Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒ For the quarterly period ended: March 31, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ Commission file number: 001-40563 ___________ ...

Revenue Performance - Revenue for the three months ended March 31, 2025, was $1,473,504, a decrease of 20.2% from $1,847,079 in the same period of 2024[266] - Digital marketing segment revenue decreased from $1,552,420 in Q1 2024 to $1,183,217 in Q1 2025, reflecting increased competition[267] - Online ticketing and reservations revenue increased from $264,574 in Q1 2024 to $287,397 in Q1 2025 due to partnerships with more vendors[267] - Revenue from the Lifestyle sector for the three months ended March 31, 2025, was $2,660, a decrease from $20,728 in the same period of 2024[305] - Telecommunications revenue generated was $230 for the three months ended March 31, 2025, down from $4,566 in the same period of 2024[308] - Revenue from ancillary services, including insurance commissions and refund margins, was $287,397 for the three months ended March 31, 2025, up from $264,574 in 2024, reflecting an increase of about 8.6%[326] Net Loss and Financial Position - The net loss for the three months ended March 31, 2025, was $1,845,648, compared to a net loss of $2,839,224 in Q1 2024, indicating a reduction in losses[266] - Net loss improved to $1,845,648 in Q1 2025 from $2,839,224 in Q1 2024, primarily due to decreased G&A expenses[275] - For the three months ended March 31, 2025, the net loss attributable to Society Pass Incorporated was $1,841,088, compared to a net loss of $2,839,925 for the same period in 2024[343] - The diluted net loss per share for the three months ended March 31, 2025, was $(0.44), compared to $(1.21) for the same period in 2024[343] Customer and Revenue Concentration - Customer A accounted for 40.16% of total revenues in Q1 2025, generating $588,481[269] - Revenue for Customer A was $906.12 million, representing a 9.06% increase, while Customer B generated $278.74 million, a 5.09% increase[270] Expenses and Cost Management - Cost of revenue increased to $1,354,430 for the three months ended March 31, 2025, compared to $1,007,877 in 2024, primarily due to digital marketing expenses[271] - Gross income decreased to $465,627 in Q1 2025 from $492,649 in Q1 2024, with gross income margin improving to 32% from 27% due to higher revenue from online ticketing[272] - Sales and marketing expenses significantly reduced to $45,749 in Q1 2025 from $127,135 in Q1 2024, attributed to planned cost reductions[273] - General and administrative expenses decreased to $2,272,879 in Q1 2025 from $3,243,671 in Q1 2024, mainly due to lower professional fees and cost restructuring[274] Cash Flow and Financing Activities - Net cash used in operating activities was $4,033,502 in Q1 2025, compared to $2,361,485 in Q1 2024, reflecting a higher net loss and changes in working capital[280] - Net cash provided by financing activities was $3,439,479 in Q1 2025, resulting from the issuance of convertible notes and share issuance for ATM[285] - The company expects to continue relying on cash generated through financing for operations and future acquisitions, indicating a focus on growth strategy[279] Acquisitions and Business Expansion - The company has made several acquisitions to expand its e-commerce ecosystem, including the acquisition of Nusatrip Group, enhancing its presence in the travel sector[251] - The company acquired NusaTrip Group, expanding its reach into the SEA regional travel industry, with over 1.2 million registered users and connections to over 80 million unique visitors[304] Digital Marketing and Technology - The loyalty platform allows consumers to earn Society Points, which are used to increase sales through data aggregation and customer re-targeting[254] - The company operates a telecommunications reseller platform under the brand name "Gorilla," utilizing Web3 technology to offer mobile data services[256] - The digital marketing platform, TMG, has uploaded over 675,000 videos with over 80 billion views, enhancing the company's advertising reach[258] - The company has developed a digital marketing platform, TMG, which has uploaded over 675,000 videos with over 80 billion views, enhancing its e-commerce ecosystem[301] - The company operates a telecommunication reseller platform, "Gorilla," which allows customers to convert unused mobile data into digital assets[300] Assets and Liabilities - As of March 31, 2025, cash and cash equivalents totaled $7,142,266, with accounts receivable at $858,801 and inventories at $163,185[277] - The company's inventories amounted to $163,185 as of March 31, 2025, compared to $157,734 as of December 31, 2024[288] - The Company’s contract liabilities balance was $1,234,875 as of March 31, 2025, down from $1,426,901 on December 31, 2024, representing a decrease of approximately 13.5%[330] - Contract assets balance was $336,129 as of March 31, 2025, slightly up from $333,188 on December 31, 2024, reflecting a marginal increase of about 0.6%[328] Regulatory and Compliance - The Company adopted ASC Topic 842 for leases, impacting the recognition of operating lease right-of-use assets and liabilities[345] - The FASB issued ASU No. 2023-07, effective for annual periods beginning after December 15, 2023, which improves reportable segment disclosure requirements, with no material impact on the financial statements as evaluated by the company[359] - ASU No. 2023-09, effective for annual periods beginning after December 15, 2024, introduces standard categories for effective tax rate reconciliation and requires additional disclosures, with the company currently evaluating its impact[361] - The company maintains disclosure controls and procedures designed to provide reasonable assurance for timely reporting, although these controls are not effective at the reasonable assurance level as concluded by management[364] - There were no changes in the company's internal control over financial reporting during the period ended March 31, 2025, that materially affected its internal control[365]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Borealis Foods Inc. (Exact name of registrant as specified in its charter) | Ontario | 001-40778 | 98-1638988 | | --- | --- | --- | | (State or other jurisdiction of ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Borealis Foods Inc. (Exact name of registrant as specified in its charter) | Ontario | 001-40778 | 98-1638988 | | --- | --- | --- | | (State or other jurisdiction of ...

Debt and Financing - As of March 31, 2025, the total aggregate principal amount of debt outstanding was $235.0 million under the Corporate Credit Facility, $108.0 million under the SPV Credit Facility, $150.0 million in October 2026 Notes, $71.9 million in August 2028 Notes, and $230.0 million in 2029 Convertible Notes[73]. - The company is authorized to borrow up to $175 million in SBA-guaranteed debentures, subject to SBA approval[112]. - The Corporate Credit Facility bears interest at the applicable Adjusted Term SOFR rate plus 2.15%, while the SPV Credit Facility bears interest at a three-month Term SOFR plus 2.50% during the revolving period[376]. - A hypothetical 200 basis point decrease in interest rates could result in a decrease of $25,009,000 in net investment income, equating to a decrease of $0.47 per share[377]. - The company may face limitations on financing terms and control periods for investments in portfolio companies[117]. Asset Coverage and Compliance - The asset coverage for borrowed amounts as of March 31, 2025, was 211%[73]. - The company is required to maintain a minimum asset coverage ratio of 150% for its senior securities, which was approved by the Board of Directors[64]. - The company has received an exemptive order from the SEC allowing it to exclude senior securities issued by SBIC Subsidiaries from the definition of senior securities in the asset coverage requirement[64]. - The company is prohibited from making distributions to shareholders while preferred stock or publicly traded debt securities are outstanding unless asset coverage ratios are met[74]. - The company is required to review its compliance policies and procedures annually to ensure they are adequate and effective[80]. Shareholder Distributions and Taxation - The company intends to distribute substantially all of its income to shareholders to avoid U.S. federal income tax on taxable income and gains[61]. - The company has satisfied the minimum distribution requirements for tax years 2023 and 2022 and intends to meet the requirements for tax year 2024[61]. - To maintain RIC status, the company must distribute at least 90% of its investment company taxable income each taxable year[90]. - The company is subject to a 4% nondeductible U.S. federal excise tax on certain undistributed income unless it meets specific distribution requirements[92]. - The company has established a Taxable Subsidiary to hold assets that do not generate qualifying income under the 90% Income Test, which will be subject to U.S. federal income tax[97]. Investment Company Structure and Regulations - The company is classified as a closed-end, non-diversified investment company regulated as a Business Development Company (BDC) under the 1940 Act[58]. - The company must provide significant managerial assistance to eligible portfolio companies as part of its BDC obligations[69]. - The company has adopted a code of ethics and a code of conduct to ensure compliance with the 1940 Act, which includes procedures for personal investments and restrictions on certain transactions[78]. - The company has established proxy voting policies to ensure that votes are cast in the best interests of shareholders, reviewing each proposal on a case-by-case basis[79]. - Eligible small businesses for SBIC investments must have a tangible net worth not exceeding $24 million and average annual net income not exceeding $8 million[114]. Risk Management and Market Conditions - The company is subject to market risks including interest rate volatility, which can materially affect net investment income and the ability to acquire loans and securities[373]. - The company’s risk management systems are designed to identify and analyze risks, with ongoing assessments of interest rate exposure[375]. - As of March 31, 2025, the company was not a party to any hedging arrangements to mitigate interest rate exposure[375]. - The company’s net investment income is sensitive to fluctuations in various interest rate indices, including SOFR and Prime rates[374]. - The Federal Reserve held interest rates steady in Q1 2025 after three consecutive rate reductions in Q4 2024, with potential for future rate reductions not guaranteed[375]. Employee Compensation and Stock Plans - The 2021 Employee Restricted Stock Award Plan was approved and became effective on July 28, 2021, replacing the 2010 Plan, allowing the issuance of restricted stock as part of employee compensation[82]. - The company received an exemptive order to allow the issuance of restricted stock and to withhold shares for tax obligations under the 2021 Employee Plan[82]. Compliance with Corporate Governance - The company intends to monitor compliance with corporate governance listing standards to remain in good standing on the Nasdaq[120]. - The company is required to comply with the Sarbanes-Oxley Act, which includes certifying the accuracy of financial statements by the CEO and CFO[121].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ____________ Commission file number 000-27548 LIGHTPATH TECHNOLOGIES, INC. FORM 10-Q (Exact name of registrant as specified in its charter) (State or other jur ...

Revenue and Sales Performance - Revenue from vehicle sales for the three months ended March 31, 2025, was approximately $4.95 million, a significant increase of 14,750% compared to $33,335 for the same period in 2024[280] - Vehicle sales for the six months ended March 31, 2025, were $7,870,625, a significant increase of 23,511% compared to $33,335 in the same period in 2024[291] - The company recognized revenue of $3.7 million in January 2025 after a customer waived their right of return for 60 vehicles[281] Financial Losses and Impairments - The net loss attributable to common stockholders for Q1 2025 was approximately $47.1 million, or $489.24 per share, compared to a net loss of approximately $132.5 million, or $12,041,273 per share, in Q1 2024[290] - The net loss attributable to common stockholders for the six months ended March 31, 2025, was approximately $162.0 million, or $3,338.65 net loss per share, compared to a net loss of approximately $193.9 million, or $21,493.37 loss per share, in the prior year[300] - The company incurred a net loss of $172.7 million for the six months ended March 31, 2025, with an accumulated deficit of approximately $2.5 billion as of the same date[311] - The company recognized an impairment loss of $12.0 million on patents acquired in September 2022 due to unfavorable market conditions[286] - The company recognized impairment losses of $12.0 million on intangible assets during the six months ended March 31, 2025, compared to $73.4 million in the same period in 2024[296] - The company recognized an impairment loss of $12.0 million related to patents in the Bollinger segment as of March 31, 2025[330] Expenses and Cost Management - Cost of revenues for the same period was approximately $6.99 million, resulting in a gross loss of approximately $2.05 million, compared to a gross loss of $2.07 million in the prior year, reflecting a decrease of 10,388%[280] - Research and development expenses decreased by $13.7 million, or 57%, from $24.0 million in Q1 2024 to $10.4 million in Q1 2025, due to cost reduction initiatives[283] - General and administrative expenses decreased by approximately $6.5 million, or 14%, from approximately $47.9 million in Q1 2024 to approximately $41.4 million in Q1 2025[284] - Research and development expenses decreased by $18.5 million, or 46%, from $40.2 million in the six months ended March 31, 2024, to $21.6 million in the same period in 2025[294] - General and administrative expenses decreased by approximately $13.3 million, or 15%, from approximately $91.1 million in the six months ended March 31, 2024, to approximately $77.9 million in the same period in 2025[295] Financing and Debt - Other financing costs related to the initial recognition of warrants amounted to $21.1 million in Q1 2025, with no such costs in Q1 2024[287] - Other financing costs related to the initial recognition of warrants amounted to $37.2 million during the six months ended March 31, 2025[297] - Interest expense increased by $7.3 million in Q1 2025 compared to Q1 2024 due to a higher volume of debt outstanding[289] - As of March 31, 2025, the total debt amounted to $40.9 million, with $10 million due in the next six months[324] - The interest rate on remaining senior convertible notes increased from 15% to 20% due to cross-default conditions as of April 15, 2025[317] Cash Flow and Liquidity - The company has approximately $2.3 million in existing cash and restricted cash as of March 31, 2025, and used approximately $48.6 million of cash for operating activities during the same period[311] - Net cash used in operating activities was $48.6 million for the six months ended March 31, 2025, a 55% decrease from $108.5 million in the same period of 2024[320] - Net cash used in investing activities was $3.9 million for the six months ended March 31, 2025, a 69% decrease from $12.5 million in the same period of 2024[321] - Net cash provided by financing activities was $44.0 million for the six months ended March 31, 2025, compared to a net cash outflow of $4.9 million in the same period of 2024[322] - The company is pursuing strategies to address liquidity concerns, including equity or debt financing and operational restructuring, but there is substantial doubt about its ability to continue as a going concern[312] Other Financial Metrics - The net gain on revaluation of warrants was $98.2 million in Q1 2025, compared to $3.6 million in Q1 2024, reflecting significant changes in the company's stock price[288] - During the six months ended March 31, 2025, approximately $24.8 million of senior secured convertible notes and $1.5 million of accumulated interest were converted into common stock, resulting in a gain on extinguishment of $1.5 million[316] - A write-down to net realizable value of $0.8 million was recorded by the Mullen Commercial segment during the six months ended March 31, 2025[334] - Total future minimum lease payments as of March 31, 2025, are estimated at $25.4 million[323]

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 For the transition period from to Commission File No. 001-41134 INCEPTION GROWTH ACQUISITION LIMITED (Exact name of registrant as specified in its charter) | Delaware | 86-2648456 | | --- | -- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OSR HOLDINGS, INC. (Exact name of registrant as specified in its charter) | Delaware | 001-41390 | 84-5052822 | | --- | --- | --- | | (State or other jurisd ...

For the quarterly period ended: March 31, 2025 OR (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to OSR HOLDINGS, INC. (Exact name of registrant as specified in its charter) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q | Delaware | 001-41390 | 84-5052822 | | --- | --- | --- | | (State or other jurisd ...