FutureFuel(FF) - 2025 Q2 - Quarterly Report

PART I FINANCIAL INFORMATION This section provides comprehensive unaudited consolidated financial information for FutureFuel Corp Item 1. Financial Statements. This section presents FutureFuel Corp.'s unaudited consolidated financial statements and accompanying notes - The unaudited consolidated financial statements are prepared in accordance with GAAP for interim financial information and SEC Form 10-Q instructions[19] - The financial statements include consolidated balance sheets, statements of operations, stockholders' equity, and cash flows[5][7][10][15] Consolidated Balance Sheets Presents the company's financial position at specific points in time, detailing assets, liabilities, and equity | Metric | June 30, 2025 ($ thousands) | December 31, 2024 ($ thousands) | Change ($ thousands) | % Change | | :-------------------------------- | :----------------------------- | :------------------------------- | :------------------- | :------- | | Total Assets | 218,212 | 247,691 | (29,479) | (11.9)% | | Total Current Assets | 128,751 | 164,786 | (36,035) | (21.9)% | | Cash and cash equivalents | 95,152 | 109,541 | (14,389) | (13.1)% | | Accounts receivable, net | 10,946 | 21,896 | (10,950) | (50.0)% | | Inventory, net | 9,620 | 20,643 | (11,023) | (53.4)% | | Total Liabilities | 39,988 | 41,870 | (1,882) | (4.5)% | | Total Stockholders' Equity | 178,224 | 205,821 | (27,597) | (13.4)% | Consolidated Statements of Operations and Net (Loss) Income Details the company's revenues, expenses, and net income or loss over specific reporting periods | Metric | 3 Months Ended June 30, 2025 ($ thousands) | 3 Months Ended June 30, 2024 ($ thousands) | Change ($ thousands) | % Change | | :-------------------------------- | :---------------------------------------- | :---------------------------------------- | :------------------- | :------- | | Revenue | 35,673 | 72,409 | (36,736) | (50.7)% | | Gross (loss) profit | (8,767) | 8,657 | (17,424) | (201.3)% | | (Loss) income from operations | (11,928) | 5,451 | (17,379) | (318.8)% | | Net (loss) income | (10,416) | 9,571 | (19,987) | (208.8)% | | Basic (loss) earnings per common share | (0.24) | 0.22 | (0.46) | (209.1)% | | Metric | 6 Months Ended June 30, 2025 ($ thousands) | 6 Months Ended June 30, 2024 ($ thousands) | Change ($ thousands) | % Change | | :-------------------------------- | :---------------------------------------- | :---------------------------------------- | :------------------- | :------- | | Revenue | 53,211 | 130,690 | (77,479) | (59.3)% | | Gross (loss) profit | (23,330) | 13,664 | (36,994) | (270.7)% | | (Loss) income from operations | (30,766) | 7,649 | (38,415) | (502.2)% | | Net (loss) income | (28,059) | 13,901 | (41,960) | (301.8)% | | Basic (loss) earnings per common share | (0.64) | 0.32 | (0.96) | (300.0)% | Consolidated Statements of Stockholders' Equity Outlines changes in the company's equity accounts, including net income, dividends, and stock-based compensation | Item | Amount ($ thousands) | | :----------------------- | :------------------- | | Balance - December 31, 2024 | 205,821 | | Stock based compensation | 463 | | Net loss | (28,059) | | Balance - June 30, 2025 | 178,224 | | Item | Amount ($ thousands) | | :----------------------- | :------------------- | | Balance - December 31, 2023 | 309,880 | | Cash dividends declared | (109,408) | | Stock based compensation | 22 | | Net income | 13,901 | | Balance - June 30, 2024 | 214,395 | Consolidated Statements of Cash Flows Reports cash inflows and outflows from operating, investing, and financing activities | Activity | 6 Months Ended June 30, 2025 ($ thousands) | 6 Months Ended June 30, 2024 ($ thousands) | Change ($ thousands) | | :------------------------------------ | :---------------------------------------- | :---------------------------------------- | :------------------- | | Net cash (used in) provided by operating activities | (183) | 15,588 | (15,771) | | Net cash used in investing activities | (8,585) | (5,312) | (3,273) | | Net cash used in financing activities | (5,621) | (114,660) | 109,039 | | Net change in cash and cash equivalents | (14,389) | (104,384) | 89,995 | | Cash and cash equivalents at end of period | 95,152 | 115,060 | (19,908) | Notes to Consolidated Financial Statements Provides detailed explanations and additional information supporting the consolidated financial statements 1) SIGNIFICANT ACCOUNTING POLICIES%20SIGNIFICANT%20ACCOUNTING%20POLICIES) Details the key accounting principles and methods used in preparing the financial statements - The unaudited consolidated financial statements are prepared in accordance with GAAP for interim financial information and SEC Form 10-Q instructions[19] - The Company adopted ASU No. 2023-09 Income Taxes (Topic 740) effective for the year ended December 31, 2025, with immaterial financial statement impact but additional disclosures in the annual report[21] - The Company is evaluating ASU No. 2024-03 Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40), effective for annual periods beginning after December 15, 2026, and does not expect a material impact[22] 2) GOVERNMENT TAX CREDITS%20GOVERNMENT%20TAX%20CREDITS) Discusses the impact and recognition of various government tax credits on the company's financials - The Biodiesel Blenders' Tax Credit (BTC) and Small Agri-Biodiesel Producer Tax Credit expired on December 31, 2024[24][25] - The Inflation Reduction Act of 2022 created the Clean Fuel Production Credit (CFPC) for 2025-2027, recognized as a reduction in cost of goods sold[26] - CFPC for the three and six months ended June 30, 2025, was $2.5 million[26] - Subsequent events include modifications to the CFPC (extension to Dec 31, 2029) and reinstatement of the Small Agri-Biodiesel Producers Tax Credit (effective July 1, 2025, to Dec 31, 2026)[72] 3) REVENUE RECOGNITION%20REVENUE%20RECOGNITION) Explains the company's policies and methods for recognizing revenue from its various contracts and arrangements - Revenue is primarily recognized when a single performance obligation to transfer product is satisfied, typically upon shipment or when material is available for pickup[30][31] - Contract liabilities (deferred revenue) from advance payments for chemical segment plant expansions were $929 thousand (current) and $3,076 thousand (noncurrent) at June 30, 2025[35] - Revenue recognized from contract liability reductions in the chemical segment was $110 thousand for the six months ended June 30, 2025, down from $1,603 thousand in the prior year[33] - Approximately $4,005 thousand of revenue is expected from remaining performance obligations, recognized ratably over two to six years[36] | Revenue Type | 2025 ($ thousands) | 2024 ($ thousands) | Change ($ thousands) | % Change | | :------------------------------------ | :------------------ | :------------------ | :------------------- | :------- | | Contract revenue from customers with > one-year arrangements | 5,098 | 17,975 | (12,877) | (71.6)% | | Contract revenue from customers with < one-year arrangements | 48,002 | 112,604 | (64,602) | (57.4)% | | Revenue from non-contractual arrangements | 111 | 111 | 0 | 0.0% | | Total revenue | 53,211 | 130,690 | (77,479) | (59.3)% | - Bill-and-hold revenue for the six months ended June 30, 2025, was $14,435 thousand, down from $22,664 thousand in 2024[40] 4) INVENTORY%20INVENTORY) Details the composition and valuation of the company's inventory, including any significant adjustments | Category | June 30, 2025 ($ thousands) | December 31, 2024 ($ thousands) | Change ($ thousands) | % Change | | :--------------- | :------------------------- | :---------------------------- | :------------------- | :------- | | Finished goods | 6,438 | 10,809 | (4,371) | (40.4)% | | Work in process | 568 | 872 | (304) | (34.9)% | | Raw materials | 4,736 | 15,335 | (10,599) | (69.1)% | | Total inventory | 9,620 | 20,643 | (11,023) | (53.4)% | - A LIFO liquidation of $2,934 thousand occurred in the six months ended June 30, 2025, primarily from biodiesel related inventories[41] 5) DERIVATIVE INSTRUMENTS%20DERIVATIVE%20INSTRUMENTS) Describes the company's use of derivative instruments and their impact on financial results - Derivative instruments are recorded at fair value, with changes recognized in cost of goods sold[43][46] - The Company had no derivative instruments designated as accounting hedges in 2025 or 2024[45] - Net gain on derivative instruments for the six months ended June 30, 2025, was $450 thousand, compared to a net loss of $2,050 thousand in the prior year[46] - Fair value of regulated fixed price future commitments was an asset of $46 thousand at June 30, 2025, compared to a liability of $235 thousand at December 31, 2024[47] 6) ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES%20ACCRUED%20EXPENSES%20AND%20OTHER%20CURRENT%20LIABILITIES) Provides a breakdown of the company's accrued expenses and other short-term liabilities | Category | June 30, 2025 ($ thousands) | December 31, 2024 ($ thousands) | Change ($ thousands) | % Change | | :------------------------------------ | :------------------------- | :---------------------------- | :------------------- | :------- | | Refundable deposit | 9,000 | 6,500 | 2,500 | 38.5% | | Employment tax credit | 1,351 | 1,856 | (505) | (27.2)% | | Accrued employee liabilities | 2,515 | 1,743 | 772 | 44.3% | | Accrued property, franchise, motor fuel and other taxes | 1,761 | 881 | 880 | 99.9% | | Other | 241 | 102 | 139 | 136.3% | | Total | 14,868 | 11,082 | 3,786 | 34.2% | 7) BORROWINGS%20BORROWINGS) Details the company's debt arrangements, including credit facilities and outstanding balances - The Company amended and restated its credit agreement on February 21, 2025, establishing a five-year revolving credit facility of up to $75,000 thousand, expiring February 21, 2030[50] - Interest rates float over SOFR or base rate, dependent on the consolidated leverage ratio[51][52] - There were no borrowings under the Credit Agreement at June 30, 2025, or December 31, 2024[53] 8) INCOME TAX PROVISION%20INCOME%20TAX%20PROVISION) Explains the company's income tax expense, effective tax rate, and deferred tax positions | Metric | 3 Months Ended June 30, 2025 ($ thousands) | 3 Months Ended June 30, 2024 ($ thousands) | 6 Months Ended June 30, 2025 ($ thousands) | 6 Months Ended June 30, 2024 ($ thousands) | | :-------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | | Income tax provision | 35 | 6 | 41 | 638 | | Effective tax rate | 0.3% | 0.1% | (0.1)% | 4.4% | - The income tax provision for 2025 periods is mainly due to an increase in net deferred tax liability and immaterial state taxes[56] - The Company's deferred tax assets have been reduced to zero since March 31, 2024, with an additional net liability recognized[95] 9) EARNINGS PER SHARE%20EARNINGS%20PER%20SHARE) Presents basic and diluted earnings per share calculations and related factors | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :------------------------------------ | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Net (loss) income ($ thousands) | (10,416) | 9,571 | (28,059) | 13,901 | | Weighted average shares outstanding – basic | 43,803,243 | 43,763,243 | 43,803,243 | 43,763,243 | | Basic (loss) earnings per share | (0.24) | 0.22 | (0.64) | 0.32 | | Diluted (loss) earnings per share | (0.24) | 0.22 | (0.64) | 0.32 | - Stock options and restricted stock units were excluded from diluted EPS computation for 2025 and 2024 as they were anti-dilutive[58][59] 10) RELATED PARTY TRANSACTIONS%20RELATED%20PARTY%20TRANSACTIONS) Discloses transactions with affiliated entities and their financial impact - FutureFuel engages in transactions with affiliated companies controlled by a director and significant shareholder[60] - Related party cost of goods sold and distribution expenses arise from net sales and purchases of blended biodiesel, and associated storage and terminalling services[61] 11) SEGMENT INFORMATION%20SEGMENT%20INFORMATION) Provides financial data and operational details for the company's distinct business segments Chemicals Segment Focuses on the financial performance and operational aspects of the company's chemical product lines - Manufactures diversified chemical products, categorized into "custom manufacturing" and "performance chemicals"[64] | Metric | 3 Months Ended June 30, 2025 ($ thousands) | 3 Months Ended June 30, 2024 ($ thousands) | 6 Months Ended June 30, 2025 ($ thousands) | 6 Months Ended June 30, 2024 ($ thousands) | | :-------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | | Revenue | 19,054 | 53,173 | 25,984 | 37,295 | | Gross profit (loss) | 1,667 | 3,980 | (4,062) | 8,698 | - Chemical revenue decreased 14% ($2,617 thousand) for the three months and 30% ($11,311 thousand) for the six months ended June 30, 2025, primarily due to lower sales volumes in energy markets and reduced glycerin production from a plant turnaround[96][97] - Gross profit (loss) for the chemical segment decreased by $3,010 thousand for the three months and $12,760 thousand for the six months ended June 30, 2025, primarily from reduced throughput and lower amortization of deferred revenue[98] Biofuels Segment Details the financial results and market conditions affecting the company's biofuel production and sales - Primarily manufactures and markets biodiesel, with revenues also from biodiesel blends, petrodiesel, RINs, and byproducts[65] - Held 0.5 million RINs with a fair market value of $604 thousand at June 30, 2025, down from 2.1 million RINs ($1,055 thousand) at June 30, 2024[66] | Metric | 3 Months Ended June 30, 2025 ($ thousands) | 3 Months Ended June 30, 2024 ($ thousands) | 6 Months Ended June 30, 2025 ($ thousands) | 6 Months Ended June 30, 2024 ($ thousands) | | :-------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | :---------------------------------------- | | Revenue | 16,619 | 19,236 | 27,227 | 93,395 | | Gross profit (loss) | (10,434) | 3,980 | (19,268) | 4,966 | - Biofuels revenue decreased by $34,119 thousand (64%) for the three months and $66,168 thousand (71%) for the six months ended June 30, 2025, due to temporary idling of biodiesel production amid market uncertainty and an extended plant turnaround[99][100] - Biofuel gross loss was $10,434 thousand for the three months and $19,268 thousand for the six months ended June 30, 2025, primarily due to reduced sales volumes[102][103] 12) LEGAL MATTERS%20LEGAL%20MATTERS) Addresses any ongoing legal proceedings and their potential financial implications for the company - The Company is involved in routine legal matters but does not believe their ultimate resolution will have a material adverse effect on its financial condition, results of operations, or cash flows[70] 13) SUBSEQUENT EVENTS%20SUBSEQUENT%20EVENTS) Reports significant events occurring after the balance sheet date that may affect financial statements - The Budget Reconciliation Act of 2025, signed July 4, 2025, extended the Clean Fuel Production Credit (CFPC) to December 31, 2029, and reinstated the Small Agri-Biodiesel Producers Tax Credit[72] - On July 9, 2025, the Company reduced its workforce by 75 employees and idled biodiesel manufacturing due to high feedstock prices and negative profit margins, incurring an estimated $386 thousand in separation costs[73] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Management discusses the company's financial condition, operational results, liquidity, and critical accounting estimates - The Company is managed in two segments: chemicals (custom and performance) and biofuels[76] - EPA proposed RFS rule changes for 2026-2027, including increased RINs for biomass-based diesel, reduced RINs for imported/foreign-feedstock renewable fuel, and a lower RIN equivalency factor for renewable diesel[78] - The Budget Reconciliation Act of 2025 modified the CFPC, extending it and reducing the tax credit for sustainable aviation fuel (SAF)[79] Overview Provides a general introduction to the company's business segments and key operational factors - FutureFuel Corp. operates in two reportable segments: chemicals (custom and performance) and biofuels[76] - The Company generates 1.5 Renewable Identification Numbers (RINs) for each gallon of biodiesel sold in the United States[77] - Held 0.5 million D4 RINs with a fair market value of $604 thousand at June 30, 2025, a decrease from 2.1 million RINs ($1,055 thousand) at June 30, 2024[77] - EPA proposed RFS rule changes for 2026-2027, potentially increasing RINs for biomass-based diesel but reducing RINs for imported/foreign-feedstock renewable fuel[78] - The Budget Reconciliation Act of 2025 extended the CFPC through December 31, 2029, and reduced the tax credit for sustainable aviation fuel (SAF)[79] Summary of Financial Results Presents a high-level summary of key financial performance metrics, including non-GAAP measures | Metric | 2025 ($ thousands) | 2024 ($ thousands) | Dollar Change ($ thousands) | % Change | | :-------------------------------- | :------------------ | :------------------ | :-------------------------- | :------- | | Revenue | 35,673 | 72,409 | (36,736) | (51)% | | (Loss) income from operations | (11,928) | 5,451 | (17,379) | na | | Net (loss) income | (10,416) | 9,571 | (19,987) | na | | Basic (loss) earnings per common share | (0.24) | 0.22 | (0.46) | na | | Adjusted EBITDA | (9,823) | 6,907 | (16,730) | na | | Metric | 2025 ($ thousands) | 2024 ($ thousands) | Dollar Change ($ thousands) | % Change | | :-------------------------------- | :------------------ | :------------------ | :-------------------------- | :------- | | Revenue | 53,211 | 130,690 | (77,479) | (59)% | | (Loss) income from operations | (30,766) | 7,649 | (38,415) | na | | Net (loss) income | (28,059) | 13,901 | (41,960) | na | | Basic (loss) earnings per common share | (0.64) | 0.32 | (0.96) | na | | Adjusted EBITDA | (25,880) | 14,015 | (39,895) | na | - Adjusted EBITDA is a non-GAAP measure used by management to assess performance and liquidity, excluding non-cash items and certain non-operating income/expenses[82] | Item | 2025 ($ thousands) | 2024 ($ thousands) | | :---------------------------------------------------- | :------------------ | :------------------ | | Net (loss) income | (28,059) | 13,901 | | Depreciation | 4,739 | 4,760 | | Non-cash stock-based compensation | 462 | 22 | | Interest and dividend income | (2,305) | (4,321) | | Non-cash interest expense and amortization of deferred financing costs | 62 | 69 | | Gain on disposal of property and equipment | (34) | - | | Unrealized (gain) loss on derivative instruments | (281) | 1,696 | | Other income | (505) | (2,750) | | Income tax provision | 41 | 638 | | Adjusted EBITDA | (25,880) | 14,015 | Results of Operations Analyzes the company's financial performance, detailing revenue, expenses, and profitability trends Consolidated Results Examines the overall financial performance of the company on a consolidated basis - Consolidated revenue decreased by $36,736 thousand (51%) for the three months and $77,479 thousand (59%) for the six months ended June 30, 2025, primarily due to uncertainty surrounding the CFPC and an extended plant turnaround impacting the biofuel segment[88] - Gross profit decreased by $17,424 thousand for the three months and $36,994 thousand for the six months ended June 30, 2025, mainly due to reduced throughput and changes in LIFO inventory adjustments[89][90] - Operating expenses decreased $45 thousand for the three months but increased $1,421 thousand for the six months ended June 30, 2025, due to increased compensation, board fees, and R&D expenses[91] - Other income, net, decreased by $2,579 thousand for the three months and $4,142 thousand for the six months ended June 30, 2025, primarily due to a legal settlement received in the prior year and lower interest income[92][93] - The income tax provision for the three and six months ended June 30, 2025, was $35 thousand and $41 thousand, respectively, mainly from an increase in net deferred tax liability[94] Chemical Segment Results Analyzes the financial performance and key drivers of the company's chemical segment - Chemical revenue decreased 14% ($2,617 thousand) for the three months and 30% ($11,311 thousand) for the six months ended June 30, 2025[96][97] - Custom chemicals revenue decreased due to lower sales volumes in energy markets and less amortization of revenue[96][97] - Performance chemicals revenue decreased due to lower volumes of glycerin and polymer modifier chemicals, impacted by the plant turnaround[96][97] - Gross profit (loss) for the chemical segment decreased by $3,010 thousand for the three months and $12,760 thousand for the six months ended June 30, 2025, primarily from reduced throughput and lower amortization of deferred revenue[98] Biofuel Segment Results Reviews the financial performance and market factors impacting the company's biofuel segment - Biofuels revenue decreased by $34,119 thousand (64%) for the three months and $66,168 thousand (71%) for the six months ended June 30, 2025[99][100] - The decrease was attributed to the temporary idling of biodiesel production due to market uncertainty regarding the CFPC and an extended plant turnaround[99][100] - Biofuel gross loss was $10,434 thousand for the three months and $19,268 thousand for the six months ended June 30, 2025, primarily due to reduced sales volumes[102][103] - Derivative instrument activity resulted in a net gain of $450 thousand for the six months ended June 30, 2025, compared to a net loss of $2,050 thousand in the prior year[103] - The Company's derivative instruments do not qualify for hedge accounting[104] Critical Accounting Estimates Highlights significant accounting judgments and assumptions that materially affect financial reporting - Revenue recognition under ASC Topic 606 involves estimating contractual volumes and sales prices for long-term custom chemical contracts with material rights[107] - Revenue from most product sales is recognized upon shipment when risk of loss and title pass to the customer[108] - Biodiesel selling prices can fluctuate based on the timing of unsold, internally generated RINs, which are not reflected in revenue until sold[109] - Bill-and-hold revenue for custom chemicals was $14,435 thousand for the six months ended June 30, 2025, with $6,309 thousand of this revenue not yet shipped[110] Liquidity and Capital Resources Assesses the company's ability to meet short-term and long-term obligations and fund operations | Activity | 2025 ($ thousands) | 2024 ($ thousands) | | :------------------------------------ | :------------------ | :------------------ | | Net cash (used in) provided by operating activities | (183) | 15,588 | | Net cash used in investing activities | (8,585) | (5,312) | | Net cash used in financing activities | (5,621) | (114,660) | - Cash used in operating activities increased by $15,771 thousand for the six months ended June 30, 2025, primarily due to a change in net (loss) income[114] - Cash used in investing activities increased by $3,273 thousand, mainly due to a $4,208 thousand increase in capital expenditures[115] - Cash used in financing activities decreased by $109,039 thousand, primarily due to a special dividend of $109,408 thousand paid in the prior year[116] - The Company has a $75,000 thousand revolving credit facility, amended on February 21, 2025, expiring February 21, 2030, with no borrowings outstanding[118] - Regular cash dividends of $0.06 per share were paid quarterly in 2025 and 2024[120] Off- Balance Sheet Arrangements Describes contractual arrangements not recognized on the balance sheet but impacting financial condition - The Company uses exchange-traded commodity futures and options contracts for biofuel sales to mitigate price volatility, recorded as derivative instruments on the balance sheet[123] - For biofuel feedstocks, the Company uses purchase contracts and supply agreements that may qualify for the normal purchase and normal sales exception of ASC 815, thus not recorded on the balance sheet[123] Item 3. Quantitative and Qualitative Disclosures About Market Risk. Discusses the company's exposure to market risks, primarily commodity price fluctuations, and strategies for mitigation - The Company is exposed to commodity price risk for both inputs (raw materials, biofuel feedstock) and outputs (chemicals, biofuels)[125] - Market risks for chemicals are mitigated through long-term sales contracts with price adjustment protections[126] - Exchange-traded commodity futures and options contracts are used to manage biofuel price risk, with changes in fair value recognized in cost of goods sold[127] - The fair value of derivative instruments was a net asset of $46 thousand at June 30, 2025, compared to a net liability of $235 thousand at December 31, 2024[128] - A hypothetical 10% adverse change in average prices for biodiesel feedstocks and electricity would decrease gross profit by 3.5% ($822 thousand) and 1.2% ($270 thousand), respectively, for the six months ended June 30, 2025[131] - The Company had no borrowings at June 30, 2025, or December 31, 2024, and considers foreign currency risk immaterial[132] Item 4. Controls and Procedures. Management evaluates the effectiveness of disclosure controls and procedures and reports on internal control changes - The CEO and CFO concluded that disclosure controls and procedures were effective as of June 30, 2025[133] - No material changes in internal control over financial reporting occurred during the quarter ended June 30, 2025[134] PART II OTHER INFORMATION This section presents additional information, including legal matters, risk factors, and other disclosures Item 1. Legal Proceedings. The company is not involved in material legal proceedings and anticipates no adverse financial effects from current matters - The Company is not involved in any material pending legal proceedings, only ordinary routine litigation[137] - Management does not believe the ultimate resolution of pending matters will have a material adverse effect on financial condition, results of operations, or cash flows[137] Item 1A. Risk Factors. Refers to previously disclosed risk factors, noting no material changes but emphasizing current economic uncertainty - No material changes to risk factors have occurred[138] - Readers are encouraged to refer to the risk factors in the 2024 Annual Report on Form 10-K due to current economic uncertainty[138] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. Reports no unregistered sales of equity securities or use of proceeds during the period - No unregistered sales of equity securities or use of proceeds to report[139] Item 3. Defaults Upon Senior Securities. Confirms no defaults occurred on any senior securities during the reporting period - No defaults upon senior securities[141] Item 4. Mine Safety Disclosures. States that there are no mine safety disclosures required for the reporting period - No mine safety disclosures[142] Item 5. Other Information. Confirms no Rule 10b5-1 plan adoptions or terminations by Section 16 officers or directors - No adoptions or terminations of Rule 10b5-1 plans or non-Rule 10b5-1 trading arrangements by Section 16 officers or directors during the quarter ended June 30, 2025[144] Item 6. Exhibits. Lists all exhibits filed with the Form 10-Q, including corporate documents, agreements, and certifications - Includes corporate documents (Certificate of Incorporation, Bylaws), Registration Rights Agreement, Description of common stock[145] - Certifications by CEO and CFO as required by Sarbanes-Oxley Act of 2002 (Sections 302 and 906)[145] - Interactive Data Files (XBRL) are included as Exhibit 101[145] Special Note Regarding Forward-Looking Information Provides a cautionary statement on forward-looking information, noting inherent risks and uncertainties that may affect actual results - The report contains forward-looking statements subject to known and unknown risks and uncertainties[146][147] - Factors causing actual results to differ are detailed under "Risk Factors" and "Management's Discussion and Analysis" in the Annual Report on Form 10-K and future SEC filings[147] - The Company undertakes no obligation to revise or publicly release results of any revisions to forward-looking statements, except as required by law[147] SIGNATURES Contains the signatures of the Chief Executive Officer and Chief Financial Officer, certifying the report filing - Report signed by Roeland Polet, Chief Executive Officer, and Rose M. Sparks, Chief Financial Officer, on August 11, 2025[152]