Financial Performance - Deere & Company reported net income of $1.065 billion for Q4 2025, a decrease of 14% from $1.245 billion in Q4 2024, with earnings per share of $3.93 compared to $4.55[1][6] - Total net sales and revenues for Q4 2025 increased by 11% to $12.394 billion, while full-year revenues decreased by 12% to $45.684 billion[2][6] - The company forecasts net income for fiscal 2026 to be between $4.00 billion and $4.75 billion[4][5] - Deere's operating profit for the full year 2025 was $6.020 billion, a decline of 33% from $9.039 billion in 2024[22] - Total net income attributable to Deere & Company for the year ended November 2, 2025, was $5,027 million, down 29.9% from $7,100 million in 2024[25] - The total income after income taxes for the three months ended November 2, 2025, was $1,070 million, compared to $1,270 million in the same period of 2024[45] - The company reported a net income attributable to Deere & Company of $1,065 million for the three months ended November 2, 2025, down from $1,245 million in the same period of 2024[45] - Net sales for Deere & Company decreased to $38,917 million in 2025 from $44,759 million in 2024, representing a decline of approximately 13.2%[47] - Total income after income taxes fell to $4,998 million in 2025, down from $7,112 million in 2024, a decrease of about 29.6%[47] - The net income attributable to Deere & Company was $5,027 million in 2025, down from $7,100 million in 2024, a decrease of about 29.2%[47] - The company reported a net income of $4,998 million in 2025, down from $7,088 million in 2024, representing a decrease of approximately 29.4%[52] Sales and Revenue Breakdown - Production & Precision Agriculture net sales increased by 10% to $4.740 billion in Q4 2025, but operating profit decreased by 8% to $604 million[7][22] - Small Agriculture & Turf net sales rose by 7% to $2.457 billion, but operating profit plummeted by 89% to $25 million due to higher tariffs and production costs[9][22] - Construction & Forestry net sales surged by 27% to $3.382 billion, with operating profit increasing by 6% to $348 million[12][22] - Net sales for the three months ended November 2, 2025, were $10,579 million, a 14.0% increase from $9,275 million in the same period of 2024[25] - Research and development expenses increased to $681 million for the three months ended November 2, 2025, compared to $626 million in the same period of 2024, reflecting a 8.8% rise[25] Assets and Liabilities - Total assets as of November 2, 2025, were $105,996 million, a decrease from $107,320 million as of October 27, 2024[27] - The company reported a total liabilities figure of $79,989 million as of November 2, 2025, down from $84,395 million in the previous year[27] - Total assets decreased to $105,996 million in 2025 from $107,320 million in 2024, a reduction of approximately 1.2%[50] - Total liabilities decreased to $79,989 million in 2025 from $84,395 million in 2024, reflecting a decline of about 5.2%[50] Cash Flow and Investments - Cash flows from operating activities for the year ended November 2, 2025, were $7,459 million, a decrease from $9,231 million in 2024[29] - Cash and cash equivalents increased to $8,276 million in 2025 from $7,324 million in 2024, an increase of approximately 13.0%[50] - Net cash provided by operating activities decreased to $7,459 million in 2025 from $9,231 million in 2024, a decline of approximately 19.2%[52] - Total cash flows from investing activities showed a net outflow of $2,057 million in 2025 compared to an outflow of $6,464 million in 2024, indicating an improvement in cash management[52] - Cash, cash equivalents, and restricted cash at the end of 2025 totaled $8,533 million, up from $7,633 million at the end of 2024, reflecting a year-over-year increase of 11.8%[52] Operational Challenges and Strategic Moves - The company faces ongoing margin pressures from tariffs and challenges in the large agriculture sector, but remains committed to inventory management and cost control[5][19] - The company anticipates a recovery in small agriculture and construction sectors, while large agriculture remains subdued[5][16] - The company acquired several small-scale businesses in 2025 for a total consideration of $115 million, aimed at enhancing technology offerings in various segments[31] - Employee-separation programs implemented in Q3 2024 resulted in pretax expenses of $152 million for the fiscal year, with significant costs across various segments[40] Other Financial Metrics - Basic earnings per share for the three months ended November 2, 2025, were $3.94, compared to $4.57 in the same period of 2024, reflecting a 13.8% decline[25] - Dividends declared for the year ended November 2, 2025, were $6.48 per share, an increase from $5.88 in 2024[25] - Interest expense decreased to $3,170 million in 2025 from $3,348 million in 2024, a reduction of approximately 5.3%[47] - The company reported a total of $1,809 million in other receivables in 2025, down from $2,193 million in 2024, a decrease of about 17.5%[50] - The equity in income of unconsolidated affiliates improved to $17 million in 2025 from a loss of $24 million in 2024[47] - The provision for credit losses increased to $1,368 million in 2025 from $250 million in 2024, a significant rise of 447.2%[52] - Depreciation and amortization expenses were $1,082 million in 2025, compared to $1,040 million in 2024, reflecting a slight increase of 4.0%[52] - The company experienced a decrease in accounts payable and accrued expenses, which fell to $(1,040) million in 2025 from $(617) million in 2024[52] - The total proceeds from borrowings issued (original maturities greater than three months) were $10,792 million in 2025, a decrease from $17,937 million in 2024, indicating a reduction of 39.5%[52] - The company repurchased common stock amounting to $1,138 million in 2025, down from $4,007 million in 2024, a decrease of 71.6%[52] - The effect of exchange rate changes on cash and cash equivalents resulted in a positive adjustment of $77 million in 2025, compared to a negative adjustment of $(37) million in 2024[52]

Financial Performance - The company had a net income of $149,028 for the three months ended September 30, 2025, compared to a net income of $296,392 for the same period in 2024, reflecting a decrease of approximately 49.7%[154] - For the nine months ended September 30, 2025, the company reported a net income of $296,369, down from $1,659,067 in the same period of 2024, indicating an 82.1% decrease[155] - The company incurred operating costs of $87,438 for the three months ended September 30, 2025, compared to $499,346 for the same period in 2024, showing a decrease of approximately 82.5%[154] Capital and Financing - The company generated gross proceeds of $69,000,000 from the IPO by selling 6,900,000 units at an offering price of $10.00 per unit[134] - The company completed a private placement of 385,750 units, generating gross proceeds of $3,857,500 at a purchase price of $10.00 per unit[135] - The company issued a total of nine unsecured promissory notes for Monthly Extension Fees amounting to $1,080,000 from January 2025 to the date of the report[146] - The company issued a Sponsor Working Capital Note of $300,000, which bears no interest and is payable upon the consummation of the business combination or at the maturity date[165] - The company has a contractual obligation to issue Deferred Underwriting Shares equal to 3.5% of the gross proceeds of the IPO[163] Cash and Working Capital - As of September 30, 2025, the company had cash of $7,679 available for working capital needs, with all remaining cash held in the Trust Account[156] - As of September 30, 2025, the company had cash of $7,679 and a working capital deficiency of $3,448,729, raising substantial doubt about its ability to continue as a going concern[161] Business Combination and Obligations - The company has until November 27, 2025, to consummate its initial business combination, which could be extended up to April 26, 2026, by five Monthly Extensions[148] - The company has not selected any target business for its initial business combination as of the date of the report[142] - The company has no long-term debt or capital lease obligations as of September 30, 2025, and is obligated to issue 805,000 Deferred Underwriting Shares at $3.00 per share upon completion of a business combination[163] Trust Account and Assets - The assets held in the Trust Account amounted to $23,091,185, primarily in mutual funds, classified as trading securities[168] - The company has not entered into any off-balance sheet financing arrangements as of September 30, 2025[162] - The company has no obligations, assets, or liabilities that would be considered off-balance sheet arrangements as of September 30, 2025[162] Accounting and Tax Positions - The company accounts for share-based compensation expense in accordance with ASC 718, recognizing it over the requisite service period[172] - The company has identified no significant uncertain tax positions requiring recognition in its financial statements, as it is considered an exempted Cayman Islands Company[181] - The company has determined that its warrants qualify for equity accounting treatment[170]

Financial Performance - The company had a net income of $149,028 for the three months ended September 30, 2025, compared to a net income of $296,392 for the same period in 2024, reflecting a decrease of approximately 49.8%[154] - For the nine months ended September 30, 2025, the company reported a net income of $296,369, down from $1,659,067 in the same period of 2024, indicating an 82.1% decrease[155] - The company incurred operating costs of $87,438 for the three months ended September 30, 2025, compared to $499,346 for the same period in 2024, showing a decrease of approximately 82.5%[154] Capital and Financing - The company generated gross proceeds of $69,000,000 from the IPO by selling 6,900,000 units at an offering price of $10.00 per unit[134] - The company completed a private placement of 385,750 units, generating gross proceeds of $3,857,500 at a purchase price of $10.00 per unit[135] - The company issued a total of nine unsecured promissory notes for Monthly Extension Fees amounting to $1,080,000 from January 2025 to the date of the report[146] - The company issued a Sponsor Working Capital Note of $300,000 on June 13, 2025, to be used for general working capital purposes, with no interest and payable upon the consummation of the business combination or maturity date[165] Cash and Working Capital - As of September 30, 2025, the company had cash of $7,679 available for working capital needs, with all remaining cash held in the Trust Account[156] - As of September 30, 2025, the company had cash of $7,679 and a working capital deficiency of $3,448,729, raising substantial doubt about its ability to continue as a going concern[161] Business Combination and Extensions - The company has until November 27, 2025, to consummate its initial business combination, which could be extended up to April 26, 2026, by five Monthly Extensions[148] - The company has not selected any other target business for its initial business combination as of the date of the report[142] Trust Account and Assets - Assets held in the Trust Account amounted to $23,091,185, primarily in mutual funds, classified as trading securities[168] - The company’s investments held in the Trust Account are presented at fair value, with gains and losses included in interest and dividend income[168] Debt and Obligations - The company has no long-term debt or capital lease obligations as of September 30, 2025, and is obligated to issue 805,000 Deferred Underwriting Shares upon the completion of a business combination[163] - The company has not entered into any off-balance sheet financing arrangements as of September 30, 2025[162] Accounting and Tax - The company accounts for share-based compensation expense in accordance with ASC 718, recognizing it over the requisite service period[172] - The company has identified Cayman Islands as its only major tax jurisdiction, concluding no significant uncertain tax positions require recognition in its financial statements[179] - The company’s financial statements do not include adjustments that might result from the uncertainty regarding its ability to continue as a going concern[161] - The company complies with ASC 260 for net income (loss) per ordinary share, allocating undistributed income (loss) between redeemable and non-redeemable shares[175]

Revenue and Customer Growth - Annual Recurring Revenue (ARR) increased to $497.1 million as of October 31, 2025, up from $483.0 million in 2024, representing a growth of 2.3%[134] - The total number of customers reached 15,398 as of October 31, 2025, compared to 15,050 in 2024, indicating an increase of 2.3%[135] - Customers with greater than $100,000 in ARR grew to 867 in 2025 from 825 in 2024, reflecting a growth of 5.1%[135] - Revenue for the three months ended October 31, 2025, was $124.5 million, a 4.7% increase from $118.9 million in the same period of 2024[141] - Revenue for the nine months ended October 31, 2025, was $367,761, an increase of $21,708, or 6.3%, compared to $346,053 in 2024[161] Profitability and Income - Gross profit for the three months ended October 31, 2025, was $106.2 million, with a gross margin of 85.3%, up from 83.0% in 2024[138] - Net income attributable to PagerDuty, Inc. common stockholders was $159.6 million for the three months ended October 31, 2025, compared to a net loss of $6.6 million in 2024[138] - Gross profit margin improved from 82.8% in 2024 to 84.6% in 2025, with gross profit increasing to $311,219[160] - Net income attributable to PagerDuty, Inc. increased to $163,999 in 2025, compared to a net loss of $33,975 in 2024[160] - For the three months ended October 31, 2025, non-GAAP net income attributable to PagerDuty, Inc. common stockholders was $31,217,000, compared to $23,721,000 for the same period in 2024, representing a 31.5% increase[186] Operating Expenses - Operating expenses decreased to $98.1 million for the three months ended October 31, 2025, from $109.0 million in 2024, a reduction of 10.5%[138] - Total operating expenses decreased by $10,862, or 10.0%, from $108,971 in 2024 to $98,109 in 2025[146] - Research and development expenses decreased by $4,849, or 14.2%, from $34,267 in 2024 to $29,418 in 2025[146] - Sales and marketing expenses decreased by $4,950, or 10.0%, from $49,272 in 2024 to $44,322 in 2025[146] - General and administrative expenses decreased by $1,063, or 4.2%, from $25,432 in 2024 to $24,369 in 2025[146] Cash Flow and Financial Position - Free cash flow for the three months ended October 31, 2025, was $20,929,000, up from $19,443,000 in the same period of 2024, indicating a 7.6% increase[188] - As of October 31, 2025, the company had cash and cash equivalents totaling $547.8 million, which is expected to support working capital and capital expenditure requirements for at least the next 12 months[189] - Net cash provided by operating activities for the nine months ended October 31, 2025, was $89,447,000, an increase of $2,958,000 from $86,489,000 in 2024[196] - Net cash used in financing activities decreased to $105,386,000 for the nine months ended October 31, 2025, compared to $113,323,000 in 2024, reflecting a reduction in stock repurchases[199] Debt and Obligations - Total debt obligations as of October 31, 2025, amounted to $395.1 million, all of which is long-term[194] - The company had $1.0 million of irrevocable standby letters of credit outstanding as of October 31, 2025, primarily used as security deposits for leased spaces[201] Tax and Valuation - The company released $154.2 million of its valuation allowance as a discrete tax benefit during the three months ended October 31, 2025[159] - The company maintains a valuation allowance of $0.8 million against certain deferred tax assets due to realizability uncertainty[170] - The projected non-GAAP tax rate for fiscal 2026 is set at 22% to provide consistency across interim reporting periods[180] Retention and Customer Focus - The dollar-based net retention rate was 100% for the last 12 months ended October 31, 2025, down from 107% in 2024[137] - The company continues to focus on expanding its enterprise customer base, which constitutes the majority of its revenue[127]

Financial Performance - Net sales for fiscal 2025 decreased by $351.7 million, or 11.0%, to $2,850.4 million compared to $3,202.1 million in fiscal 2024, primarily due to decreased average selling prices[236] - Gross profit for fiscal 2025 was $676.1 million, a decrease of $401.7 million, or 37.3%, from $1,077.8 million in fiscal 2024[236] - Operating income plummeted by $601.6 million, or 96.3%, to $23.2 million in fiscal 2025 compared to $624.8 million in fiscal 2024[236] - Net income for fiscal 2025 was a loss of $15.2 million, a decrease of $488.0 million, or 103.2%, from a net income of $472.9 million in fiscal 2024[236] - Adjusted EBITDA decreased by $397.8 million, or 54.6%, to $330.5 million for fiscal 2025, compared to $728.3 million for fiscal 2024[247] Cost and Expenses - Cost of sales increased by $50.1 million, or 2.4%, to $2,174.3 million for fiscal 2025, driven by increased freight costs and higher sales volume[238] - Selling, general and administrative expenses decreased by $0.9 million, or 0.2%, to $396.6 million in fiscal 2025, attributed to lower costs across various categories[239] - Intangible asset amortization expense decreased by $13.6 million, or 24.5%, to $41.9 million in fiscal 2025 due to certain intangibles becoming fully amortized[240] - Other expense, net increased by $5.7 million to $7.7 million for fiscal 2025, compared to $2.0 million for fiscal 2024[243] Impairment Charges - The company recognized a $66.7 million impairment charge related to the potential sale of the HDPE business in fiscal 2025[224] - Asset impairment charges increased to $214.4 million for fiscal 2025, compared to no charges in fiscal 2024[241] - In fiscal 2025, the Company recorded a goodwill impairment of $18.9 million for the Mechanical reporting unit[301] - The Company identified non-cash impairment charges of $194,450 related to the long-lived assets of the HDPE business in fiscal 2025[306] Tax and Income - Income tax expense decreased by $117.8 million to a benefit of $3.4 million for fiscal 2025, compared to an expense of $114.4 million for fiscal 2024[244] - The effective tax rate decreased to 18.4%[244] Cash Flow and Capital Expenditures - Cash and cash equivalents increased by $155.3 million to $506.7 million as of September 30, 2025, compared to the previous year[268] - The company reported cash flows from operating activities of $402.8 million in fiscal 2025, a decrease of 26.6% compared to $549.0 million in fiscal 2024[280] - Cash used in investing activities decreased to $85.6 million in fiscal 2025 from $154.3 million in fiscal 2024, primarily due to reduced capital expenditures[282] - Financing activities resulted in cash outflows of $160.5 million in fiscal 2025, down from $435.3 million in fiscal 2024, mainly due to decreased share repurchases[283] - In fiscal 2025, capital expenditures totaled $107.1 million, focusing on equipment and growth initiatives to support Global Megaprojects[271] Market Dependence and Sales - Approximately 88% of net sales in fiscal 2025 were to customers located in the United States, indicating a strong dependence on the U.S. economy[217] - Approximately 12% of net sales in fiscal 2025 came from international customers, primarily in foreign currencies[225] - Safety & Infrastructure segment net sales increased by $4.3 million, or 0.5%, to $853.4 million for fiscal 2025, compared to $849.1 million for fiscal 2024[249] Future Outlook and Commitments - The company expects to incur additional restructuring costs in fiscal 2026 following a $1.3 million accrual for restructuring activities announced on September 29, 2025[224] - The company has purchase commitments of $110.9 million and $4.1 million for raw materials in 2026 and 2027, respectively[272] - The projected pension contribution for fiscal 2026 is estimated at $0.4 million[273] - Total estimated cash outflows for servicing existing debt instruments amount to $972.4 million, with significant payments due in the next five years[274] Industry Trends - Emerging industry trends indicate a shift towards renewable power generation and increased demand for digital infrastructure products[226][227] Accounting Policies - The Company utilizes the last-in, first-out (LIFO) method for inventory valuation, reflecting current costs and revenues[307] - The Company assesses the recoverability of goodwill and indefinite-lived intangible assets annually, with the measurement date set for the first day of the fourth fiscal quarter[298] - The Company accounts for business combinations using the acquisition method, recording all acquired assets and assumed liabilities at fair value at the date of acquisition[297]

Financial Performance - Revenue for Q3 2025 reached $60.12 million, a 20.24% increase from $50.00 million in Q3 2024[17] - Gross profit for the nine months ended September 30, 2025, was $75.12 million, compared to $99.79 million for the same period in 2024, reflecting a decrease of 24.83%[17] - The net loss for Q3 2025 was $2.48 million, compared to a net loss of $5.82 million in Q3 2024, indicating an improvement of 57.45%[17] - For the nine months ended September 30, 2025, the company reported a net loss of $5,187,125, a significant improvement compared to a net loss of $15,757,196 for the same period in 2024, representing a reduction of approximately 67%[24] - The net loss for the three months ended September 30, 2025 was $2,481,975, a significant improvement of $3,341,108 from a net loss of $5,823,083 in 2024[156] - The Company incurred a net loss of $5,187,125 for the nine months ended September 30, 2025, an improvement of $10,570,071 compared to a net loss of $15,757,196 in 2024[163] Assets and Liabilities - Total current assets increased to $1.83 billion as of September 30, 2025, up from $1.23 billion at the end of 2024, representing a growth of 49.49%[16] - Total liabilities decreased to $12.92 billion from $15.51 billion at the end of 2024, a reduction of 16.73%[16] - The company reported a total stockholders' equity of $3.45 million as of September 30, 2025, an increase from $2.64 million at the end of 2024, reflecting a growth of 30.54%[16] - The company had an accumulated deficit of $52,204,274 as of September 30, 2025, highlighting ongoing financial challenges[28] - The Company’s cash and cash equivalents at the end of the year were $102,715, a slight increase from $72,878 at the end of the previous year[24] Operating Expenses - Operating expenses for the nine months ended September 30, 2025, totaled $9.37 million, down from $18.50 million in the same period of 2024, a decrease of 49.33%[17] - General and administrative expenses decreased to approximately $1,451,867 for the three months ended September 30, 2025, down by approximately $2,752,079 from $4,203,946 in 2024[156][158] - Total operating expenses for the three months ended September 30, 2025 were $2,376,733, a decrease of $2,952,779 compared to $5,329,512 in 2024[156] Cash Flow - The company experienced cash used in operating activities of $5,344,393 for the nine months ended September 30, 2025, compared to $11,666,133 for the same period in 2024, indicating a 54% decrease in cash outflow[24] - Cash used in operating activities for the nine months ended September 30, 2025, was approximately $5.34 million, a decrease from $11.67 million in the same period of 2024[195][197] - Cash provided by financing activities for the nine months ended September 30, 2025, was approximately $5.88 million, compared to $10.27 million in 2024[199] Stock and Financing Activities - The company issued 1,186,426 shares of common stock during the period, raising approximately $1.33 million in additional paid-in capital[19] - The company raised $2,654,513 from the sale of common stock during the nine months ended September 30, 2025, compared to $10,274,937 in the same period of 2024, reflecting a decrease of approximately 74%[24] - The Company issued 1,185,000 shares at $5.00 per share, totaling $5,925,000[88] - The Company issued 1,500,000 shares to Yorkville during the nine months ended September 30, 2025[178] Debt and Defaults - The company issued a promissory note of approximately $1,700,000, with a maturity date of March 11, 2025, and is currently in default[77] - As of September 30, 2025, the Company is in default on the Yorkville Promissory Note with an outstanding balance of $416,667, which was settled for $487,453[134] - The Cohen Convertible Note, issued for $1.9 million, is in default with an outstanding balance of $760,000 as of September 30, 2025[135] Future Outlook - The company anticipates continuing to incur operating losses and negative cash flows for at least the next 12 months, raising substantial doubt about its ability to continue as a going concern[28] - The Company expects to continue seeking additional funds primarily through the issuance of debt or equity securities to support its operations[190] - The Company plans to raise additional capital through equity or debt financing to fund operations and product development[171] Research and Development - The company’s research and development activities are supported by an office in the Republic of Korea, focusing on innovative AI technologies[39] - The Company has a significant intellectual property portfolio that is expected to be a cornerstone for its AI solutions in targeted industries such as automotive, healthcare, and financial services[130] Agreements and Partnerships - The Company entered into a definitive Shareholder, License and Reseller Agreement with SKYE LATAM on November 6, 2025, to expand its AI footprint in Latin America and Spain[127] - The Company has established a partnership with SKYE Inteligencia LATAM to commercialize its AI technology across Latin America and Spain, receiving 25% of SKYE LATAM's common stock and 35% of gross revenues from software and services[132] - The Company entered into a reseller agreement with AFG, issuing a nontransferable warrant for 3,750,000 shares of common stock[83] Compliance and Internal Controls - The Company plans to remediate a material weakness in internal controls over financial reporting, including hiring a Chief Financial Officer and engaging third-party professionals for complex accounting matters[211] - The Company has no off-balance sheet financing arrangements as of September 30, 2025[203]

Financial Performance - Revenue for Q3 2025 was $60.12 million, a 20.24% increase from $50.00 million in Q3 2024[17] - Gross profit for the nine months ended September 30, 2025, was $75.12 million, compared to $99.79 million for the same period in 2024, reflecting a decrease of 24.83%[17] - Net loss for Q3 2025 was $2.48 million, compared to a net loss of $5.82 million in Q3 2024, indicating an improvement of 57.45%[17] - For the nine months ended September 30, 2025, the net loss was $5,187,125, a significant improvement compared to a net loss of $15,757,196 for the same period in 2024, indicating a reduction of approximately 67%[24] - The net loss for the three months ended September 30, 2025 was $2,481,975, a significant improvement of $3,341,108 from a net loss of $5,823,083 in the prior year[156] - For the nine months ended September 30, 2025, revenues were $75,120, a decrease of $24,670 from $99,790 in the same period of 2024[163][164] Assets and Liabilities - Total current assets increased to $1.83 billion as of September 30, 2025, up from $1.23 billion at the end of 2024, representing a growth of 49.49%[16] - Total liabilities decreased to $12.92 billion as of September 30, 2025, down from $15.51 billion at the end of 2024, a reduction of 16.73%[16] - The company reported a total stockholders' equity of $3.45 million as of September 30, 2025, an increase from $2.64 million at the end of 2024, reflecting a growth of 30.49%[16] - The company reported an accumulated deficit of $52,204,274 as of September 30, 2025, highlighting ongoing financial challenges[28] Cash Flow and Financing - Cash used in operating activities for the nine months ended September 30, 2025, was $5,344,393, down from $11,666,133 in the prior year, reflecting a 54% decrease[24] - Cash and cash equivalents are maintained in business checking and money market accounts, recorded at fair value, and held for short-term liquidity requirements[51] - The Company raised $4.4 million in cash and $0.5 million through offset obligations in the May Private Placement, selling 1,980,000 shares of Common Stock and 3,960,000 warrants[173] - Cash provided by financing activities for the nine months ended September 30, 2025, was approximately $5.88 million, down from $10.27 million in 2024[199] - The Company expects to continue seeking additional funds primarily through the issuance of debt or equity securities to support its operations[190] Operating Expenses - Operating expenses for the nine months ended September 30, 2025, totaled $9.37 million, down from $18.50 million in the same period of 2024, a decrease of 49.33%[17] - General and administrative expenses decreased to approximately $1,451,867 for the three months ended September 30, 2025, down by approximately $2,752,079 from $4,203,946 in the prior year[156][158] - Total operating expenses for the three months ended September 30, 2025 were $2,376,733, a decrease of $2,952,779 compared to $5,329,512 in the same period of 2024[156] Stock and Equity - The weighted average number of common shares outstanding increased to 42,166,121 for Q3 2025, compared to 35,539,043 for Q3 2024, an increase of 18.51%[17] - The Company has 19,148,526 potentially dilutive securities excluded from the calculation of weighted average shares of Common Stock outstanding as of September 30, 2025, compared to 27,816,055 in 2024[64] - The Company issued 200,000 shares and 400,000 warrants for gross proceeds of $500,000 on May 30, 2024[85] - The Company issued 1,500,000 shares of Common Stock to Yorkville under the Standby Equity Purchase Agreement during the nine months ended September 30, 2025[178] Future Outlook - The company expects to continue incurring operating losses and negative cash flows for at least the next 12 months, raising substantial doubt about its ability to continue as a going concern[28] - The company plans to raise additional capital through equity or debt financing to fund operations and product development[171] - The Company plans to launch its Automotive AI Agent, which integrates with major automotive data platforms and supports over 13,000 dealerships nationwide, aiming to improve lead conversions and enhance service efficiency[142] Research and Development - The Company has a dedicated office in the Republic of Korea for research and development activities, indicating a focus on innovation and technology advancement[39] - The Company expects to continue incurring significant operating costs, including research and development expenses, which will impact future profitability[145] Agreements and Partnerships - The Company entered into a definitive Shareholder, License and Reseller Agreement with SKYE LATAM on November 6, 2025, to expand its AI footprint in Latin America and Spain[127] - The Company has established a partnership with SKYE Inteligencia LATAM to commercialize its AI technology across Latin America and Spain, receiving 25% of SKYE LATAM's common stock and 35% of gross revenues from software and services[132] Defaults and Financial Challenges - As of September 30, 2025, the Company is in default on the Yorkville Promissory Note with an outstanding balance of $416,667, which was settled for $487,453[134] - The Cohen Convertible Note, issued for $1.9 million, is in default with an outstanding balance of $760,000 as of September 30, 2025, after $380,000 was converted into 316,666 shares of Common Stock[135]

Financial Performance - For the three months ended September 30, 2025, the company reported a net loss of $302,631, primarily due to formation and operating costs of $167,052 and accounting and legal expenses of $184,122 [112]. - For the nine months ended September 30, 2025, the company had a net loss of $619,485, with significant expenses including formation and operating costs of $379,981 and accounting and legal expenses of $406,775 [113]. Cash and Funding - As of September 30, 2025, the company had cash held in the Trust Account amounting to $15,044,640, which includes $347,489 of interest earned [121]. - The company completed its initial public offering on December 13, 2021, raising gross proceeds of $115,000,000 from the sale of 11,500,000 units at $10.00 per unit [116]. - The company has incurred transaction costs of $6,822,078 related to the initial public offering, which includes $2,300,000 of underwriting discount and $4,025,000 of deferred underwriting discount [119]. - The company may need to raise additional funds to meet expenditures required for operating its business prior to the initial business combination, raising substantial doubt about its ability to continue as a going concern [123]. Business Operations - The company entered into a Business Combination Agreement with Btab Ecommerce Group, Inc., with the expectation that Btab will become a wholly owned subsidiary of the company upon completion of the transaction [106]. - The company has no long-term debt obligations or off-balance sheet financing arrangements as of September 30, 2025 [124]. - The company has an agreement to pay its sponsor a monthly fee of $10,000 for administrative support, which has been waived for the three months ended September 30, 2025 [126]. Debt and Notes - The company issued a promissory note in December 2023 for up to $1,500,000 to extend its Termination Date, which is repayable upon the consummation of the initial business combination or liquidation [130]. - The Company issued an amended promissory note with a principal amount of up to $4,000,000, allowing the Sponsor to convert up to $1.5 million into ordinary shares at a conversion price of $1.00 [131]. - As of September 30, 2025, the Company had borrowed $3,676,223 under the January 2025 Note [131]. Regulatory and Accounting Matters - The registration rights agreement allows holders to require the Company to register securities for resale, including up to three demands for registration [132]. - The Company will bear the expenses related to the filing of registration statements for the securities [132]. - No critical accounting estimates were identified as of September 30, 2025 [133]. - Market risk disclosures are not required for smaller reporting companies [135].

Credit Losses and Loan Performance - The allowance for credit losses (ACL) decreased to $53.3 million as of September 30, 2025, from $71.8 million as of September 30, 2024, reflecting a decrease in the total loan and lease coverage ratio from 1.76% to 1.14%[68] - Total charge-offs for the fiscal year ended September 30, 2025, were $90.9 million, compared to $95.2 million for the previous year, with net charge-offs of $74.99 million[65] - The ratio of net charge-offs to average loans outstanding during the period was 1.55% for 2025, down from 1.78% in 2024[65] - The company's commercial finance net loan charge-offs were $24.15 million, representing 0.6% of average loans, while consumer finance net loan charge-offs were $28.74 million, or 10.2% of average loans[67] - The ratio of total nonaccrual loans to total loans outstanding increased to 1.68% as of September 30, 2025, from 0.55% in the previous year[68] - The company expects to continue monitoring the ACL and adjust as necessary to maintain an appropriate level in future periods[68] Investment Securities - The company's total investment securities decreased to $1.55 billion as of September 30, 2025, from $1.98 billion in the previous year, with 86.6% of these securities pledged to secure various obligations[71] - The fair value of debt securities available for sale (AFS) decreased by $413.4 million to $1.33 billion as of September 30, 2025, compared to $1.74 billion in 2024[74] - As of September 30, 2025, the total debt securities available for sale (AFS) amounted to $388.723 million, with a weighted average yield of 3.78%[77] - The total mortgage-backed securities (MBS) AFS reached $1.129 billion, with a weighted average yield of 2.79%[78] Deposits and Funding - The Company reported $5.67 billion in deposits attributable to the Consumer segment, primarily from prepaid debit cards and stored value products[89] - Total deposits as of September 30, 2025, were $5.887 billion, showing a slight increase from $5.875 billion in the previous year[92] - Approximately 95.5% of the deposit portfolio consisted of noninterest-bearing checking accounts, totaling $5.62 billion[92] - As of September 30, 2025, the Company had $326 million in deposits related to government stimulus funds, with $161.5 million on activated cards[88] - The total time certificates of deposit were $2.636 million, with no wholesale certificates included as of September 30, 2025[92] - As of September 30, 2025, the Company had $2.636 million in total certificates of deposit, with $1.636 million maturing in the next 3 months, representing 62.1% of the total[95] - The Company had $9.0 million in overnight borrowings and the ability to borrow an additional approximately $1.02 billion from the FHLB as of September 30, 2025[99] - At September 30, 2025, debt securities with fair values of approximately $385.5 million and $955.3 million were pledged as collateral to the FRB and the FHLB, respectively[100] Regulatory and Compliance - The Bank is subject to regulations from the Consumer Financial Protection Bureau, which has authority over consumer financial products and services[133] - The Dodd-Frank Act includes provisions that restrict interchange fees for certain debit card issuers, although the Bank is currently exempt due to its asset size[134] - The Bank's legal lending limit totals 15% of its capital and surplus, plus an additional 10% if fully secured by readily marketable collateral[141] - The Bank elected to phase in the regulatory capital impact of CECL over a three-year period that began on October 1, 2022, and ends on September 30, 2025[137] - The Company and the Bank must maintain a capital conservation buffer of 2.5% above minimum risk-based capital requirements[165] - The Bank's board of directors may not declare dividends if it would result in the Bank being undercapitalized under the OCC's PCA rule[178] - The federal banking agencies proposed amendments to update AML and CFT program requirements in July 2024[155] Employee and Workforce - The Company reported a decrease in total employees from 1,244 in September 2024 to 1,182 in September 2025, representing a reduction of approximately 4.98%[202] - The Company’s workforce composition shows a decline in full-time employees from 1,239 to 1,177, a decrease of 5.00%[202] - The Company has implemented a "Talent Anywhere" recruitment strategy to expand its talent pool beyond local candidates[204] - The Company is committed to employee health and safety, providing various health and well-being programs[209] Business Operations and Risks - The Company faces significant competition from various financial institutions, including commercial banks and fintech companies, which may have greater resources and offer more competitive rates[243] - The Company’s Partner Solutions business line competes nationally with large commercial banks and electronic payments processors[199] - The Company derives a significant percentage of its deposits, total assets, and income from deposit accounts generated through Payments' customer relationships, particularly from a limited number of program manager relationships[254] - If a significant program manager relationship were terminated or revenues associated with it significantly decreased, it could materially reduce the Company's deposits, assets, and income[255] - The Company is exposed to fraud losses from customer accounts, which may lead to customer disputed transactions and could materially and adversely affect its financial condition[256] - The Company plans to pursue organic growth while evaluating potential acquisitions and expansion opportunities, but may not sustain its historical growth rate[262] - New lines of business or products may subject the Company to additional risks, including increased regulatory requirements and potential losses if not managed effectively[269] - The Company may incur losses due to fraudulent acts or errors by third parties or employees, which could adversely impact its financial results[273] - An impairment charge of goodwill or other intangibles could have a material adverse impact on the Company's financial condition and results of operations[271] - The Company's operations depend on third-party relationships, and any disruption in these relationships could adversely affect its business[249] Cybersecurity and Data Protection - The company collects significant volumes of sensitive personal information, and any security breaches could result in financial losses and damage to its reputation[276] - Cybersecurity risks have increased due to greater reliance on remote working, and the company cannot assure that its safeguards will prevent all breaches[278] - Non-compliance with privacy and data protection laws could result in regulatory sanctions and adversely affect the company's financial performance[280] - System failures and technological interruptions could negatively impact the company's ability to retain customers and affect its financial condition[282] - Delays in tax refund processing could lead to reputational damage and reduced acceptance of the company's products and services[284] Financial Performance and Dividends - The Bank's deposit insurance assessment rate was 6 basis points as of September 30, 2025, down from 7 basis points in 2024 and 2023[145] - The Bank's deposit insurance premium expense totaled $4.5 million for 2025, $5.3 million for 2024, and $4.3 million for 2023[145] - The Company paid cash dividends of $159.5 million to the Company during fiscal 2025 to fund share repurchases under authorized programs[179] - The Company has a stock repurchase program authorized to repurchase up to 7,000,000 shares of common stock by September 30, 2028[179] - As of September 30, 2025, the Bank exceeded all regulatory capital requirements and was designated as "well capitalized" under federal guidelines[167] - The Bank had $5.0 million in Federal Home Loan Bank (FHLB) stock as of September 30, 2025, in compliance with the FHLB of Des Moines' requirement[184] - For the fiscal year ended September 30, 2025, dividends paid by the FHLB to the Bank totaled $0.6 million[184] - The Bank paid standard assessments of $655,404 to the OCC during the fiscal year ended September 30, 2025[162] - The Bank received a "Satisfactory" rating during its most recent CRA Performance Evaluation dated January 29, 2024[181]

Loan Portfolio and Performance - As of September 30, 2025, the total loan portfolio amounted to $15.67 billion, an increase from $15.34 billion in 2024, representing a growth of 2.2%[39] - Fixed-rate and adjustable-rate first mortgage residential loans totaled $10.84 billion, accounting for 69.1% of the loan portfolio[36] - Home equity lines of credit reached $4.06 billion, representing 25.9% of the loan portfolio, up from 21.7% in 2024[39] - Home equity loans increased to $749.5 million, which is 4.8% of the loan portfolio, compared to 3.6% in 2024[39] - The adjustable-rate first mortgage residential loans totaled $3.94 billion, making up 25.2% of the loan portfolio[36] - Total net real estate loans amounted to $15,729,403 thousand as of September 30, 2025, with a significant increase from previous years[45] - The Company reported $10,803,813 thousand in total loans receivable, with $4,062,798 thousand in home equity lines of credit[48] - The delinquency rate for loans originated under the Home Today program was 4.45% for loans 30 days or more past due, compared to 0.18% for Core loans[53] - Total loans seriously delinquent (90 days or more) were 0.11% of total net loans as of September 30, 2025, compared to 0.09% as of September 30, 2024[77] - The percentage of serious delinquencies in the residential Core portfolio increased from 0.06% to 0.07% year over year[77] - Total non-accrual loans increased to $38.706 million in 2025 from $33.610 million in 2024, representing 0.25% of total loans[81] - Total non-performing assets rose to $40.627 million in 2025 from $33.784 million in 2024, accounting for 0.23% of total assets[81] Credit Losses and Allowances - The allowance for credit losses on loans was $74.24 million, slightly increased from $70.00 million in 2024[39] - The allowance for credit losses is based on a life of loan methodology, with qualitative and quantitative general valuation allowances (GVAs) established[90] - The allowance for credit losses on loans increased to $74.2 million as of September 30, 2025, from $70.0 million in 2024, reflecting a net provision of $2.5 million for the year[101] - The total allowance for credit losses increased to $104.4 million as of September 30, 2025, from $97.8 million in 2024[101] - The allowance for credit losses on loans to non-accrual loans was 191.82% at the end of 2025, down from 208.28% in 2024[97] - The provision for credit losses on unfunded commitments was $2.3 million for the year ended September 30, 2025[101] - The total recoveries for the fiscal year ended September 30, 2025, were $5.2 million, compared to $6.0 million in 2024[97] Deposits and Borrowings - As of September 30, 2025, total deposits amounted to $10.45 billion, with checking accounts at $785.8 million and savings accounts at $1.17 billion[119] - The Association's certificates of deposit (CDs) totaled $8.47 billion, including $902.1 million in brokered CDs, with $5.64 billion having maturities of one year or less[119] - The average balance of checking accounts for fiscal year 2025 was $814.1 million, with a weighted average interest rate of 0.05%[121] - The average balance of savings and money market accounts was $1.24 billion, with a weighted average interest rate of 1.02%[121] - The Association's borrowings at September 30, 2025, totaled $4.87 billion, primarily from the FHLB of Cincinnati[123] - The maximum borrowing capacity with the FHLB of Cincinnati is $6.94 billion, with an additional capacity to borrow up to $505.4 million from the FRB-Cleveland[123] Capital and Regulatory Compliance - As of September 30, 2025, the Association exceeded all regulatory capital requirements to be considered "Well Capitalized" and maintained a capital conservation buffer[144] - The Association's capital standards require a common equity Tier 1 capital ratio of at least 4.5%, a Tier 1 capital ratio of at least 6%, and a total capital ratio of at least 8%[140] - The Association satisfied the Qualified Thrift Lender test, maintaining at least 65% of its portfolio assets in qualified thrift investments[146] - The Association's capital ratios include a Tier 1 (Leverage) Capital to Net Average Assets ratio of 10.11%, exceeding the required 5.00%[165] - As of September 30, 2025, the company is in compliance with consolidated regulatory capital requirements, including the capital conservation buffer[180] Employee and Operational Insights - The voluntary turnover rate for the twelve months ending September 30, 2025, is 3.8%, one of the lowest in the industry[188] - At September 30, 2025, 36% of current associates have been with the company for fifteen years or more, indicating strong employee retention[188] - The company employs 958 associates, with approximately 71% being women, reflecting a commitment to diversity[186] - The company actively promotes the health and wellness of associates through various programs and flexible work schedules[190] Market and Economic Factors - A significant portion of the residential mortgage loan portfolio is secured by one- to four-family real estate, increasing credit risk due to regional economic conditions[223] - Strong competition in the banking and financial services industry may limit the company's growth and profitability, as larger competitors can price loans more aggressively[230] - Cybersecurity risks have increased due to the proliferation of new technologies, which could adversely affect operations and reputation if breaches occur[232] - The company may face increased costs if required to repurchase mortgage loans sold in the secondary market due to borrower defaults or breaches of representations and warranties[225] - The soundness of other financial institutions could adversely affect the company due to interrelated financial services transactions, exposing it to credit risk[248] Strategic Initiatives - The implementation of a new core banking system is expected to be operational by July 2026, which is a major investment aimed at improving efficiency and customer experience[246] - The company focuses on residential mortgage loans, which generally provide lower interest rate returns compared to commercial loans[222] - The company may need to raise additional capital in the future, which could be challenging depending on market conditions[220] Dividend Policy and Stock Value - The ability to pay dividends is contingent on meeting regulatory capital requirements and total dividends not exceeding net income plus retained net income from the previous two years[250] - The value of the Company's common stock is significantly influenced by its ability to pay dividends, which depends on the availability of cash and earnings from the Association[251] - Third Federal Savings, MHC must notify the FRS of any proposed waiver of dividends, and a majority of eligible members must approve such waivers within twelve months prior to the declaration[252] - The FRS has non-objected to Third Federal Savings, MHC's dividend waivers in the past, but future approvals are not guaranteed, which could negatively impact stock value[252]