance costs[172](index=172&type=chunk) [Liquidity and Capital Resources](index=38&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity relies on external financing, with cash at $11.7 million and working capital at $2.3 million as of March 31, 2025 Working Capital Summary | Metric | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Current assets | $16,516,929 | $22,252,552 | | Current liabilities | $14,229,336 | $14,209,502 | | **Working capital** | **$2,287,593** | **$8,043,050** | Cash Flow Summary (Q1 2025 vs Q1 2024) | Cash Flow Activity | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Cash used in operating activities | $(3,207,213) | $(5,418,294) | | Cash used in investing activities | $(2,978,308) | $(2,230,118) | | Cash provided by financing activities | $2,193,243 | $12,604,064 | - Cash on hand decreased from **$15.7 million** at the end of 2024 to **$11.7 million** at the end of Q1 2025[179](index=179&type=chunk) [Critical Accounting Policies and Estimates](index=40&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Key accounting policies involve significant judgment in revenue recognition, inventory valuation, and stock option valuation - Critical accounting policies include **Revenue Recognition, Inventory, Credit Losses, Lease Accounting, and Stock Option and Warrant Valuation**[192](index=192&type=chunk) - Revenue from manufacturing contracts is recognized over time using the **percentage-of-completion method**, while revenue from satellite contracts with milestones is recognized at the **point in time a milestone is met**[193](index=193&type=chunk)[194](index=194&type=chunk) - The company is an "emerging growth company" and has elected to use the **extended transition period** for complying with new or revised accounting standards under the JOBS Act[204](index=204&type=chunk)[205](index=205&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=42&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is exempt from this disclosure as a "smaller reporting company" under SEC rules - As a **"smaller reporting company,"** Sidus Space is exempt from the disclosure requirements of this item[207](index=207&type=chunk) [Item 4. Controls and Procedures](index=42&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 - The CEO and CFO concluded that the company's disclosure controls and procedures are **effective**[209](index=209&type=chunk) - **No material changes** to internal control over financial reporting were identified during the first quarter of 2025[210](index=210&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=44&type=section&id=Item%201.%20Legal%20Proceedings) The company is not aware of any legal proceedings that would materially impact its business or financial condition - The company is **not currently involved in any material litigation**[212](index=212&type=chunk) [Item 1A. Risk Factors](index=44&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred to the risk factors disclosed in the 2024 Annual Report on Form 10-K - There have been **no material changes in risk factors** from those disclosed in the 2024 Annual Report on Form 10-K[213](index=213&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=44&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reports no unregistered sales of equity securities during the reporting period - **No unregistered sales of equity securities** were made during the quarter[214](index=214&type=chunk) [Item 5. Other Information](index=44&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted or terminated Rule 10b5-1 trading arrangements during Q1 2025 - **No directors or officers adopted or terminated** any Rule 10b5-1 trading arrangements during the quarter[217](index=217&type=chunk) [Item 6. Exhibits](index=44&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the report, including officer certifications and Inline XBRL files - The exhibits filed include **CEO and CFO certifications** pursuant to Sarbanes-Oxley Sections 302 and 906, as well as Inline XBRL documents[218](index=218&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q 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: 001-39473 TUHURA BIOSCIENCES, INC. (Exact Name of Registrant as Specified in its Charter) Nevada 99-0360497 ( State or other jurisdiction of incorporation or organization) 10500 University Center Dr., Suite 110 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE ...

Financial Performance - For the three months ended March 31, 2025, the company incurred a net loss of $6.7 million, compared to a net loss of $4.8 million for the same period in 2024, reflecting an increase in operating expenses [81]. - As of March 31, 2025, the company had an accumulated deficit of $117.8 million, indicating significant ongoing financial challenges [81]. - The net loss for the three months ended March 31, 2025, was $6.7 million, compared to a net loss of $4.8 million for the same period in 2024, reflecting an increase of $1.8 million [108]. - The company incurred net losses of $22.6 million and $29.3 million for the years ended December 31, 2024, and 2023, respectively [117]. - Total operating expenses for the three months ended March 31, 2025, were $7.0 million, compared to $4.6 million in 2024, an increase of $2.4 million [108]. Cash Position and Funding Needs - The company had cash and cash equivalents of $6.2 million as of March 31, 2025, highlighting the need for additional funding to support operations [84]. - Cash and cash equivalents as of March 31, 2025, were $6.2 million, with cash flows from operating activities showing a net outflow of $4.7 million for the three months ended March 31, 2025 [119][129]. - The company anticipates needing at least $20 million in gross proceeds from a financing transaction to complete the Kineta merger [135]. - The company expects to finance cash needs through public or private equity offerings, debt financings, and collaborations, which may dilute existing stockholder ownership [137]. - The company expects existing cash and cash equivalents to meet anticipated cash requirements through late into the fourth quarter of 2025, excluding cash needed for the Kineta merger [134]. Research and Development - The company is preparing to initiate a Phase 3 trial for its lead product candidate, IFx2.0, as an adjunctive therapy to Keytruda® for advanced Merkel Cell Carcinoma patients, utilizing the FDA's accelerated approval pathway [79]. - The company is developing tumor microenvironment modulators targeting Myeloid Derived Suppressor Cells (MDSCs) to enhance the efficacy of immunotherapies [79]. - Research and development expenses increased to $4.6 million for the three months ended March 31, 2025, up from $3.6 million in the same period of 2024, representing a $1.0 million increase [111]. - The company plans to significantly increase research and development expenses in the foreseeable future to support product candidate development [102]. Mergers and Acquisitions - The company completed a merger with Kintara Therapeutics on October 18, 2024, which included a 1-for-35 reverse stock split and resulted in Legacy TuHURA becoming a wholly-owned subsidiary of Kintara [85]. - The company has entered into a Clinical Trial Funding Agreement with Kineta, agreeing to fund up to $900,000 in clinical trial expenses for KVA12123, with approximately $852,000 already paid [95]. - The company has entered into an Exclusivity Agreement with Kineta for the potential acquisition of KVA12123, paying a total of $5 million in fees [90]. - The TuHURA Notes financing raised an aggregate principal amount of $31.3 million, with a maturity date of December 1, 2025, and an interest rate of 20% per annum [122][123]. Operational Challenges - The company anticipates that operating losses will increase substantially as it advances product candidates through clinical development and seeks regulatory approvals [82]. - The company has not generated any revenue from product sales and does not expect to do so in the near future [99]. - The company has not experienced any material differences between estimates of accrued expenses and actual amounts incurred [142]. - The company is exposed to interest rate and inflation risks, but does not believe inflation has materially affected its results of operations [150][152].

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 ______________ to ______________ Commission File Number 001-40621 MOBIX LABS, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of in ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 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 001-39312 PLBY Group, Inc. (Exact name of registrant as specified in its charter) Delaware 37-1958714 (State or other jurisdiction o ...

Company Focus and Technology Development - Renovaro Inc. focuses on developing advanced allogeneic cell and gene therapies for long-term cancer remission and serious infectious diseases, contingent on obtaining necessary funding[126]. - The acquisition of GEDi Cube Intl. Ltd. on February 13, 2024, has shifted the company's primary focus to Renovaro Cube technologies[126]. - Renovaro Cube's AI platform utilizes a multi-omics approach to analyze genetics for early cancer detection, aiming to identify biomarkers even in asymptomatic patients[136]. - The company is developing multi-cancer early detection (MCED) blood tests to analyze cell-derived molecules for early-stage cancer detection[141]. - Renovaro Cube aims to assist in clinical trials by providing multi-omic data analysis to track patient responses and optimize patient cohort selection[142]. - The company plans to expand its diagnostic tests and test kits for non-invasive liquid biopsy samples across Europe and the United States[144]. - Renovaro Cube's technology is designed to enhance the accuracy and sensitivity of early cancer detection, potentially improving patient outcomes[145]. - The allogeneic cell therapy platform has completed the pre-IND and IND-enabling phase, focusing on long-term remission of solid tumors[131]. - Renovaro Biosciences is developing genetically modified dendritic cell therapeutic vaccines targeting pancreatic tumors and triple-negative breast cancer[133][134]. - The company aims to leverage AI technologies to provide insights into disease characterization and improve treatment protocols for cancer and other diseases[143]. - Renovaro Cube's AI technology focuses on cancer diagnosis, providing insights for effective recurrence monitoring and utilizing blood sequencing to detect cancer recurrence[146]. - The company aims to enhance biomarker panels by incorporating multi-omics data, targeting high accuracy in sensitivity and specificity for cancer detection[146]. - Renovaro Cube has identified biomarker panels for various cancers, including bladder, breast, and lung cancer, leveraging DNA methylation data[148]. - The AI platform supports comprehensive pan-cancer analysis, enabling swift cross-referencing of biomarkers across multiple tumor types[149]. Financial Performance and Concerns - The company has incurred a net loss of $51,275,253 for the nine months ended March 31, 2025, with an accumulated deficit of $383,730,334[173]. - As of March 31, 2025, Renovaro Cube had cash and cash equivalents of $923,002 and a working capital deficit of $25,173,586, raising concerns about its ability to continue as a going concern[173]. - Operating expenses for the three months ended March 31, 2025, decreased by $47,218,348 or approximately 92% compared to the same period in 2024, primarily due to a reduction in intangible asset impairment and general and administrative expenses[179]. - General and administrative expenses for the three months ended March 31, 2025, were $4,224,590, a decrease of $3,427,789 or approximately 45% from $7,652,379 in 2024[181]. - Research and development expenses for the three months ended March 31, 2025, were $(94,073), representing a decrease of $1,181,229 or approximately 109% compared to $1,087,156 in 2024[183]. - Net income for the three months ended March 31, 2025, was $189,176, a change of $59,179,246 or approximately 100% from a net loss of $(58,990,070) in 2024[187]. - Total assets as of March 31, 2025, were $117,726,120, a decrease from $163,129,450 as of June 30, 2024, primarily due to goodwill impairment of $47,614,729[192]. - Total liabilities as of March 31, 2025, were $29,339,269, a decrease from $31,152,306 as of June 30, 2024, mainly due to a reduction in contingent consideration liability[193]. - Cash used in operating activities for the nine months ended March 31, 2025, was $(6,063,511), compared to $(8,557,649) in 2024, indicating improved cash flow management[194]. - Cash provided by financing activities during the nine months ended March 31, 2025, was $8,204,415, primarily from the issuance of notes payable and private placements[197]. - The company had a working capital deficit of $25,173,586 as of March 31, 2025, compared to a deficit of $28,312,274 as of June 30, 2024, reflecting a decrease of 22%[191]. - The company has historically relied on funding from stockholders and debt financing, with no revenue generated to support operations until product approvals are obtained[189]. Future Plans and Partnerships - Renovaro Cube is actively pursuing partnerships with academic cancer centers and pathology centers to validate its multi-omic capabilities using liquid biopsies[157]. - The company plans to hire additional staff and build infrastructure to support the development and commercialization of its AI platform[160]. - Renovaro Cube's AI platform includes Explainable AI features, ensuring traceability and transparency in its diagnostic processes[168]. - The company intends to secure additional funding through equity or debt financing to support its operations and product commercialization[174].