Financial Performance - Total revenue for the three months ended September 30, 2025, was approximately $60.2 million, a 13% increase from $53.3 million in the same period of 2024, driven by a $6.4 million increase in telehealth subscription revenue[171]. - For the nine months ended September 30, 2025, total revenue was approximately $187.0 million, a 25% increase from $149.3 million in the same period of 2024, with telehealth revenue increasing by 34%[177]. - Telehealth revenue accounted for 78.57% of total revenue in Q3 2025, while WorkSimpli revenue accounted for 21.43%, with the latter decreasing by approximately $225 thousand, or 2%[171]. - Gross profit for Q3 2025 was approximately $52.8 million, a 9% increase from $48.3 million in Q3 2024, with gross profit as a percentage of revenues decreasing to approximately 88% from 91%[173]. - Gross profit increased by approximately 21% to approximately $163.5 million for the nine months ended September 30, 2025, compared to approximately $134.7 million for the same period in 2024[179]. - Operating expenses for Q3 2025 were approximately $54.7 million, a 5% increase from $52.3 million in Q3 2024, mainly due to higher selling and marketing expenses[174]. - Operating expenses for the nine months ended September 30, 2025, were approximately $164.9 million, an increase of 11% or approximately $15.8 million compared to $149.1 million for the same period in 2024[180]. - The company recorded a net loss of approximately $3.6 million for Q3 2025, compared to a net loss of $4.8 million in Q3 2024, representing an improvement in net loss margin from (8.99)% to (5.91)%[170]. Telehealth Services - Telehealth revenue increased by 34% for the nine months ended September 30, 2025, compared to the same period in 2024, with total revenue from recurring subscriptions approximately 95%[156]. - LifeMD currently treats approximately 311,000 active patient subscribers and has served around 1,293,000 customers since inception[153]. - The GLP-1 Weight Management Program has grown to approximately 82,000 patient subscribers as of September 30, 2025, following its launch in April 2023[161]. - LifeMD's telehealth platform includes a 50-state medical group and a nationwide pharmacy network, supporting a broad range of healthcare needs[153]. - LifeMD's core telehealth brands, including LifeMD and Rex MD, have served over 1.26 million customers collectively, addressing various healthcare needs[161][165]. - The company aims to introduce new telehealth product and service offerings to complement its existing treatment areas as part of its long-term growth strategy[154]. Cost and Expenses - Total cost of revenue increased by approximately 48% to $7.4 million in Q3 2025, up from $5.0 million in Q3 2024, primarily due to increased sales volume[172]. - Total cost of revenue for the nine months ended September 30, 2025, increased by approximately 60% to $23.5 million, up from $14.6 million in the same period of 2024[178]. - Selling and marketing expenses increased by approximately $10.6 million, or 14%, primarily due to additional initiatives for LifeMD virtual primary care[182]. Cash Flow and Financing - Net cash provided by operating activities was approximately $11.6 million for the nine months ended September 30, 2025, compared to approximately $16.4 million for the same period in 2024[184]. - Net cash used in investing activities was approximately $10.2 million for the nine months ended September 30, 2025, compared to approximately $8.8 million for the same period in 2024[185]. - Net cash used in financing activities was approximately $12.6 million for the nine months ended September 30, 2025, compared to approximately $3.2 million for the same period in 2024[186]. - Working capital decreased by approximately $0.5 million during the nine months ended September 30, 2025, resulting in a working capital of $(15.6) million[183]. - As of September 30, 2025, the Company had $23.8 million in cash, expected to be sufficient to fund planned operating expenses and capital expenditures for at least the next 12 months[190]. - The Company sold 762,990 shares of common stock under the ATM Sales Agreement during the three months ended September 30, 2025, resulting in net proceeds of $8.7 million[189]. Debt and Interest - The company experienced a loss on debt extinguishment of $1.2 million related to the repayment of the Avenue Facility during Q3 2025[176]. - Interest expense decreased by approximately $296 thousand in Q3 2025 compared to Q3 2024, primarily due to the repayment of the Avenue Facility[175]. - The Company recorded a $1.2 million loss on debt extinguishment related to the repayment of the Avenue Facility during the nine months ended September 30, 2025[181]. Accounting Standards - FASB issued ASU 2025-06 to simplify accounting for internal-use software costs, effective for annual periods beginning after December 15, 2027[197]. - The amendments clarify that capitalization of eligible software development costs begins when management commits to funding the project[197]. - Early adoption of the new guidance is permitted, with options for prospective, retrospective, or modified approaches for in-process projects[197]. - Other accounting standards updates from FASB are not expected to materially impact consolidated financial statements upon adoption[198]. - As a smaller reporting company, the company is not required to provide detailed market risk disclosures[199].

Financial Performance - Net loss for the three months ended September 30, 2025, was approximately $3,284,000, a decrease of 11% from $3,700,000 in the same period of 2024[221] - The company incurred a net loss of approximately $9,783,000 for the nine months ended September 30, 2025, a decrease of 14% from $11,353,000 in 2024[234] Revenue and Income - Revenues from the Ampligen® Cost Recovery Program decreased to $26,000 for the three months ended September 30, 2025, down from $35,000 in 2024, reflecting a decrease of $9,000[223] - Interest and other income increased significantly to approximately $3,052,000 for the three months ended September 30, 2025, compared to $718,000 in 2024, an increase of approximately $2,334,000[225] Expenses - Research and Development costs decreased to approximately $607,000 for the three months ended September 30, 2025, down from $1,437,000 in 2024, reflecting a decrease of approximately $830,000[228] - General and Administrative expenses decreased to approximately $1,798,000 for the three months ended September 30, 2025, from $3,079,000 in 2024, a reduction of approximately $1,281,000[229] Cash Flow - Cash used in operating activities for the nine months ended September 30, 2025, was approximately $8,971,000, a decrease of $1,962,000 from $10,933,000 in 2024[247] - Cash provided by financing activities increased to approximately $7,669,000 for the nine months ended September 30, 2025, compared to $5,407,000 in 2024, an increase of $2,262,000[249] - As of September 30, 2025, the company had approximately $2,409,000 in cash and cash equivalents, a decrease of approximately $1,568,000 from December 31, 2024[250] Stockholder Equity and Compliance - As of September 30, 2025, the company's stockholders' deficit was approximately ($6,077,000), necessitating an increase in stockholders' equity to at least $6,000,000 to regain compliance with exchange listing requirements[259] - The company is required to maintain Stockholders Equity of $6,000,000 to comply with NYSE American continued listing requirements[295] Securities and Financing Activities - The company filed a Universal Shelf Registration Statement to register the offering of up to $100,000,000 of various securities, which has not yet been declared effective[262] - An Equity Distribution Agreement with Maxim allows the company to issue and sell up to $3,000,000 of common stock, with a commission of 3.0% on gross proceeds from each sale[263][266] - The company has entered into a Purchase Agreement with Atlas Sciences, committing to purchase up to $15,000,000 of common stock, with the registration statement declared effective on May 1, 2024[272][273] - As of September 30, 2025, a total of 30,829 shares have been issued under the Purchase Agreement for approximately $398,000 after clearing costs[282] - On June 3, 2024, the company issued 56,410 shares of common stock and warrants to a single accredited investor, with warrants exercisable at $36.30 per share[283] - The company received approximately $1,260,000 in gross proceeds from the Transactions before deducting fees to the Placement Agent and other estimated offering expenses[290] - The company issued 46,530 shares of common stock at a purchase price of $28.00 per share in a registered direct offering[289] - The Class E and F warrants were issued at a combined public offering price of $4.00 per share, with gross proceeds of approximately $8,000,000 before deducting placement agent fees and offering expenses[293] - The exercise price for the Class C and Class D Warrants is set at $28.00, and they are not exercisable until December 3, 2024[291] - The Common Warrants have an allocated proceeds total of approximately $2,500,000, with no warrants exercised for the nine months ended September 30, 2025[288] - The Class E and F Warrants were classified as liabilities on the balance sheet as they may require the company to issue additional stock under certain circumstances[294] - The Placement Agent received a cash fee of 8% of the aggregate gross proceeds from the securities sold in the Transactions[287] - The registration statement for the resale of Common Warrant Shares was declared effective by the SEC on July 11, 2024[286] Other Financial Obligations - The company recognized losses from warrant issuances of $4,410,000 during the nine months ended September 30, 2025[234] - The company has an outstanding deposit of $240,000 as of September 30, 2025, which may be used to offset future clinical research expenditures[256] - The company entered into a Forbearance Agreement with a lender, resulting in an outstanding balance of $2,484,000 after applying a 1% fee[257] - The company has a lock-up agreement preventing executive officers and directors from selling securities for 90 days following the closing of the Transactions[285]

Revenue and Contracts - Advent's revenue primarily comes from the sale and servicing of fuel cell systems and Membrane Electrode Assemblies (MEAs), with expectations for significant future income from these markets [185]. - The company secured a €34.5 million grant from the EU Innovation Fund for the RHyno Project, aimed at developing innovative fuel cells and electrolysers [204]. - Advent secured a new $2.2 million contract with the US DoD in September 2023 to optimize the Honey Badger 50™ portable fuel cell system [212]. - In December 2023, Advent obtained a $2.8 million contract with the US DoD to develop advanced manufacturing processes for the HB50 system [213]. - Advent expects to continue receiving grant funding for product development activities in the foreseeable future [185]. - Revenues are expected to increase materially, with a focus on Joint Development Agreements (JDAs) and Technology Assessment Agreements (TAAs) [227]. Financial Performance - Total revenue decreased by approximately $66 thousand from $128 thousand in Q3 2024 to $62 thousand in Q3 2025, a decline of 51.6% [239]. - Total revenue decreased by approximately $3.2 million from $3.5 million in the nine months ended September 30, 2024 to $0.3 million in the nine months ended September 30, 2025, a decline of 91.7% [248]. - Cost of revenues increased by approximately $101 thousand from $336 thousand in Q3 2024 to $437 thousand in Q3 2025, an increase of 30.1% [240]. - Gross loss increased by approximately $167 thousand from a loss of $208 thousand in Q3 2024 to a loss of $375 thousand in Q3 2025, an increase of 80.3% [238]. - Income from grants increased by approximately $38 thousand from $137 thousand in Q3 2024 to $175 thousand in Q3 2025, an increase of 27.7% [241]. - Operating loss decreased by approximately $5.6 million from a loss of $7.9 million in Q3 2024 to a loss of $2.4 million in Q3 2025, a decrease of 70.1% [238]. - Research and development expenses decreased by approximately $182 thousand from $411 thousand in Q3 2024 to $229 thousand in Q3 2025, a decrease of 44.3% [242]. - Administrative and selling expenses decreased by approximately $1.2 million from $3.1 million in Q3 2024 to $2.0 million in Q3 2025, a decrease of 37.2% [243]. - For the nine months ended September 30, 2025, net income was $(1) thousand compared to $0.1 million in 2024, indicating a decrease of $0.1 million [288]. - The net loss from continuing operations for the three months ended September 30, 2025, was $8.62 million, a change of $18.23 million from a loss of $9.61 million in 2024 [296]. - EBITDA for the three months ended September 30, 2025, was $(2.22) million, improving by $5.54 million from $(7.76) million in 2024 [296]. - Adjusted EBITDA for the nine months ended September 30, 2025, was $(7.67) million, a change of $13.45 million from $(21.13) million in 2024 [296]. Cash Flow and Liquidity - The Company reported a net cash used in operating activities of approximately $(0.9) million for the nine months ended September 30, 2025, compared to $3.1 million for the same period in 2024, reflecting a decrease of $3.983 million or 129.0% [264]. - Cash flows from investing activities were approximately $(30) thousand for the nine months ended September 30, 2025, down from $0.3 million in 2024, representing a decrease of $302 thousand or 111.0% [265]. - The Company generated net cash provided by financing activities of approximately $2.1 million for the nine months ended September 30, 2025, compared to $0.3 million in 2024, an increase of $1.836 million or 651.1% [266]. - The total cash and cash equivalents at the end of the period were $468 thousand for September 30, 2025, up from $192 thousand in 2024, marking an increase of $276 thousand or 143.8% [262]. - The Company had a working capital deficit of $(16.0) million as of September 30, 2025, with $0.5 million in cash and cash equivalents [259]. - The Company experienced a cash shortfall that could impact its ability to meet current obligations, potentially leading to liquidation actions by creditors [260]. - The Company recognized contract assets of $0.6 million as of September 30, 2025, consistent with the amount recognized as of December 31, 2024 [271]. - The Company reported a net decrease in cash, cash equivalents, and restricted cash of $1.193 million for the nine months ended September 30, 2025, compared to a decrease of $3.642 million in 2024, indicating a reduction of $2.449 million or 67.2% [262]. Debt and Financing - Advent entered into a term loan agreement for $1.465 million with an effective interest rate of 206% per year, requiring weekly payments of $45-66 thousand until February 27, 2026 [189]. - The company has made repayments totaling $140 thousand and $185 thousand during the three and nine months ended September 30, 2025, on its term loan [189]. - Advent had an unrestricted cash balance of approximately $0.5 million as of September 30, 2025, with short-term debt of $1.8 million [298]. Research and Development - The company launched the Honey Badger 50™ Fuel Cell System, capable of generating up to 50W of continuous power, with a weight savings of 65% compared to traditional batteries [209]. - A joint benchmarking project with Airbus aims to optimize the Ion Pair™ MEA for hydrogen fuel cells, with financial support from Airbus and a multi-million-dollar investment from Advent [207]. - Advent's MEA technology is designed to enhance performance and reduce costs, contributing to the company's competitive advantage in the fuel cell market [183]. - The company is developing its next generation MEA technology, expected to deliver up to three times the power output of its current product [225]. - Research and development expenses are projected to increase substantially as Advent invests in improved technology and products [230]. Operational Challenges - The Company has substantial doubt regarding its ability to continue as a going concern for one year from the date the consolidated financial statements are issued due to a lack of positive cash flow and liquidity [260]. - The Company’s cash flows from operating activities are expected to be affected by increased working capital needs as it grows [263]. - Advent does not believe inflation currently has a material effect on its business and is taking steps to mitigate cost increases [299]. Tax and Regulatory Matters - Advent is subject to income tax examinations by major taxing authorities, with the U.S. corporate income tax rate reduced from 35% to 21% under the Tax Cuts and Jobs Act of 2017 [289]. - The company recorded a fair value adjustment for Private Placement Warrants and Working Capital Warrants, which are classified as liabilities [290]. - Advent has not entered into any hedging transactions for foreign exchange risk, despite having costs and revenues denominated in Euros [300]. - The company recorded a change in fair value of warrant liability amounting to nil for the three months ended September 30, 2025 [233]. - The company recorded an income tax expense of $(1) thousand for the nine months ended September 30, 2025, mainly related to net operating loss carryforwards [236].

Financing Activities - Hyperscale Data issued a convertible promissory note of $1.9 million on February 5, 2025, with a conversion price of $4.00 per share and an interest rate of 15% per annum [161]. - A convertible promissory note of $4.2 million was issued on March 14, 2025, with a conversion price based on the greater of $0.40 or 75% of the VWAP [163]. - Hyperscale Data entered into a securities purchase agreement to sell up to 50,000 shares of Series B Convertible Preferred Stock for a total of $50.0 million [166]. - Each share of Series B Preferred Stock has a stated value of $1,000.00 and offers a cumulative cash dividend of 15% per annum [167]. - A securities purchase agreement was made to sell up to 100,000 shares of Series H convertible preferred stock for a total of $100.0 million [176]. - Between August 29, 2025, and November 4, 2025, the company raised $125 million through the sale of 255.4 million shares of Class A common stock via an ATM offering [178]. - The A&R Forbearance Note issued in February 2025 has a principal amount of $3.5 million and accrues interest at 18% per annum [162]. Revenue Performance - Total revenue for the three months ended September 30, 2025, was $24.3 million, a decrease of 22% from $31.1 million in the same period of 2024 [196]. - Revenue from crane operations declined by $2.6 million, or 21%, to $9.7 million due to reduced demand from oil and gas customers [199]. - Revenue from crypto assets mining increased by $0.4 million, or 8%, to $5.7 million, driven by a 30% increase in self-mined Bitcoin revenue [198]. - AGREE's hotel operations revenues increased by $0.4 million, or 7%, for the three months ended September 30, 2025, compared to the same period in 2024 [200]. - Total revenue for the nine months ended September 30, 2025, was $75.2 million, a decrease of $12.0 million, or 14%, compared to $87.2 million in the same period in 2024 [223]. - Revenues from crypto assets mining decreased by $9.6 million, or 38%, to $15.6 million for the nine months ended September 30, 2025, compared to $25.2 million in the same period in 2024 [224]. - TurnOnGreen's revenues increased by $1.3 million, to $5.0 million for the nine months ended September 30, 2025, compared to $3.8 million in the corresponding period in 2024, a rise of 34% [229]. Net Loss and Impairments - The net loss attributable to common stockholders for the three months ended September 30, 2025, was $15.3 million, compared to a net loss of $26.9 million in the same period of 2024 [196]. - A loss on impairment of property and equipment related to real estate assets of AGREE was recorded at $8.0 million for the year ended December 31, 2024 [186]. - Net loss available to common stockholders was $42.7 million for the nine months ended September 30, 2025, compared to a net loss of $59.7 million in the same period in 2024 [222]. Bankruptcy and Subsidiary Developments - The company anticipates that Gresham Worldwide, Inc. will emerge from bankruptcy on November 28, 2025, following a settlement agreement [173]. - The company anticipates GIGA will emerge from bankruptcy on November 28, 2025, following the confirmation of its bankruptcy plan [184]. - The company recognized a gain of $2.7 million related to the bankruptcy proceedings for a subsidiary during the three months ended September 30, 2025 [190]. - The company deconsolidated GIGA and recognized a gain of $2.0 million on deconsolidation included in net gain from discontinued operations [182]. Expenses and Margins - Gross margins decreased to 26% for the three months ended September 30, 2025, compared to 28% for the same period in 2024, primarily due to unfavorable margins from crypto asset mining activities [206]. - Research and development expenses decreased by $3.0 million for the three months ended September 30, 2025, due to reduced expenditures on the Bitnile social gaming platform [207]. - Selling and marketing expenses increased by $2.6 million, or 55%, to $7.4 million for the three months ended September 30, 2025, compared to $4.8 million in the same period in 2024 [208]. - Gross margins decreased to 24% for the nine months ended September 30, 2025, down from 26% for the same period in 2024, primarily due to unfavorable margins from crypto asset mining operations [231]. - Research and development expenses decreased by $3.0 million for the nine months ended September 30, 2025, due to reduced expenditures on the Bitnile social gaming platform [232]. - Selling and marketing expenses increased by $3.5 million, or 28%, to $16.0 million for the nine months ended September 30, 2025, driven by higher advertising and promotion costs [233]. - General and administrative expenses decreased by $3.3 million to $30.4 million for the nine months ended September 30, 2025, primarily due to the deconsolidation of AVLP and Eco Pack [234]. Cash Flow and Financial Position - Net cash used in operating activities totaled $24.8 million for the nine months ended September 30, 2025, compared to $10.2 million for the same period in 2024 [249]. - Net cash used in investing activities was $12.9 million for the nine months ended September 30, 2025, compared to $11.8 million for the same period in 2024 [250]. - Net cash provided by financing activities was $60.4 million for the nine months ended September 30, 2025, compared to $22.6 million for the same period in 2024 [251]. - As of September 30, 2025, cash and cash equivalents were $24.8 million, up from $4.5 million as of December 31, 2024 [248]. - The effective tax rate from continuing operations was a provision of 0.5% for the nine months ended September 30, 2025, compared to 0.1% for the same period in 2024 [247].

Business Operations - Hyperscale Data operates a large-scale data center platform integrating AI compute infrastructure with Bitcoin mining operations [159]. - The company expects to divest Ault Capital Group, Inc. in Q2 2026, focusing on AI data center and Bitcoin infrastructure [160]. - Sentinum plans to deploy approximately 6,800 S19j miners at a service provider's data center, with an initial setup fee of $10 per miner [174][175]. - The company anticipates receiving 70% of Bitcoin rewards after initial fees are paid, with the service provider receiving 30% [175]. Financial Instruments - A convertible promissory note of $1.9 million was issued on February 5, 2025, with a conversion price of $4.00 per share [161]. - An amended and restated convertible promissory note of $3.5 million was issued, convertible at $2.00 per share, maturing on May 15, 2025 [162]. - A securities purchase agreement was entered to sell up to 50,000 shares of Series B Convertible Preferred Stock for up to $50.0 million [166]. - Each share of Series B Preferred Stock has a stated value of $1,000.00 and offers a cumulative cash dividend of 15% annually [167]. - A securities purchase agreement was made to sell up to 100,000 shares of Series H convertible preferred stock for a total of up to $100.0 million [176]. - The company raised $125 million through the sale of 255.4 million shares of Class A common stock via an ATM offering between August 29, 2025, and November 4, 2025 [178]. - Ault Lending entered into a loan agreement with GIGA for up to $10.0 million, with the first tranche of $6.5 million funded on September 30, 2025 [179]. Revenue and Performance - For the three months ended September 30, 2025, total revenue decreased by 22% to $24.3 million from $31.1 million in the same period of 2024 [197]. - Revenue from crane operations declined by $2.6 million, or 21%, due to reduced demand from oil and gas customers [199]. - Revenue from crypto assets mining increased by $0.4 million, or 8%, driven by a 30% increase in self-mined Bitcoin revenue [198]. - AGREE's hotel operations revenues increased by $0.4 million, or 7%, for the three months ended September 30, 2025, compared to the same period in 2024 [200]. - Revenues from lending and trading activities decreased by $5.4 million to approximately $0.1 million for the three months ended September 30, 2025, compared to $5.6 million in the same period in 2024, a decline of 96% [201]. - TurnOnGreen's revenues increased by $0.5 million, to $1.7 million for the three months ended September 30, 2025, compared to $1.2 million in the corresponding period in 2024, a rise of 42% [204]. - Total revenue for the nine months ended September 30, 2025, was $75.2 million, a decrease of $12.0 million, or 14%, compared to $87.2 million in 2024 [223]. - Revenues from crypto assets mining decreased by $9.6 million, or 38%, to $15.6 million for the nine months ended September 30, 2025, compared to $25.2 million in 2024 [224]. - AGREE's hotel operations revenues increased by $0.8 million, or 6%, for the nine months ended September 30, 2025, compared to the same period in 2024 [226]. - Revenues from lending and trading activities decreased by $3.0 million to approximately $1.9 million for the nine months ended September 30, 2025, compared to the same period in 2024, a decline of 61% [227]. - Other revenues increased by $0.2 million to $2.1 million for the nine months ended September 30, 2025, compared to $1.9 million in the same period in 2024 [230]. Expenses and Losses - The company recognized a loss on impairment of property and equipment related to AGREE's real estate assets amounting to $8.0 million for the year ended December 31, 2024 [186]. - A gain of $10.0 million was recognized from the deconsolidation of AVLP, effective March 28, 2025 [187]. - The net loss attributable to common stockholders for the three months ended September 30, 2025, was $15.3 million, compared to a net loss of $26.9 million in the same period of 2024 [196]. - The company anticipates GIGA will emerge from bankruptcy on November 28, 2025, following the confirmation of its bankruptcy plan [184]. - Ault Lending is focused on maximizing stockholder value through various initiatives, including potential public offerings and sales of subsidiaries [191]. - Gross margins decreased to 26% for the three months ended September 30, 2025, compared to 28% for the same period in 2024, primarily due to unfavorable margins from crypto asset mining activities [206]. - Research and development expenses decreased by $3.0 million for the three months ended September 30, 2025, due to reduced expenditures on the Bitnile social gaming platform [207]. - Selling and marketing expenses increased by $2.6 million, or 55%, to $7.4 million for the three months ended September 30, 2025, compared to $4.8 million in the same period in 2024 [208]. - Gross margins decreased to 24% for the nine months ended September 30, 2025, down from 26% for the same period in 2024, primarily due to unfavorable margins from crypto asset mining operations [231]. - Research and development expenses decreased by $3.0 million for the nine months ended September 30, 2025, due to reduced expenditures on the Bitnile social gaming platform [232]. - Selling and marketing expenses increased by $3.5 million, or 28%, to $16.0 million for the nine months ended September 30, 2025, driven by higher advertising and promotion costs [233]. - General and administrative expenses decreased by $3.3 million to $30.4 million for the nine months ended September 30, 2025, primarily due to the deconsolidation of AVLP and Eco Pack [234]. Cash Flow - Net cash used in operating activities totaled $24.8 million for the nine months ended September 30, 2025, compared to $10.2 million for the same period in 2024 [249]. - Net cash used in investing activities was $12.9 million for the nine months ended September 30, 2025, compared to $11.8 million for the same period in 2024 [250]. - Net cash provided by financing activities was $60.4 million for the nine months ended September 30, 2025, compared to $22.6 million for the same period in 2024 [251]. - As of September 30, 2025, cash and cash equivalents were $24.8 million, up from $4.5 million as of December 31, 2024 [248]. Taxation - The effective tax rate from continuing operations was a provision of 0.5% for the nine months ended September 30, 2025, compared to 0.1% for the same period in 2024 [247].

Company Operations and Acquisitions - As of September 30, 2025, the company operates over 120 locations worldwide, including over 70 retail dealership locations and over 65 marina and storage locations due to the IGY acquisition[14][15]. - The company has completed multiple acquisitions, including IGY Marinas in October 2022 and Atalanta Golden Yachts in October 2023, enhancing its service offerings and market presence[17][23]. - The company has opened 35 new retail locations in existing territories since its inception, while closing 87 underperforming locations[29]. - The company plans to expand its business through acquisitions in new territories and new store openings in existing territories[35]. - The company has acquired 37 independent recreational boat dealers and multiple related entities since 1998, emphasizing the importance of successful acquisitions for growth[158]. - The acquisition of IGY Marinas in October 2022 expanded the company's luxury marina network globally[61]. - The company may pursue acquisition strategies in new lines of business, including yacht charter and brokerage, marinas, and boat storage[159]. - The acquisition of additional recreational boat dealers and related operations is a key growth strategy, but it involves significant risks such as unforeseen expenses and integration challenges[161]. Financial Performance and Revenue Streams - Sales of new Brunswick boats accounted for approximately 18% of total revenue in fiscal 2025, with Sea Ray and Boston Whaler contributing approximately 8% and 9% respectively[18][19]. - New boat sales, including sales of Cruisers Yachts and Intrepid Powerboats, accounted for approximately 60.9% or $1.407 billion of the company's revenue in fiscal 2025[40]. - Used boat sales accounted for approximately $307.7 million, or 13.3% of total revenue in fiscal 2025[51]. - Marine engines, related marine equipment, and boating parts and accessories generated approximately $107.5 million, or 4.7% of total revenue in fiscal 2025[57]. - Maintenance, repair, rent, and storage services contributed approximately $244.8 million, or 10.6% of total revenue in fiscal 2025[62]. - Fee income from F&I products accounted for approximately $81.9 million, or 3.5% of total revenue in fiscal 2025[67]. - Brokerage sales commissions generated approximately $116.0 million, or 5.0% of total revenue in fiscal 2025[68]. - Income from yacht charter services accounted for approximately $44.4 million, or 2.0% of total revenue in fiscal 2025[71]. - The average selling price for a new boat in fiscal 2025 was approximately $339,000, up from $327,000 in fiscal 2024, compared to the industry average of approximately $93,000[21]. - Same-store sales decreased by 2% in fiscal 2025, following a 1% increase in fiscal 2024 and a 2% decrease in fiscal 2023[21]. Market Conditions and Economic Factors - The U.S. recreational boating industry generated approximately $55.6 billion in retail sales in calendar 2024, slightly down from $57.7 billion in 2023[37]. - Retail sales of new and used boats, engines, trailers, and accessories accounted for approximately $43.2 billion of the total sales in 2024[37]. - Economic conditions and consumer spending patterns significantly impact the company's financial performance, with potential adverse effects from economic downturns[149]. - Recent increases in interest rates and inflation have negatively affected consumer purchasing behavior and may further impact sales[153][155]. - The company faces intense competition in a fragmented market, competing with both local dealers and large national chains[143][146]. Customer Engagement and Technology - The company’s digital technology initiatives include platforms like Boatzon and Boatyard, aimed at enhancing customer engagement and value[24]. - The technology platform enhances operational integration and customer engagement, facilitating inventory management and sales activities across the company[100]. - The company emphasizes customer education through personalized training and seminars, enhancing customer relationships and satisfaction post-sale[88]. - The company’s digital marketing capabilities are a competitive advantage, with most leads originating from its digital properties, including MarineMax.com[85]. Environmental and Regulatory Compliance - The company maintains compliance with extensive governmental regulations, including environmental regulations, which could materially affect its business if not adhered to[109]. - Mercury Marine's low-emission engines have achieved the EPA's mandated 2006 emission levels, but increased production costs to meet EPA standards could adversely impact the company's business[110]. - The company has engaged in efforts to mitigate climate change, including partnerships with manufacturers committed to sustainability, such as Mercury Marine, which received the Wisconsin Business Friend of the Environment Award for Environmental Innovation in 2024[117]. - Several marinas operated by the company have been designated as Clean Marinas, recognizing their engagement in environmental best practices[121]. - The company has made targeted investments in new technology and innovations in the marine industry to support sustainability and reduce emissions[120]. Risks and Challenges - The company faces risks related to international operations, including exposure to foreign currency fluctuations and geopolitical instability, which could adversely affect financial performance[170]. - The ongoing geopolitical conflicts, particularly in Ukraine and the Middle East, could significantly impact the company's business and financial condition[178]. - The company may encounter difficulties in integrating acquired operations and retaining employees, which could hinder profitability[161]. - Higher energy costs and raw material availability could adversely impact sales and operating results, particularly due to reliance on diesel and gasoline engines[184]. - Fluctuations in prices for raw materials like oil, aluminum, and steel could increase product and operating costs, reducing profitability if costs cannot be recouped[185]. - The company relies on third-party suppliers for critical components, and disruptions in supply could significantly affect operations and sales[186]. - Weather and environmental conditions pose risks that may adversely impact operating results, including potential closures of boating areas due to droughts or hurricanes[211]. - Unseasonably cool weather and prolonged winter conditions may lead to shorter selling seasons in certain locations[211]. Employee and Management Structure - As of September 30, 2025, the company employed 3,385 individuals, with approximately 73% in store-level operations[101]. - The executive team includes experienced leaders such as William Brett McGill, who has served as CEO since October 2018, and Michael H. McLamb, CFO since January 1998[125][126]. - The company’s compensation philosophy includes performance-based incentives, aligning employee rewards with corporate financial results and shareholder value[105]. Financial Structure and Credit Facilities - The company has a line of credit with asset-based borrowing availability of up to $950 million, including a $400 million delayed draw term loan facility for the acquisition of IGY Marinas[99]. - The company has an Amended Credit Facility with asset-based borrowing availability of up to $950 million, including a revolving credit facility of $100 million and a delayed draw term loan facility of $400 million[180]. - As of September 30, 2025, the company had approximately $63 million available under the delayed draw mortgage loan facility and $85 million under the revolving credit facility[180].

Financial Performance - Revenue decreased by approximately $2,555,000, or 96%, from approximately $2,662,000 for the three months ended September 30, 2024, to approximately $107,000 for the three months ended September 30, 2025[208]. - Specimen count decreased by 8,181, or approximately 97%, from 8,461 specimens in the three months ended September 30, 2024, to 280 specimens in the three months ended September 30, 2025[208]. - Revenue decreased by approximately $5,938,000, or 76%, from approximately $7,816,000 for the nine months ended September 30, 2024 to approximately $1,877,000 for the nine months ended September 30, 2025, primarily due to a decrease of 14,498 specimens, or approximately 74%[219]. - Cost of revenue decreased by approximately $2,673,000, or 67%, from approximately $3,979,000 for the nine months ended September 30, 2024 to approximately $1,306,000 for the nine months ended September 30, 2025, attributed to a 74% decrease in the number of specimens delivered[221]. - Net loss increased by approximately $1,340,795, or 93%, from $1,439,853 for the three months ended September 30, 2024, to $2,780,648 for the three months ended September 30, 2025[207]. Operating Expenses - Total operating expenses decreased by approximately $1,430,526, or 33%, from $4,367,340 for the three months ended September 30, 2024, to $2,936,814 for the three months ended September 30, 2025[207]. - Total operating expenses decreased by approximately $6,535,923, or 44%, from approximately $14,703,197 for the nine months ended September 30, 2024 to approximately $8,167,274 for the nine months ended September 30, 2025[218]. - General and administrative expenses decreased by approximately $1,481,000, or 37%, from approximately $4,052,000 for the nine months ended September 30, 2024 to approximately $2,571,000 for the nine months ended September 30, 2025[227]. - Fulfillment costs decreased by approximately $597,000, or 46%, from approximately $1,293,000 for the nine months ended September 30, 2024 to approximately $696,000 for the nine months ended September 30, 2025[226]. - Technology expenses decreased by approximately $946,000, or 37%, from approximately $2,579,000 for the nine months ended September 30, 2024 to approximately $1,633,000 for the nine months ended September 30, 2025[222]. Cash Flow and Financing - Cash and cash equivalents increased by approximately $904,350, or 48%, from approximately $1,878,408 as of December 31, 2024 to approximately $2,782,758 as of September 30, 2025[229]. - Net cash flows used in operating activities decreased by approximately $1,367,347, or 29%, from approximately $4,691,032 for the nine months ended September 30, 2024 to approximately $3,323,685 for the nine months ended September 30, 2025[229]. - Net cash provided by financing activities was approximately $5,228,000 for the nine months ended September 30, 2025, including $1,750,000 from PIPE financing and $4,000,000 from Underwritten financing[239]. Market and Operational Challenges - iSpecimen Inc. faced operational challenges due to the Russian-Ukrainian war, impacting approximately $1 million in purchase orders and leading to delays and margin reductions[185]. - Inflation has negatively impacted employee salaries and supply costs, although the costs of specimens have not been significantly affected due to long-term vendor contracts[242][243]. - The company has not experienced material supply chain issues affecting transportation, allowing timely deliveries during the nine months ended September 30, 2025[241]. Strategic Initiatives - iSpecimen Marketplace automates the procurement process, allowing researchers to efficiently find and manage specimens, enhancing operational efficiency for both researchers and biospecimen providers[159][161]. - The company is focused on enhancing pricing strategies and operational efficiencies to address current market conditions and improve liquidity[183][184]. - The company intends to rely on exemptions provided by the JOBS Act, remaining an "emerging growth company" until certain revenue or debt thresholds are met[248]. Stock and Securities - A reverse stock split of 1-for-20 was approved and became effective on September 13, 2024, allowing the company to regain compliance with Nasdaq listing requirements[171][172]. - The company raised gross proceeds of $4,998,464 from a public offering on October 31, 2024, with net proceeds of approximately $4,632,275 after offering costs[176][177]. - The company generated gross proceeds of $1,749,998 from a private placement on July 31, 2025, with net proceeds of approximately $1,649,998 after offering costs[166][167]. - The company issued 199,004 shares under an ATM agreement for gross proceeds of approximately $1,494,000 during the year ended December 31, 2024, resulting in net proceeds of approximately $1,239,000 after costs[168]. - iSpecimen Inc. entered into a Note Purchase Agreement for a loan of $1,000,000 with an interest rate of 18% per annum, which was fully paid off by October 31, 2024[174][175].

Financial Performance - Q3 2025 revenue reached $17.11 million, a 38% increase from $12.41 million in Q3 2024, marking an all-time high[4] - Gross profit for Q3 2025 was $2.60 million, up 116% from $1.21 million in Q3 2024, the highest quarterly gross profit in company history[4] - Gross margin expanded to a record 15.21%, an improvement of 549 basis points from 9.72% a year earlier[4] - Adjusted EBITDA loss improved 74% to ($0.19 million) in Q3 2025 from ($0.70 million) in Q3 2024[4] Financial Position - Cash position increased to $4.63 million from $0.66 million as of June 30, 2025, reflecting significant improvement in financial flexibility[10] - Total assets rose to $69.49 million, up from $61.84 million as of June 30, 2025, indicating enhanced liquidity and a diversified asset base[10] - Total assets increased to $69.49 billion as of September 30, 2025, up from $61.84 billion in June 2025, representing a growth of 12.7%[20] - Accounts receivable rose to $25.95 billion, a 11.2% increase from $23.36 billion in June 2025[20] - Inventory increased to $5.68 billion, up 11.2% from $5.11 billion in June 2025[20] - Total liabilities reached $46.36 billion, compared to $43.79 billion in June 2025, marking a 5.9% increase[20] - Stockholders' equity decreased to $23.13 billion from $26.18 billion in June 2025, a decline of 11.7%[20] Growth Initiatives - The company secured a $300 million digital financing facility to support growth initiatives and digital asset investments[10] - A contract manufacturing agreement was signed with Medical Pharmaquality for the production of 3 million MYCOFAGYL pessaries annually, expanding the pharmaceutical portfolio[10] - U.S. operations for the Sky Premium Life brand commenced, with all products manufactured locally in GMP-certified facilities[10] - The company expanded Sky Premium Life across the GCC region, entering Oman with an exclusive distribution agreement and an initial purchase order of 42,000 units[10] - The company is expanding its global distribution platform across Europe, Asia, and North America, enhancing its market presence[21] Strategic Partnerships and Acquisitions - Cosmos Health has entered the telehealth sector through the acquisition of ZipDoctor, Inc., broadening its service offerings[21] - The company is focusing on R&D partnerships targeting major health disorders, leveraging AI for drug repurposing technologies[21] - Cosmos Health's product portfolio includes proprietary pharmaceutical and nutraceutical brands, indicating a diversified business model[21] Financing and Risk Management - The company emphasizes the importance of securing financing to implement its business plan amid various risks and uncertainties[22]

Financial Performance - The company reported a consolidated net loss of $(57) million, or $(0.58) per share, including non-recurring charges of $56 million; adjusted net loss was $(1) million, or $(0.01) per share[3]. - The company realized consolidated adjusted EBITDA of $225 million for the quarter[3]. - For the three months ended September 30, 2025, drilling services revenue was $990,211,000, compared to $691,293,000 for the same period in 2024, representing an increase of 43.4%[29]. - Total operating revenues for the year ended September 30, 2025, were $3,746,013,000, up from $2,756,607,000 in 2024, reflecting a growth of 36%[29]. - The company reported a net loss of $57,363,000 for the three months ended September 30, 2025, compared to a net loss of $162,758,000 for the same period in 2024[29]. - Net income for the year ended September 30, 2025, was a loss of $159.948 million, compared to a profit of $344.165 million in 2024[31]. - Adjusted net income for the three months ended September 30, 2025, was $(1,228), with an EPS of $(0.01)[39]. - The company incurred a loss on investment securities of $36,461, impacting overall financial performance[39]. - The company’s income (loss) before income taxes was $(62,072), an improvement from $(132,908) in the previous quarter[34]. Segment Performance - North America Solutions (NAS) segment achieved operating income of $118 million, with direct margins of $242 million, yielding a margin per day of $18,620[3][10]. - International Solutions segment improved its operating loss to $(75) million from $(167) million in the prior quarter, with direct margins of approximately $30 million[3][10]. - Offshore Solutions segment reported record margins of nearly $35 million during the fourth quarter, attributed to increased rig utilization[7][10]. - Operating revenues for North America Solutions decreased to $572.274 million in Q3 2025 from $618.285 million in Q3 2024, a decline of approximately 7.4%[32]. - Segment operating income for North America Solutions was $118.158 million for Q3 2025, down from $155.593 million in Q3 2024, representing a decrease of about 24%[32]. - International Solutions reported operating revenues of $241.234 million in Q3 2025, compared to $265.803 million in Q2 2025, a decrease of approximately 9.3%[32]. - North America Solutions reported operating income of $118,158, a decrease of 25% from $157,649 in the previous quarter[34]. - International Solutions experienced an operating loss of $75,715, compared to a loss of $166,513 in the previous quarter, indicating a significant improvement[34]. Assets and Liabilities - Total assets increased to $6,705,738,000 as of September 30, 2025, from $5,781,898,000 in 2024, marking a growth of 15.9%[30]. - Current liabilities rose to $814,836,000 as of September 30, 2025, compared to $446,949,000 in 2024, indicating an increase of 82.2%[30]. - The company’s cash and cash equivalents decreased to $196,848,000 as of September 30, 2025, down from $217,341,000 in 2024, a decline of 9.5%[30]. - Total shareholders' equity decreased to $2,829,338,000 as of September 30, 2025, from $2,917,152,000 in 2024, a decrease of 3%[30]. Capital Expenditures and Debt - The company repaid $210 million of its $400 million term loan, expecting to fully repay by the end of the third fiscal quarter of 2026[3][7]. - Gross capital expenditures for fiscal 2026 are expected to be between $280 million and $320 million, with $40 million to $60 million allocated for NAS operations[3][8]. - The company incurred capital expenditures of $426.373 million for the year ended September 30, 2025, down from $495.072 million in 2024[31]. - Net cash provided by operating activities for the year ended September 30, 2025, was $542.950 million, a decrease from $684.663 million in 2024[31]. - The company reported a net cash used in investing activities of $1.925 billion for the year ended September 30, 2025, compared to $458.748 million in 2024[31]. Research and Development - The company anticipates research and development expenses of approximately $25 million for fiscal 2026[18]. - Research and development expenses for the three months ended September 30, 2025, were $7,567,000, slightly down from $8,850,000 in the same period of 2024[29]. - Research and development costs associated with an asset acquisition were not reported for the three months ended September 30, 2025, but were $3,840,000 for the year ended September 30, 2024[46]. Other Financial Metrics - The average contracted rig count for NAS is projected to be between 132 and 148, while the average operating rig count for International Solutions is expected to be between 58 and 68[8]. - Average active rigs in North America Solutions were 141 for Q3 2025, down from 151 in Q3 2024[32]. - The number of active rigs at the end of the period for North America Solutions was 144, compared to 151 in the previous year[32]. - The total marketable fleet in U.S. Land Operations decreased to 203 rigs from 223 rigs in the previous quarter, reflecting a reduction in idle or other rigs[36]. - The total contracted rigs in International Solutions decreased to 86 from 88 in the previous quarter, indicating a slight contraction in operations[36]. Dividends and Other Income - The company paid dividends of $100.735 million in 2025, down from $168.459 million in 2024[31]. - Total other income (expense) amounted to $(60,610), a significant increase in expenses compared to $(4,639) in the previous quarter[34]. - Other income (expense) for the three months ended September 30, 2025, included a gain of $5,985,000, contrasting with a loss of $31,258,000 in the previous quarter[46]. - The company reported a foreign currency exchange gain of $6,455,000 for the three months ended September 30, 2025, compared to a loss of $9,216,000 in the previous quarter[46]. - Net income attributable to non-controlling interest for the three months ended September 30, 2025, was $1,556,000, up from $859,000 in the previous quarter[46].

Investment Income - Total investment income for Q4 2025 was $23.9 million, a 10.5% increase from $21.7 million in Q3 2025[3] - Net investment income for Q4 2025 was $11.4 million, or $0.52 per share, compared to $11.3 million, or $0.50 per share in Q3 2025, reflecting a 1.3% increase[3][8] - For the fiscal year ended September 30, 2025, total investment income was $89.1 million, a decrease of 7.8% from $96.6 million in 2024[4][10] Cash Distribution - Cash distribution per common share increased to $0.59 in Q4 2025, up 18.0% from $0.50 in Q3 2025[3] Expenses - Total expenses for Q4 2025 rose to $12.5 million, a 20.5% increase from $10.4 million in Q3 2025, primarily due to higher interest expenses[3][6] Investments - Total investments at fair value increased to $859.1 million as of September 30, 2025, a 14.4% increase from $751.3 million as of June 30, 2025[3] - The company invested $106.7 million in five new portfolio companies during Q4 2025[7] Net Assets - The net increase in net assets resulting from operations for FY 2025 was $57.2 million, or $2.56 per share, down from $94.5 million, or $4.34 per share in FY 2024[4][13] Yield - The weighted average yield on interest-bearing investments decreased to 12.5% in Q4 2025 from 12.8% in Q3 2025[3][5] Financing - The company issued 5.875% Convertible Notes due 2030, raising gross proceeds of $149.5 million[7]