Financial Performance - For the three-month period ended March 31, 2025, the Company reported revenue of $10.055 million, a decrease of 23.4% compared to $13.104 million for the same period in 2024 [154]. - The Company experienced a net loss of $4.487 million for the three-month period ended March 31, 2025, compared to a net loss of $2.632 million for the same period in 2024 [154]. - For the three-month period ended March 31, 2025, the Company's revenue decreased by 23% to $10.1 million compared to $13.1 million for the same period in 2024 [155]. - Remittance revenue excluding divested entities TNG Asia and GEA declined by 8% to $4.6 million for the three-month period ended March 31, 2025, compared to $5.0 million in 2024 [158]. - Global airtime transfer revenue decreased by 23% to $2 million for the three-month period ended March 31, 2025, down from $2.6 million in 2024 [156]. - The Indonesian retail business recorded a decrease of 8% to $3.4 million for the three-month period ended March 31, 2025, compared to $3.7 million in 2024 [160]. - EBITDA loss increased to $2.8 million for the three-month period ended March 31, 2025, compared to a loss of $0.2 million in 2024 [175]. Transaction and User Metrics - The total processing value (TPV) for Tranglo's remittance business was $1.30 billion for the three-month period ended March 31, 2025, down 3.7% from $1.35 billion in the same period in 2024 [129]. - Tranglo processed approximately 2.77 million remittance transactions in the three-month period ended March 31, 2025, representing a decrease of 5.8% from 2.94 million transactions in the same period in 2024 [129]. - The number of unique users for Tranglo increased to 579,684 as of March 31, 2025, compared to 575,941 as of March 31, 2024, indicating a slight growth [130]. - Tranglo processed 2.77 million remittance transactions with a total value of $1.30 billion for the three-month period ended March 31, 2025, down from 2.94 million transactions valued at $1.35 billion in 2024 [157]. Cost and Expenses - The Company's cost of revenue was $6.9 million for the three-month period ended March 31, 2025, a decrease of 20.7% from $8.7 million in 2024 [161]. - Operating expenses increased from $5.8 million for the three-month period ended March 31, 2024, to $7.5 million for the same period in 2025, primarily due to a $2.2 million expense for incentive shares granted to employees [165]. - The direct costs for global airtime revenue decreased by 23% from $2.2 million to $1.7 million, aligning with the decline in global airtime revenue [163]. Cash Flow and Financial Position - As of March 31, 2025, the Company had cash balances of $62.3 million, a working capital deficit of $59.8 million, and a net capital deficit of $43.9 million [182]. - The Company had net cash used in operating activities of $1.5 million for the three-month period ended March 31, 2025, primarily due to a net loss of $4.5 million, offset by non-cash expenses of $2.2 million [187]. - The Company had cash and cash equivalents of $62.3 million as of March 31, 2025, compared to $59.2 million as of March 31, 2024 [184]. - The Company believes its current cash and cash equivalents, along with anticipated cash flows from operations, will be sufficient to meet its cash needs for at least the next 12 months [185]. - Net cash provided by financing activities was $0.1 million for the three-month period ended March 31, 2025 [191]. Strategic Initiatives - The Company plans to launch new AI products and services through SEAMLESS AI Lab, aimed at providing comprehensive solutions for financial institutions [146]. - The Company aims to expand its market reach into the Middle East and Africa, focusing on B2C markets to enhance profitability [142]. - The Company completed a private placement raising $1.75 million in net proceeds through the issuance of a Convertible Note and warrants [137]. - The Company entered into an ELOC Purchase Agreement on February 10, 2025, allowing it to issue additional shares for extra liquidity [183]. Other Information - The global airtime transfer business contributed 54.6% of Tranglo's global airtime revenue for the three-month period ended March 31, 2025, highlighting its significance in the Company's operations [143]. - Total contractual obligations as of March 31, 2025, amounted to $23.423 million, including operating lease commitments of $311,000 and convertible notes of $1.944 million [193]. - The Company is classified as an "emerging growth company" and a "smaller reporting company," allowing it to take advantage of reduced reporting requirements [215].

Revenue and Profitability - For the three months ended March 31, 2025, the company realized revenues of $37,340,291, representing an increase of $21,318,900 or 133.07% compared to $16,021,391 in the same period of 2024, primarily due to the operations of the newly acquired Endeavor Entities[96] - Gross profit for the three months ended March 31, 2025, was $4,758,434, an increase of $3,690,297 or 345.49% compared to $1,068,137 in 2024, reflecting the growth in revenue and costs associated with oil and natural gas liquid products[99] - For the three months ended March 31, 2025, total revenues increased to $23,864,036, a rise of 48.95% compared to $16,021,391 in 2024[103] - The Terminaling and Storage Segment reported revenues of $21,826,502, up 69.03% from $12,913,165 in the previous year[103] - The Transportation Logistics Segment generated total revenues of $13,476,255, marking a 100% increase as it was newly acquired in October 2024[106] Costs and Expenses - The cost of revenues for the same period was $32,581,857, an increase of $17,628,603 or 117.89% from $14,953,254 in 2024, attributed to the cost of goods sold from logistics and terminaling operations[98] - Operating expenses increased to $11,200,915 for the three months ended March 31, 2025, up by $8,515,856 or 317.16% from $2,685,059 in 2024, driven by the operations of the Endeavor Entities[100] - Total interest expense for the same period was $1,184,198, an increase of $740,158 or 154.72% from $444,040 in 2024, mainly due to accrued interest on newly acquired debt from the Endeavor Entities acquisition[101] - Operating expenses rose to $3,191,441, an increase of 86.68% compared to $1,709,596 in the previous year, primarily due to the acquisition of the Endeavor Entities[108] Acquisitions and Strategic Initiatives - The company acquired Endeavor Crude, LLC and other entities on October 1, 2024, expanding its operations in the midstream oil and gas industry[88] - The company plans to review the assets and operations of the Endeavor Entities for potential strategic alternatives if they do not fit organizationally[88] - A consulting agreement was entered into with WSGS, LLC for management consulting services, with a potential cost of up to $1.3 million per year, payable in common stock[90] Financial Position - Cash and cash equivalents as of March 31, 2025, were $4,788,783, including $4 million in restricted cash[113] - The company had an accumulated deficit of approximately $98 million and a working capital deficit of about $99 million as of March 31, 2025[112] Losses and Cash Flow - The company reported a consolidated net loss of $1,774,631 for the three months ended March 31, 2025, a decrease of 4.07% from a net loss of $1,849,908 in 2024[108] - The company experienced a net cash used in operating activities of $(35) for the three months ended March 31, 2025, compared to $(1,829,679) in 2024[111] Marketable Securities - Unrealized gains on marketable securities increased significantly to $1,652,754, representing a 2,099.99% increase from an unrealized loss of $82,638 in 2024[110] Future Investments - The company is constructing a remediation processing center in Texas, expected to process oilfield solid wastes into economic byproducts, enhancing its service offerings in environmental solutions[87] - The company anticipates further construction costs of approximately $1.5 million for its Texas remediation and wash plant facilities[116] Debt and Financing - The company issued a junior secured convertible promissory note for $6,625,000, with a net loan amount of $5,000,000 received, to be repaid in weekly installments[94]

Financial Performance - For the three months ended March 31, 2025, net revenue was $60,214, a decrease of 42.4% compared to $104,568 in the same period of 2024[180]. - Net revenue for Q1 2025 was approximately $60 million, a decrease of 42% from approximately $105 million in Q1 2024[204]. - Net loss for the quarter was $2,089,208, compared to a net loss of $1,212,315 in the same quarter of 2024, reflecting a 72.2% increase in losses year-over-year[180]. - The net loss for Q1 2025 was approximately $2.1 million, or $(0.13) per share, compared to a net loss of $1.2 million, or $(0.08) per share, in Q1 2024[209]. - Cash used in operating activities increased to approximately ($1.36 million) in Q1 2025 from ($333,000) in Q1 2024, primarily due to acquisition-related activities[210]. - As of March 31, 2025, the company had an accumulated deficit of approximately $31.3 million and total stockholders' equity of approximately $74.9 million[214]. - Current assets amounted to approximately $1.7 million, while current liabilities were approximately $24.8 million, resulting in a working capital deficit of approximately $23.1 million[215]. Gross Profit and Expenses - Gross loss for the quarter was $2,576, significantly improved from a gross loss of $111,248 in the prior year[180]. - Cost of revenue for Q1 2025 was approximately $63 million, down from $216 million in Q1 2024, resulting in a gross loss of approximately $3,000 compared to a gross loss of $111 million in Q1 2024[205]. - Selling, general, and administrative (SG&A) expenses increased to approximately $1.9 million in Q1 2025 from $1.1 million in Q1 2024, primarily due to higher operating costs related to the acquisition[207]. Business Strategy and Operations - The company completed the acquisition of Amaze Software, Inc. on March 7, 2025, marking a strategic pivot towards a platform-based digital commerce business[170]. - The company operates on an asset-light model, reducing risks associated with inventory and enhancing flexibility in product sourcing[174]. - The company anticipates net revenue to peak during the October to December quarter due to increased consumer demand during the holiday season[192]. - The company plans to expand its distribution by onboarding new suppliers in over 100 countries to lower shipping costs and improve delivery times[191]. - The company aims to leverage its control over consumer data to enhance marketing strategies and deepen brand loyalty[186]. - Management expects Q2 2025 results to provide a more comprehensive view of the combined business following the acquisition of Amaze Software, Inc.[216]. Cash Flow and Financing - Cash provided by financing activities was approximately $2 million in Q1 2025, significantly higher than $105,000 in Q1 2024, attributed to proceeds from a note payable and Series C Stock issuance[212]. - The company projects that existing cash balances will be sufficient to fund current operations into 2026, but may require additional financing to sustain operations[218]. Revenue Channels - The Direct-to-Consumer (DTC) channel accounted for 65.3% of total revenue, down from 72.8% in the previous year, while the Wholesale channel contributed 4.7%[195]. - The E-commerce segment reported a net revenue percentage of (15.8)%, indicating a shift in revenue dynamics post-acquisition[195].

Financial Performance - For the quarter ended March 31, 2025, total revenue was $791,940, a decrease of 47.7% compared to $1,513,026 for the same period in 2024, primarily due to minimal contributions from the China natural gas business[253]. - Gross profit for the quarter was $728,553, significantly up from $253,005 in the same period in 2024, reflecting improved margins from non-natural gas operations[254]. - The net loss for the quarter was $331,182, an improvement from a loss of $1,419,400 in the same period in 2024, attributed to reduced expenses and stronger margins[256]. - Revenue from the Clean Energy HRS segment was $612,354, a substantial increase from $72,488 in the same period in 2024, indicating a strong pipeline of opportunities[263]. - Revenue from the CETY Renewables segment was $176,105, slightly down from $211,568 in the same period in 2024, expected to stabilize until construction activities commence later this year[264]. - The natural gas business reported revenue of $3,481, a significant decline from $1,219,629 in the same period in 2024, due to macroeconomic factors and a strategic shift away from lower-margin activities[266]. - The net loss for the quarter was $331,231, significantly reduced by 76.7% from a net loss of $1,419,400 in the same period in 2024, attributed to higher-margin revenue from the HRS segment[279]. Operating Expenses - Operating expenses decreased to $824,656 from $1,073,926 year-over-year, driven by lower salary costs and reduced professional fees[255]. - For the quarter ended March 31, 2025, professional fees totaled $66,213, a decrease of 66.7% compared to $199,053 for the same period in 2024[274]. - Facility lease and maintenance expenses were $66,741, down 6.9% from $71,275 in the same period in 2024[275]. - Interest and finance fees increased to $339,821, up 15.1% from $295,193 in the same period in 2024, primarily due to interim financings for the Vermont Renewable Project[278]. Cash Flow and Financing - Net cash used in operating activities was $(776,047), an improvement of 11% compared to $(871,636) in the same period in 2024[281]. - Net cash provided by financing activities was $759,002, down 23.2% from $987,871 in the same period in 2024[281]. - Stockholders' equity increased by $12,657 to $2,951,159 compared to $2,938,502 as of December 31, 2024, primarily due to higher net income[256]. - The company plans to continue funding operations through equity sales, which may dilute existing stockholders[324]. Deferred Revenue and Customer Deposits - As of December 31, 2024, the company had $33,000 of deferred revenue expected to be recognized in Q2 2025[308]. - Outstanding customer deposits as of December 31, 2024, were $128,134, significantly up from $30,061 in 2023[309]. Accounting and Consolidation - The company recognized revenue over time for its biomass power plant construction projects, consistent with ASC 606 criteria[306]. - JHJ made an investment of RMB 3.91 million ($0.55 million) into Shuya during the year ended December 31, 2022, with a net loss of approximately $10,750 allocated to the company[314]. - Effective January 1, 2023, JHJ, SSET, and Xiangyueheng entered a Consistent Action Agreement to consolidate control over Shuya[315]. - Shuya is classified as a variable interest entity (VIE) of JHJ, leading to its consolidation in the financial statements effective January 1, 2023[317]. - The acquisition was accounted for using the acquisition method, with JHJ identified as the acquirer based on the Three-Parties Consistent Action Agreement[318]. - The fair value of non-controlling interests at the acquisition date was $650,951, and the total identifiable net assets recognized were $1,207,047[321]. - No goodwill was recognized in the acquisition, as the fair value of the consideration paid equaled the fair value of identifiable net assets[321]. - On January 1, 2024, the Termination Agreement was executed, resulting in the company holding less than 50% of voting rights in Shuya, thus ceasing its consolidation[322]. Market and Risk Disclosures - There are no significant off-balance sheet arrangements that could materially affect the company's financial condition[325]. - The company believes that recently issued accounting standards will not have a material impact on its consolidated financial position upon adoption[326]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[327]. Future Outlook - CETY anticipates stronger revenue contributions from its Waste-to-Energy, Heat Recovery, and EPC segments in the latter half of the year, which are expected to deliver higher gross margins[256]. - The company is actively scaling its Engineering and project management operations to deliver comprehensive self-generation energy solutions globally[257].

Financial Results - The company announced its financial results for Q4 2024 and the fiscal year ended December 31, 2024, during a conference call on April 3, 2025[6]. - The earnings press release and presentation are attached as exhibits to the report, providing detailed financial results and insights[16]. Restatement and Accounting Adjustments - The company identified technical accounting deficiencies in previously issued unaudited financial statements for the quarters ended June 30, 2024, and September 30, 2024, leading to a restatement of those financials[7]. - The restatement does not impact the company's liquidity, cash flows, or operating expenses for the affected periods[13]. - The company recorded an accrual for legal expenses that was subsequently adjusted to reflect the actual amount due, indicating a proactive approach to financial accuracy[8]. - The company revised its accounting treatment for a convertible debt instrument to comply with ASC 815, ensuring proper accounting for embedded derivatives[9]. Internal Controls - The management concluded that a material weakness exists in the company's internal control over financial reporting, which will be addressed in the upcoming Restatement Filing[12]. - The company plans to provide further specifics on the deficiencies in internal controls and its remediation plan in the Restatement Filing[14]. Compliance and Risks - The company is classified as an emerging growth company, which may affect its reporting and compliance obligations[3]. - Forward-looking statements indicate potential risks related to the completion of the restatement and its impact on future financial performance[17].

Financial Position - The company reported a stockholders' equity deficit of ($2,448,310) as of September 30, 2024, failing to meet the Nasdaq Stockholders' Equity Requirement of $2,500,000 [201]. - The company is required to demonstrate compliance with the Minimum Bid Price Requirement by June 6, 2025, to avoid delisting from Nasdaq [205]. - The company has no off-balance sheet debt or significant contingent obligations that could materially affect its financial condition [213]. - Total identifiable assets decreased to $30,256,336 in Q1 2025 from $45,164,195 in Q1 2024, reflecting a significant reduction in asset base [221]. - The company had net positive working capital of $3,385,051 as of March 31, 2025, with accounts receivable and other receivables totaling $4,923,191 [257]. - Total operating lease obligations amounted to $680,628 as of March 31, 2025, with minimum future lease payments totaling $789,235 [260]. - The company has fully reserved all deferred tax assets, increasing the valuation allowance by $4,680,000 to a total of $46,290,000 as of March 31, 2025, due to net operating loss carryforwards [296]. - The company has no recorded liability for uncertain tax positions as of March 31, 2025, and December 31, 2024, indicating a stable tax position [297]. Revenue Performance - Total net revenues for the three months ended March 31, 2025, were $4,475,264, a decrease of $1,054,087 (19%) compared to $5,529,351 in 2024 [221]. - Product revenues decreased by $844,496 (53.9%) to $721,350 in Q1 2025 from $1,565,846 in Q1 2024, primarily due to declines in the video solutions and entertainment segments [219]. - Video solutions segment generated revenues of $54,231 in Q1 2025, down from $721,188 in Q1 2024, reflecting increased competition and inventory shortages [219]. - Service and other revenues totaled $3,753,914 in Q1 2025, a decrease of $209,591 (5%) from $3,963,505 in Q1 2024 [220]. - The entertainment segment generated service revenues of $1,535,313 in Q1 2025, a slight increase of $3,512 (0.2%) compared to $1,531,801 in Q1 2024 [222]. - Cloud revenues from the video solutions segment were $594,742 in Q1 2025, a slight decrease of $21,746 (4%) from $616,488 in Q1 2024, indicating ongoing interest in cloud solutions [222]. - The entertainment segment is expected to generate higher revenues in the second half of the calendar year compared to the first half, indicating a seasonal revenue pattern [299]. Operating Results - Operating income for the total company was a loss of $974,680 in Q1 2025, an improvement from a loss of $3,639,034 in Q1 2024 [221]. - Operating loss improved by $2,664,354 (73%) from $3,639,034 in Q1 2024 to $974,680 in Q1 2025 [233]. - Gross profit increased by $272,335 (18%) from $1,523,699 in Q1 2024 to $1,796,034 in Q1 2025 [228]. - Cost of service revenues as a percentage of service revenues decreased to 59% in Q1 2025 from 62% in Q1 2024 [225]. Expenses and Cash Flow - Selling, general and administrative expenses decreased by $2,586,554 (50%) from $5,162,733 in Q1 2024 to $2,576,179 in Q1 2025 [229]. - Research and development expenses decreased by $403,049 (83%) from $487,466 in Q1 2024 to $84,417 in Q1 2025 [230]. - Net cash used in operating activities was $5,754,761 for the three months ended March 31, 2025, a deterioration of $4,836,216 compared to $918,545 in 2024 [255]. - Net cash provided by financing activities was $9,148,502 for the three months ended March 31, 2025, significantly higher than $1,005,027 in 2024, driven by a public equity offering [255]. Inventory and Capital Management - The company intends to reduce inventory levels of $2,489,111 during 2025 to improve cash flow [257]. - Total inventories as of March 31, 2025, amounted to $2,489,111, a decrease from $2,586,066 on December 31, 2024, reflecting a reduction in finished goods and movement of excess inventory [279]. - Inventory reserves represented 40% of the gross inventory balance at March 31, 2025, down from 46% at December 31, 2024, with reserves for obsolete and excess inventories totaling $1,648,542 as of March 31, 2025 [279]. Impairment and Goodwill - The company recorded a non-cash goodwill impairment charge of $4,322,000 for the revenue cycle management segment and $307,000 for the entertainment segment as of September 30, 2024, due to performance declines and delays in recovery [290]. - The company performed an impairment test for reporting units with remaining goodwill due to a decline in demand and economic uncertainty, leading to a comprehensive evaluation of fair values [287]. - The weighted average cost of capital used in the most recent impairment test ranged from 20.9% to 32.5%, with fair values for the video solutions reporting unit substantially exceeding its carrying value [288]. Business Risks and Future Outlook - The company has faced significant business risks, including losses in recent years and the impact of the COVID-19 pandemic on its customer base [198]. - The company has a lengthy sales cycle, which may lead to significant resource expenditure without guaranteed revenue [198]. - The company expects to improve video solutions product sales in 2025 due to the ramping up of the supply chain funded by a public equity offering [223]. - The company is in discussions to raise additional capital to restore positive operating cash flows and fund operations over the next 12 months [254].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41699 ALCHEMY INVESTMENTS ACQUISITION CORP 1 (Exact name of registrant as specified in its charter) | Cayman Islands | N/A | | --- | --- | | (State ...

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-41699 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ALCHEMY INVESTMENTS ACQUISITION CORP 1 (Exact name of registrant as specified in its charter) | Cayman Islands | N/A | | --- | --- | | (State ...

Financial Performance - Total net revenues for Q1 2025 were $1,693,261, an increase of 11.5% compared to $1,518,062 in Q1 2024[18] - The company reported a net loss of $2,191,144 for Q1 2025, compared to a net loss of $990,544 in Q1 2024, reflecting a 121.5% increase in losses year-over-year[18] - For the three months ended March 31, 2025, total net sales were $1,693,261, an increase of 12% compared to $1,518,062 for the same period in 2024[39] - The company reported a net loss of $2.2 million for the three months ended March 31, 2025, compared to a net loss of $990,544 for the same period in 2024, representing an increase in loss of 121.2%[132] - Operating costs and expenses for Q1 2025 were $3,390,618, a significant increase from $2,381,634 in Q1 2024, indicating rising operational challenges[18] - Operating costs and expenses increased by 42.4% to approximately $3.4 million for the three months ended March 31, 2025, compared to $2.4 million for the same period in 2024[132] - General and administrative expenses rose by 23.3% to approximately $2.5 million for the three months ended March 31, 2025, compared to $2.0 million for the same period in 2024[135] Assets and Liabilities - Cash and cash equivalents increased significantly to $777,117 as of March 31, 2025, up from $158,215 at the end of 2024[16] - Total current assets rose to $1,556,963, a substantial increase from $862,752 at the end of 2024, indicating improved liquidity[16] - Total liabilities increased to $7,648,995 as of March 31, 2025, compared to $5,186,381 at the end of 2024, highlighting rising financial obligations[16] - The company has an accumulated deficit of $23,754,016 as of March 31, 2025, up from $21,562,872 at the end of 2024[16] - As of March 31, 2025, total long-lived assets were $4,017,002, a slight decrease from $4,080,004 as of December 31, 2024[39] - Total property and equipment as of March 31, 2025, amounted to $5,493,905, a decrease from $5,581,398 as of December 31, 2024, reflecting a reduction of approximately 1.56%[69] Financing and Capital Structure - The company plans to raise additional operating funds through equity and/or debt offerings to support its working capital requirements[28] - The weighted average number of common shares outstanding increased to 4,616,591 in Q1 2025 from 1,653,826 in Q1 2024, reflecting potential dilution[18] - The Company issued convertible notes payable totaling $3,333,333 as of March 31, 2025, with a debt discount of $3,142,146, resulting in a net amount of $191,187[80] - The Company entered into a short-term borrowing agreement for $300,000 at an interest rate of 5.5% per annum, maturing in February 2024[72] - The Company has a total of $500,000 in Emergency Injury Disaster Loans (EIDL) with a maturity date extending to May 16, 2050, and an interest rate of 3.75%[73] - The company secured a Paycheck Protection Program (PPP) loan totaling $115,000 and a second loan of approximately $167,000, with the first loan forgiven prior to December 31, 2021[148] Operational Insights - North America generated net sales of $1,693,261, while Asia reported no sales for the period, down from $153,200 in 2024[39] - Reborn Malaysia, which opened in November 2023, operated at limited capacity, contributing immaterial revenue for the three-month period ended March 31, 2025[36] - The company recognized retail store revenue, which constitutes approximately 99% of total revenue, at the point of sale[43] - Advertising expenses for the three months ended March 31, 2025, were $5,709, down from $10,891 in 2024[49] - The company has not recorded any royalty revenue from franchise operations for the three months ended March 31, 2025, and 2024[45] - The company operates 13 retail locations, with a significant focus on expanding its presence in California and internationally in South Korea and Malaysia[118] Market and Strategic Initiatives - The retail coffee market in the U.S. is projected to reach $74.3 billion by 2025, driven by a shift towards premium coffee products[124] - The company aims to capture a growing portion of the market through innovative products like Reborn Coffee Pour Over Packs, which have seen increased B2B sales[121] - Management identified control deficiencies due to inadequate accounting resources and a lack of segregation of duties, which may affect the accuracy of financial reporting[155] Tax and Regulatory Matters - The effective tax rate for the three months ended March 31, 2025, was 0%, primarily due to California state income taxes and changes in the valuation allowance[88] - The company reported total deferred tax assets of $11,652,321 as of March 31, 2025, with a valuation allowance of the same amount, indicating that it is unlikely to realize these assets[89] - The company has cumulative net operating loss carryforwards for federal tax purposes of approximately $1.16 million and state tax net operating loss carryforwards of approximately $3,715,000 as of March 31, 2025[91] Corporate Governance and Compliance - The company has incorporated various agreements and certifications in compliance with the Sarbanes-Oxley Act, ensuring regulatory adherence[167] - The company has filed a Certificate of Amendment to its Certificate of Incorporation on January 12, 2024, reflecting corporate governance changes[166] - The company’s Chief Executive Officer, Jay Kim, and Chief Financial Officer, Stephan Kim, signed the report on May 20, 2025, affirming its accuracy[170]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Fiscal Year Ended March 31, 2025 Commission File No. 1-12984 EAGLE MATERIALS INC. (Exact name of registrant as specified in its charter) Delaware (State of Incorporation) 75-2520779 (I.R.S. Employer Identification No.) 5960 Berkshire Lane, Suite 900, Dallas, Texas 75225 (Address of principal executive offices) (214) 432-2000 (Registran ...