Financial Performance - Revenue for the three months ended September 30, 2025, was $7,905,065, representing a 84.5% increase from $4,291,966 in the same period of 2024[16] - Gross profit for the nine months ended September 30, 2025, was $12,563,704, up 262.5% from $3,467,319 in the prior year[16] - Net income for the three months ended September 30, 2025, was $3,344,966, compared to $1,567,037 for the same period in 2024, reflecting a 113.0% increase[16] - Operating income for the nine months ended September 30, 2025, was $9,257,712, a substantial increase from $2,672,469 in the previous year[16] - Net income for the nine months ended September 30, 2025, was $7,040,691, compared to $1,924,250 for the same period in 2024, representing a significant increase[24] - For the three months ended September 30, 2025, total revenue was $7,905,065, a significant increase from $4,291,966 for the same period in 2024, representing an 84.5% year-over-year growth[113] - For the nine months ended September 30, 2025, total revenue reached $19,884,127, up from $5,254,161 in the same period of 2024, marking a 278.5% increase[114] - The company reported a net income of $3,344,966 for Q3 2025, compared to a net income of $1,567,037 for Q3 2024, showing a year-over-year increase of 113.5%[113] - The company’s operating income for the nine months ended September 30, 2025, was $9,257,712, compared to $2,672,469 for the same period in 2024, indicating a substantial increase of 246.5%[114] Assets and Liabilities - Total current assets increased to $46,180,067 as of September 30, 2025, from $44,017,708 as of December 31, 2024[15] - Total liabilities decreased to $38,485,803 as of September 30, 2025, from $39,942,149 as of December 31, 2024[15] - Cash and cash equivalents decreased to $37,207,274 as of September 30, 2025, from $41,432,852 as of December 31, 2024[15] - Cash and cash equivalents at the end of the period were $37,207,274 for September 30, 2025, compared to $19,506,097 for the same date in 2024[24] - As of September 30, 2025, the Company maintained cash and cash equivalents exceeding insured limits, with amounts over these limits totaling RMB 249,370,596 ($35,026,420) and $766,762 for financial institutions in the PRC and the United States, respectively[36] - The Company has prepaid and other current assets totaling $7,121,106 as of September 30, 2025, compared to $1,333,310 as of December 31, 2024[80] Earnings Per Share - The company reported a basic and diluted earnings per share of $0.07 for the three months ended September 30, 2025, compared to $0.04 in the same period of 2024[16] - The Company reported basic earnings per share of $0.00 for the three months ended September 30, 2025, and diluted earnings per share of $0.00 for the same period[66] Research and Development - The company has made significant investments in research and development, with costs amounting to $96,188 for the nine months ended September 30, 2025[16] - Research and development costs did not meet the requirements to be recognized as an asset, including staff costs related to the Company's products and services[51] Business Operations - The company operates in two segments: wholesale distribution and live-stream sales, with performance assessed based on operating income[112] - The wholesale distribution segment generated $7,791,395 in revenue, while live-stream sales contributed $113,670, indicating that wholesale distribution accounted for approximately 98.6% of total revenue for Q3 2025[113] - The company operates in two segments: wholesale distribution (81.5% of revenue) and live-stream sales (18.5%), highlighting a strong focus on traditional distribution channels[121] - Key products include Cordyceps Peptide Selenium powder and Baofei Granule Extract plant-based drink, catering to the rising demand for health foods[121] Business Combination and Corporate Changes - The company completed a business combination on September 29, 2025, changing its name to CN Healthy Food Tech Group Corp and began trading under the ticker symbol UCFI[27] - The Business Combination resulted in the issuance of 52,235,000 shares of common stock as of September 30, 2025, following the cancellation of 47,689,349 Legacy CFI shares[78] - Transaction costs related to the Business Combination totaled approximately $5,907,000, with $4,376,000 of these costs still unpaid as of September 30, 2025[79] - Lock-up arrangements are in place for certain former stockholders, restricting the transfer of shares for six months through March 2026[78] Taxation and Regulatory Matters - The effective tax rate for the three months ended September 30, 2025, was 29.1%, compared to 32.1% for the same period in 2024[111] - The PRC withholding tax rate on dividends payable by PRC companies to non-PRC-resident enterprises is 10%, which may be reduced to 5% under certain treaties[149] - If classified as a PRC resident enterprise, the company would face a uniform 25% enterprise income tax rate on worldwide income, significantly reducing net income[150] - PRC subsidiaries can only pay dividends from accumulated profits, and must set aside at least 10% of after-tax profits for statutory reserves until they reach 50% of registered capital[154] Cash Flows - Cash flows from operating activities showed a net cash used of $5,707,674 for the nine months ended September 30, 2025, compared to a net cash provided of $21,852,126 in 2024[24] - Net cash provided by operating activities for the nine months ended September 30, 2025 was $21.9 million, compared to a cash outflow of $5.7 million in 2024[135] Legal and Compliance - The company has not been involved in any legal or administrative proceedings that would materially affect its business or financial condition[186] - The company's securities have been suspended from trading on Nasdaq since October 1, 2025, which could materially affect the value or liquidity of its securities[188] - If the trading halt continues or if the securities are delisted, it may lead to significant adverse consequences for shareholders, including reduced liquidity and increased regulatory scrutiny[189] Miscellaneous - The company has no obligations related to discounts, returns, and allowances recorded on its unaudited condensed consolidated balance sheets as of September 30, 2025[49] - The Company has no obligations related to service fees and refunds recorded on its unaudited consolidated balance sheets as of September 30, 2025[50] - As of September 30, 2025, the company had no off-balance sheet arrangements[159] - The company has a total operating lease liability of $508,069 as of September 30, 2025, with a non-current portion of $297,968[109] - The company has no preferred stock issued and outstanding as of September 30, 2025[92]

Financial Performance - Revenue for the three months ended September 30, 2025, was $7,905,065, representing a 84.5% increase from $4,291,966 in the same period of 2024[16] - Gross profit for the nine months ended September 30, 2025, was $12,563,704, up 262.5% from $3,467,319 in the prior year[16] - Net income for the three months ended September 30, 2025, was $3,344,966, compared to $1,567,037 for the same period in 2024, marking a 113.0% increase[16] - Operating income for the nine months ended September 30, 2025, was $9,257,712, compared to $2,672,469 in the same period of 2024, reflecting a 246.5% increase[16] - For the nine months ended September 30, 2025, net income increased to $7,040,691 compared to $1,924,250 for the same period in 2024, representing a growth of approximately 266%[24] - For the three months ended September 30, 2025, total revenue was $7,905,065, a significant increase from $4,291,966 for the same period in 2024, representing an 84.5% year-over-year growth[113] - For the nine months ended September 30, 2025, total revenue reached $19,884,127, up from $5,254,161 in the same period of 2024, representing a 278.5% increase[114] - The company reported a net income of $7,040,691 for the nine months ended September 30, 2025, compared to $1,924,250 for the same period in 2024, indicating a year-over-year increase of 265.5%[114] Assets and Liabilities - Total current assets increased to $46,180,067 as of September 30, 2025, from $44,017,708 as of December 31, 2024[15] - Total liabilities decreased to $38,485,803 as of September 30, 2025, from $39,942,149 as of December 31, 2024[15] - Retained earnings rose significantly to $11,036,694 as of September 30, 2025, compared to $3,996,003 at the end of 2024[18] - Cash and cash equivalents decreased to $37,207,274 as of September 30, 2025, from $41,432,852 as of December 31, 2024[15] - Cash and cash equivalents as of September 30, 2025 totaled $37.2 million, with a net working capital surplus of $8.0 million[133] Shareholder Information - The company reported a basic and diluted earnings per share of $0.07 for the three months ended September 30, 2025, up from $0.04 in the same period of 2024[16] - As of September 30, 2025, the Company had outstanding warrants totaling 6,900,000 public warrants and 9,357,000 private warrants[66] - The Business Combination resulted in the issuance of 52,235,000 shares of common stock as of September 30, 2025, following the cancellation of Legacy CFI shares and the redemption of Iron Horse shares[78] - The company issued 1,000,000 shares of restricted common stock valued at $4,090,000 for management advisory services, to be amortized over a six-month term starting October 1, 2025[95] - As of September 30, 2025, the company has 52,235,000 shares of common stock issued and outstanding, an increase from 47,689,349 shares as of December 31, 2024, representing an increase of approximately 9.5%[93] Cash Flow and Investments - Cash flows from operating activities showed a net cash used of $5,707,674 for the nine months ended September 30, 2025, compared to a net cash provided of $21,852,126 in 2024[24] - The company has made significant investments in research and development, with costs amounting to $96,188 for the nine months ended September 30, 2025, compared to none in the prior year[16] - The Company invested substantially all assets held in the Trust Account in U.S. Treasury Bills, amounting to $2,414,229 as of September 30, 2025[37] - The company has marketable securities held in a trust account valued at $2,414,229 as of September 30, 2025[101] Operational Highlights - The company is focused on distributing natural, grain-based health foods, catering to the rising demand for high-quality nutritional options[25] - The company operates in two segments: wholesale distribution and live-stream sales, with performance assessed based on operating income[112] - The wholesale distribution segment generated $7,791,395 in revenue, while live-stream sales contributed $113,670, indicating that wholesale distribution accounted for approximately 98.6% of total revenue[113] - Key products include Cordyceps Peptide Selenium powder and Baofei Granule Extract plant-based drink, catering to the rising demand for health foods[121] Tax and Regulatory Matters - The effective tax rate for the three months ended September 30, 2025, was 29.1%, compared to 32.1% for the same period in 2024[111] - The PRC withholding tax rate on dividends payable by PRC companies to non-PRC-resident enterprises is 10%, which may be reduced to 5% under certain conditions[149] - If classified as a PRC resident enterprise, the company would face a uniform 25% enterprise income tax rate on worldwide income, significantly reducing net income[150] - PRC subsidiaries can only pay dividends from accumulated profits, and must set aside at least 10% of after-tax profits for statutory reserves until they reach 50% of registered capital[154] - The company has received a legal opinion confirming compliance with the China Securities Regulatory Commission (CSRC) regarding its U.S. listing[116] Business Combination and Corporate Actions - The company completed a business combination on September 29, 2025, changing its name to CN Healthy Food Tech Group Corp and began trading under the ticker symbol UCFI[27] - Transaction costs related to the Business Combination totaled approximately $5,907,000, with $4,376,000 of these costs still outstanding as of September 30, 2025[79] - The company completed an initial public offering on December 29, 2023, with 6,900,000 public warrants outstanding, each exercisable at $11.50 per share[96][97] Risks and Challenges - The company's securities have been suspended from trading on Nasdaq since October 1, 2025, which could materially affect the value or liquidity of its securities[188] - If the trading halt continues or if the securities are delisted, it may lead to significant adverse consequences for investors, including reduced liquidity and increased regulatory scrutiny[189]

Financial Performance - Commodity sales for Q3 2025 were $272,000, a significant decline from $200.9 million in Q3 2024, indicating a drop of approximately 99.9% year-over-year[308] - Gross loss for Q3 2025 was $6.34 million compared to a gross profit of $7.66 million in Q3 2024, reflecting a negative swing of approximately 182.8%[308] - Net loss for Q3 2025 was $15.26 million, compared to a net income of $1.09 million in Q3 2024, representing a year-over-year decline of approximately 1,500%[321] - EBITDA for Q3 2025 was $(14.35) million, a decrease from $2.86 million in Q3 2024, marking a decline of approximately 600%[321] - Commodity sales decreased to $0.3 million for the three months ended September 30, 2025, from $200.9 million in the same period of 2024, representing a decline of $200.6 million or 99.9%[326] - Gross loss totaled $6.3 million for the three months ended September 30, 2025, compared to a gross profit of $7.7 million for the same period in 2024, a decrease of $14.0 million or 182.8%[325] - Net loss attributable to Sadot Group Inc. was $15.2 million for the three months ended September 30, 2025, compared to a net income of $1.2 million in the same period of 2024, a change of $16.4 million or 1406.0%[322] - Net loss attributable to Sadot Group Inc. was $13.9 million in 2025, compared to a net income of $3.3 million in 2024, a change of $17.1 million or 524.2%[335] - Total other income/expense, net for 2025 was a loss of $3.1 million, compared to a loss of $0.3 million in 2024, an increase in loss of 1098.1%[345] Expenses and Costs - Sales, general and administrative expenses increased to $7.39 million in Q3 2025 from $3.42 million in Q3 2024, reflecting an increase of approximately 116.5%[308] - Cost of goods sold decreased to $6.6 million in Q3 2025 from $193.2 million in Q3 2024, a reduction of $186.6 million or 96.6%[328] - Sales, general and administrative expenses increased to $7.4 million in Q3 2025 from $3.4 million in Q3 2024, an increase of $4.0 million or 115.8%[331] - Stock-based expenses decreased to $0.6 million in Q3 2025 from $1.7 million in Q3 2024, a decrease of $1.1 million or 65.9%[330] - Depreciation and amortization expenses decreased to $22.0 thousand in Q3 2025 from $49.0 thousand in Q3 2024, a decrease of $27.0 thousand or 55.1%[329] - Stock-based expenses decreased by $2.0 million, from $4.4 million in 2024 to $2.4 million in 2025, a reduction of 45.1%[343] - Depreciation and amortization expenses decreased by 67.2%, from $0.2 million in 2024 to $0.1 million in 2025[342] Financial Position and Liquidity - Total assets as of September 30, 2025, were $72.96 million, down from $171.03 million as of September 30, 2024[333] - Working capital decreased to $(1.5) million in 2025 from $20.5 million in 2024, indicating a significant decline in liquidity[348] - Current ratio fell from 1.16 in 2024 to 0.97 in 2025, reflecting a decrease in the company's short-term financial health[348] - The working capital deficit was $1.5 million, a decrease of $22.0 million compared to a surplus of $20.5 million on December 31, 2024[352] - Net cash used in operating activities from continuing operations was $7.2 million for the nine months ended September 30, 2025, compared to a net cash provided of $1.4 million for the same period in 2024[359] - The company experienced a net loss of $14.2 million for the nine months ended September 30, 2025[359] - Current ratio decreased to 0.97 from 1.16 on December 31, 2024, indicating a decline in liquidity[352] Management and Strategic Actions - The company is experiencing significant trading difficulties, including capital constraints and legal disputes, which are impacting its business model and may lead to asset impairments in Q4 2025[309] - Sadot Group's management is actively assessing alternatives to address the current financial situation, with all options being evaluated[305] - Management is actively managing collections and negotiating repayment arrangements to support liquidity requirements[354] - There is substantial doubt about the company's ability to continue as a going concern within one year after the issuance of the financial statements[357] - The company may need to raise additional capital, which could result in significant dilution to existing shareholders[356] Business Transformation - Sadot Group is undergoing a transformation from a U.S.-centric restaurant business to a global Agri-Foods supply chain organization[304] - The company has a majority-owned subsidiary operating a 5,000-acre farm in Zambia, focusing on major commodities and high-value crops[305] Financing Activities - Net cash provided by financing activities from continuing operations was $6.1 million, consisting of proceeds from notes payable of $12.1 million and common stock issuance of $2.4 million[361] - The company increased its borrowing by $1.3 million during Q3 2025 to cover collection delays[353]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-39223 Sadot Group Inc. (Exact name of registrant as specified in its charter) | Nevada | | --- | (State or other jurisdiction (I.R.S. Employer of incor ...

Isotope Production and Development - The company commenced commercial production of enriched isotopes at its ASP enrichment facilities in Pretoria, South Africa, with the first commercial batch of enriched C-12 expected to ship in Q4 2025, enriched Si-28 in Q1 2026, and enriched C-14 in the first half of 2026[262] - The company plans to develop additional isotope enrichment plants in South Africa, Iceland, and the United States, focusing on isotopes for pharmaceuticals, semiconductors, and oncology treatments[263] - The company plans to increase research and development expenses significantly in the foreseeable future to support isotope development[309] - The company has a 51% stake in PET Labs, focusing on the production of fluorinated radioisotopes, with a total payment of $2,000,000 for the acquisition[272] - Future isotopes may not achieve commercial success, and substantial additional financing may be needed to support operations and development[350] Financial Activities and Capital Raising - QLE received gross proceeds of $20,550,000 from the issuance of Convertible Promissory Notes in March 2024, with a maturity date of March 7, 2029[278] - In July 2024, the company raised approximately $32.3 million from a public offering of 13,800,000 shares at a price of $2.50 per share[280] - In October 2025, the company issued 17,167,380 shares at $12.25 per share, resulting in net proceeds of approximately $199.7 million[284] - The company expects to finance cash needs through public or private equity or debt financings, with potential collaborations and licenses[352] - The company has incurred net losses and negative cash flows from operations since inception and expects to continue incurring significant losses[344] Acquisitions and Agreements - A term sheet was signed with TerraPower in October 2024 for funding the construction of a HALEU production facility, with a 10-year purchase agreement for all HALEU produced[264] - The acquisition of Renergen Limited will result in Renergen becoming a wholly owned subsidiary, with the company offering 0.09196 shares of its common stock for each Renergen share[295] - The company entered into an Exclusivity Agreement with Renergen Limited, with an exclusivity fee of $10,000,000 paid in April 2025[364] - A Firm Intention Letter was signed to acquire 100% of Renergen's outstanding shares in exchange for the company's shares, pending regulatory approvals[364] - A Loan Agreement was established with Renergen for a total of $30,000,000, with $10,000,000 applied from the exclusivity fee and $20,000,000 to be paid before June 30, 2025[365] Financial Performance - Revenue for the three months ended September 30, 2025, was $4,889,526, a significant increase of $3,801,831 compared to $1,087,695 in 2024, representing a growth of approximately 349%[321] - For the nine months ended September 30, 2025, total revenue was $7,189,476, an increase of $4,239,128 from $2,950,348 in 2024, representing a growth of about 144%[329] - The net loss before allocation to noncontrolling interest for the three months ended September 30, 2025, was $(12,819,973), compared to $(7,363,759) in 2024, indicating a deterioration of $5,456,214[321] - The company reported a total other expense of $(61,526,185) for the nine months ended September 30, 2025, compared to $(4,538,006) in 2024, indicating a significant increase in losses of $56,988,179[331] - Headline loss for the nine months ended September 30, 2025, was $31,640,628, compared to $18,259,619 for the same period in 2024[343] Operating Expenses - Research and development expenses rose to $3,098,507 for the three months ended September 30, 2025, up by $2,064,061 from $1,034,446 in 2024, marking an increase of about 199%[326] - Selling, general and administrative expenses increased to $12,291,610 for the three months ended September 30, 2025, compared to $4,693,158 in 2024, reflecting a rise of $7,598,452 or approximately 162%[326] - Total operating expenses for the nine months ended September 30, 2025, were $36,209,977, an increase of $16,510,213 from $19,699,764 in 2024, reflecting an increase of approximately 84%[329] - Personnel-related costs increased by $8,164,458 primarily due to an increase in headcount, salaries, and related costs[340] Cash Flow and Liquidity - Cash and cash equivalents as of September 30, 2025, were $113.9 million, with no revenue generated from the sale of enriched isotopes[345] - Net cash used in operating activities for the nine months ended September 30, 2025, was $19,928,958, primarily due to a net loss of $96.5 million[354] - Net cash provided by financing activities for the nine months ended September 30, 2025, was $107,484,812, primarily from the issuance of common stock[359] - Net cash used in investing activities for the nine months ended September 30, 2025, was $35,611,979, including $30 million for a note receivable and $5 million for an investment in IsoBio[357] Regulatory and Compliance - The company does not have any off-balance sheet arrangements as defined by SEC regulations[367] - There are no long-term contractual obligations with vendors, as contracts can be terminated after a notice period[366] - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[369]

Revenue Growth - Revenue increased to $1.7 million for Q3 2025, up from $0.1 million in Q3 2024, representing a 1,273% year-over-year growth[4] - SemiCab's revenue grew over 1,200% year-over-year, reflecting an annualized run rate of $7 million achieved in Q2 2025[6] - Net sales for the three months ended September 30, 2025, were $1,744,000, compared to $127,000 for the same period in 2024, indicating a significant increase[15] Operating Expenses - Operating expenses decreased to $1.2 million in Q3 2025 from $1.8 million in the same period last year, a reduction of approximately 33%[4] - Total operating expenses for the three months ended September 30, 2025, were $1,214,000, compared to $1,791,000 for the same period in 2024, showing a decrease[15] Net Loss and Financial Performance - Net loss from continuing operations decreased to $1.9 million in Q3 2025 compared to $2.1 million in Q3 2024, a decline of about 10%[4] - Loss from operations for the three months ended September 30, 2025, was $(1,565,000), compared to $(1,823,000) for the same period in 2024, indicating an improvement[15] - Net loss from continuing operations for the three months ended September 30, 2025, was $(1,882,000), compared to $(2,106,000) for the same period in 2024, showing a reduction in losses[15] - Net income (loss) for the three months ended September 30, 2025, was $(2,982,000), compared to $974,000 for the same period in 2024, reflecting a significant decline[15] Cash and Liabilities - Cash on hand was $2.8 million as of September 30, 2025, down from $7.2 million at the end of 2024[13] - Total current liabilities decreased to $10.5 million in Q3 2025 from $28.4 million in the same period last year[13] Strategic Initiatives - Algorhythm completed the sale of its Singing Machine business for $4.5 million, significantly reducing expenses and focusing on AI technology[5] - The new "Apex" SaaS platform is expected to tap into the $450 billion U.S. full-truckload market, providing asset-light recurring revenue[6] - SemiCab's fleet expansion to 450 trucks is projected to generate over $23 million in annual revenue[6] - SemiCab secured a supply chain finance receivables facility with Bank of America to access low-cost working capital for its India business[8] Gross Margin - Gross loss for the three months ended September 30, 2025, was $(351,000), compared to $(32,000) for the same period in 2024, reflecting a deterioration in gross margin[15] Shareholder Information - Basic and diluted loss per common share from continuing operations for the three months ended September 30, 2025, was $(0.72), compared to $(0.21) for the same period in 2024[15] - Basic and diluted loss per common share from discontinued operations for the three months ended September 30, 2025, was $(0.43), compared to $0.34 for the same period in 2024[15] - Weighted average common shares for the three months ended September 30, 2025, were 2,568,508, compared to 9,095,504 for the same period in 2024[15] Other Expenses - The company reported a total other expense of $(293,000) for the three months ended September 30, 2025, compared to $(283,000) for the same period in 2024[15]

Revenue Growth - Revenue increased to $1.7 million for Q3 2025, up from $0.1 million in Q3 2024, representing a 1,273% year-over-year growth[4] - SemiCab's revenue grew over 1,200% year-over-year, achieving an annualized run rate of $7 million during Q2 2025[6] - Net sales for the three months ended September 30, 2025, were $1,744,000, compared to $127,000 for the same period in 2024, indicating a significant increase[15] - Algorhythm anticipates continued revenue growth over the next 12 months driven by SemiCab's expansion in India and the U.S.[7] - SemiCab's India segment is expected to generate over $23 million in annual revenue following fleet expansion to 450 trucks[6] Operating Expenses - Operating expenses decreased to $1.2 million in Q3 2025 from $1.8 million in Q3 2024, reflecting a cost reduction strategy[4] - Total operating expenses for the three months ended September 30, 2025, were $1,214,000, compared to $1,791,000 for the same period in 2024, showing a decrease in expenses[15] Profitability and Loss - Net loss from continuing operations decreased to $1.9 million in Q3 2025 compared to $2.1 million in Q3 2024[4] - Loss from operations for the three months ended September 30, 2025, was $(1,565,000), compared to $(1,823,000) for the same period in 2024, indicating an improvement[15] - Net loss from continuing operations for the three months ended September 30, 2025, was $(1,882,000), compared to $(2,106,000) for the same period in 2024, showing a reduction in losses[15] - Net income (loss) for the three months ended September 30, 2025, was $(2,982,000), compared to $974,000 for the same period in 2024, reflecting a significant decline[15] Cash and Liabilities - Cash on hand was $2.8 million as of September 30, 2025, down from $7.2 million at the end of 2024[13] - Total current liabilities decreased to $10.5 million in Q3 2025 from $28.4 million in Q4 2024[13] Strategic Initiatives - Algorhythm completed the sale of its Singing Machine business for $4.5 million, significantly reducing expenses and focusing on AI technology[5] - The new "Apex" SaaS platform aims to penetrate the $450 billion U.S. full-truckload market, providing asset-light recurring revenue[6] Shareholder Information - Basic and diluted loss per common share from continuing operations for the three months ended September 30, 2025, was $(0.72), compared to $(0.21) for the same period in 2024[15] - Basic and diluted loss per common share from discontinued operations for the three months ended September 30, 2025, was $(0.43), compared to $0.34 for the same period in 2024[15] - The weighted average common shares for the three months ended September 30, 2025, were 2,568,508, compared to 9,095,504 for the same period in 2024[15] Fair Value Changes - The company reported a change in fair value of warrant liability of $(6,468,000) for the nine months ended September 30, 2025[15]

Financial Performance - Fiscal 2025 net income totaled $335.6 million, or $3.35 per share, compared to $289.8 million, or $2.94 per share, in fiscal 2024, marking a 15.5% increase in net income year-over-year[5] - Fiscal 2025 consolidated net financial earnings (NFE) reached $329.6 million, or $3.29 per share, up from $290.8 million, or $2.95 per share, in fiscal 2024, reflecting a 13.4% increase[5] - The company achieved the high end of its fiscal 2025 NFEPS guidance range of $3.20 to $3.30, marking the fifth consecutive year of outperforming initial annual NFEPS guidance[5] - For fiscal 2026, the company introduced an NFEPS guidance range of $3.03 to $3.18, indicating a long-term growth target of 7% to 9% starting from a fiscal 2025 base of $2.83 per share[4][6] - NJR reported total operating revenues of $336.1 million for Q4 2025, a decrease of 15% compared to $395.8 million in Q4 2024[31] - Net income for Q4 2025 was $15.1 million, down 83% from $91.1 million in Q4 2024[31] - Basic earnings per share decreased to $0.15 in Q4 2025 from $0.92 in Q4 2024, a decline of 84%[31] - The company reported a net financial earnings (NFE) of $16.2 million for Q4 2025, compared to $88.7 million in Q4 2024[33] - NJR's fiscal year 2025 total operating revenues reached $2.04 billion, a 13% increase from $1.80 billion in fiscal year 2024[31] - The net financial (loss) earnings for the company were $16,229 thousand for the twelve months ended September 30, 2025, compared to $290,828 thousand for the same period in 2024, showing a decrease of about 94%[41] Operational Highlights - New Jersey Natural Gas (NJNG) reported a fiscal 2025 NFE of $213.5 million, significantly up from $133.4 million in fiscal 2024, driven by higher utility gross margin[10] - Clean Energy Ventures (CEV) placed a record 93 megawatts (MW) of in-service capacity in fiscal 2025, the highest annual installed capacity in its history[5] - Capital expenditures for fiscal 2025 were $752.5 million, an increase from $575.1 million in fiscal 2024, primarily due to higher expenditures at NJNG and CEV[19] - Cash flows from operations increased to $466.3 million in fiscal 2025, compared to $427.4 million in fiscal 2024, largely due to an increase in base rates at NJNG[19] - The company expects to deploy between $4.8 billion and $5.2 billion in capital expenditures through 2030, with over 60% allocated to utility spending at NJNG[19] - NJNG serviced approximately 589,000 customers as of September 30, 2025, up from approximately 583,000 customers a year earlier[11] - Total operating expenses increased to $295.7 million in Q4 2025 from $249.7 million in Q4 2024, an increase of 18%[31] - NJR's utility gross margin for Q4 2025 was $91.2 million, up 35% from $67.7 million in Q4 2024[36] - The utility gross margin increased to $91,187 thousand for Q4 2025, up from $67,708 thousand in Q4 2024, marking a growth of approximately 35%[43] - Total Utility Gross Margin for the year was $686,426, an increase from $544,870, representing a 25.9% growth year-over-year[44] Customer and Market Metrics - The market capitalization of the company as of September 30, 2025, was $4,838,044 thousand, up from $4,694,580 thousand a year earlier, indicating a growth of about 3%[41] - The throughput for NJNG, Core Customers was 17.5 Bcf for the three months ended September 30, 2025, compared to 15.1 Bcf in the same period of 2024, representing an increase of 16%[41] - The yield at September 30, 2025, was 4.0%, compared to 3.8% at the same date in 2024, indicating an improvement in yield[41] - Total Customers increased to 588,975 from 582,916, representing a growth of 1.0%[44] - Total System Throughput increased to 99.6 Bcf from 90.5 Bcf, reflecting a growth of 10.1% year-over-year[44] Segment Performance - Energy Services reported operating revenues of $81,909 thousand for the three months ended September 30, 2025, compared to $178,420 thousand for the same period in 2024, reflecting a decrease of 54%[37] - The financial margin for Energy Services was $(1,585) thousand for Q4 2025, down from $96,302 thousand in Q4 2024, indicating a significant decline[37] - The net (loss) income for Energy Services was $(5,689) thousand for the three months ended September 30, 2025, compared to a net income of $70,703 thousand in the same period of 2024[38] - Total Operating Revenues for Clean Energy Ventures decreased to $112,501 from $130,563, a decline of 13.8% year-over-year[46] - Net Income for Clean Energy Ventures was $61,156, up from $33,662, marking an increase of 81.7% year-over-year[46] - Operating (Loss) Income in Energy Services was $(4,811), a significant decrease from $97,241 in the previous year[46] - Gas Sold and Managed decreased to 108.6 Bcf from 125.3 Bcf, a decline of 13.3% year-over-year[46] - Solar Renewable Energy Certificates Sold decreased to 328,776 from 419,266, a decline of 21.6% year-over-year[46]

Financial Results - ZyVersa Therapeutics, Inc. announced its unaudited financial results for the quarter ended September 30, 2025[5] - The press release detailing the financial results was issued on November 19, 2025[5] Company Classification - The company is classified as an emerging growth company under the Securities Act of 1933[4]

Financial Performance - Q4 net revenue was $652 million, a decrease of 22% year-over-year; pro forma net revenue decreased 5%[7] - FY 2025 net revenue totaled $2.67 billion, down 16% compared to the prior year; pro forma net revenue decreased 9%[20] - Q4 GAAP EPS increased to $1.07 from $0.17 in the prior year; adjusted EPS decreased 18% to $0.83[7] - FY 2025 GAAP EPS was $0.61, up from a loss of $(3.03) in the prior year; adjusted EPS decreased 25% to $2.49[20] - Adjusted EBITDA for FY 2025 was $388 million, a decrease of 24% year-over-year; pro forma adjusted EBITDA decreased 19%[24] - The company experienced a gross profit of $226.8 million, down 21.4% from $288.4 million year-over-year[39] - Consolidated net income for the year ended September 30, 2025, was $52.1 million, a significant recovery from a net loss of $202.0 million in the previous year[45] Cash Flow and Debt - Cash flows from operating activities in FY 2025 were $56 million, a decrease of $135 million year-over-year[25] - Hillenbrand's cash flows from operating activities from continuing operations were $56.2 million for the year ended September 30, 2025, a significant decrease from $191.3 million in 2024[40] - Cash, cash equivalents, and restricted cash decreased to $191.4 million at the end of the period from $227.9 million at the beginning of the period[40] - As of September 30, 2025, net debt was $1.36 billion, with a net debt to pro forma adjusted EBITDA ratio of 3.7x[26] - Total debt as of September 30, 2025, was $1,524.8 million, with a net debt of $1,360.0 million after accounting for cash and cash equivalents of $164.8 million[47] - The ratio of net debt to adjusted EBITDA for the trailing twelve months ended September 30, 2025, was 3.7[47] Backlog and Future Revenue - The company has a backlog of $1.52 billion, which decreased 10% year-over-year[16] - The total backlog represents expected net revenue from awarded contracts, with the majority expected to be fulfilled within the next twelve months[35] - The company anticipates that future net revenue will be influenced by order backlog due to lead times in fulfilling engineered-to-order equipment[37] - The backlog for Advanced Process Solutions as of September 30, 2025, was $1,522.4 million, down from $1,681.4 million in the previous year[47] - The company anticipates future sales and earnings growth, contingent on successful execution of its strategic initiatives, including the proposed merger with Lone Star[48] Impairment and Charges - The company recorded impairment charges of $83.5 million in the three months ended September 30, 2025, compared to no impairment charges in the same period of 2024[41] Market and Operational Risks - Risks associated with the Merger include potential delays in regulatory approvals and the possibility of incurring significant transaction costs[50] - The company faces competition in its industries, which may impact pricing and market share[50] - Hillenbrand's financial performance may be affected by global market conditions, including volatility in interest and exchange rates[50] - There are uncertainties related to environmental regulations and the physical risks of climate change that could impact operations[50] - Labor shortages and increasing competition for skilled workers are challenges that Hillenbrand is currently facing[50] - The company is subject to risks from foreign currency fluctuations and potential labor disruptions[50] - Hillenbrand's effective tax rate may be influenced by changes in tax laws and the mix of earnings[50] Strategic Initiatives and Acquisitions - Hillenbrand is set to be acquired by Lone Star Funds for an enterprise value of approximately $3.8 billion, with shareholders receiving $32.00 per share[5] - The company has made acquisitions, such as the Schenck Process Food and Performance Materials business, which may influence its financial condition and operational results[50] Operational Overview - Hillenbrand operates in over 100 countries, providing mission-critical processing equipment and solutions across durable plastics, food, and recycling markets[52] - The company is focused on pursuing excellence, collaboration, and innovation to shape solutions for its stakeholders[52] Segment Performance - Advanced Process Solutions adjusted EBITDA for Q3 2025 was $103.8 million, down from $117.1 million in Q3 2024, representing a decrease of 11.3%[43] - Molding Technology Solutions adjusted EBITDA for Q3 2025 was $21.1 million, a decline of 49.8% compared to $42.0 million in Q3 2024[45] - Advanced Process Solutions net revenue for Q3 2025 was $557.3 million, down from $591.1 million in Q3 2024, reflecting a decrease of 5.7%[46] - Molding Technology Solutions net revenue for Q3 2025 was $94.8 million, a decrease of 61.6% from $246.5 million in Q3 2024[46] - Consolidated pro forma net revenue for the year ended September 30, 2025, was $2,428.3 million, down from $2,656.7 million in 2024, indicating a decline of 8.6%[46]