Part I. Financial Information Item 1. Financial Statements (Unaudited) The unaudited condensed consolidated financial statements for Abpro Holdings, Inc. as of June 30, 2025, show a significant accumulated deficit of $123.0 million and a net loss of $6.9 million for the first six months of 2025, raising substantial doubt about the company's ability to continue as a going concern Condensed Consolidated Balance Sheets As of June 30, 2025, the company's total assets decreased to $3.5 million from $4.7 million at year-end 2024, primarily due to reduced cash, while total liabilities increased slightly to $20.4 million, with current liabilities significantly exceeding current assets Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Assets | | | | Cash | $2,014 | $2,850 | | Total current assets | $3,068 | $3,776 | | Total assets | $3,483 | $4,661 | | Liabilities & Stockholders' Deficit | | | | Accounts payable | $5,266 | $3,936 | | Total current liabilities | $20,430 | $19,607 | | Total liabilities | $20,430 | $19,607 | | Total stockholders' deficit | ($16,947) | ($14,946) | Condensed Consolidated Statements of Operations For the three and six months ended June 30, 2025, the company reported increased net losses of $3.0 million and $6.9 million, respectively, compared to $2.4 million and $1.8 million for the same periods in 2024, primarily driven by higher other expenses Statement of Operations Summary (in thousands) | Metric | Q2 2025 | Q2 2024 | 6 Months 2025 | 6 Months 2024 | | :--- | :--- | :--- | :--- | :--- | | Research and development | $313 | $827 | $638 | $1,827 | | General and administrative | $1,948 | $1,513 | $4,581 | $3,392 | | Loss from operations | ($2,261) | ($2,340) | ($5,219) | ($5,219) | | Total other (expense) income, net | ($723) | ($100) | ($1,652) | $3,415 | | Net loss | ($2,984) | ($2,440) | ($6,871) | ($1,804) | | Net loss per share, basic and diluted | ($0.05) | ($0.13) | ($0.13) | ($0.09) | Condensed Consolidated Statements of Cash Flows For the six months ended June 30, 2025, net cash used in operating activities was $3.1 million, an improvement from $4.2 million in the prior year, while net cash provided by financing activities was $2.1 million, resulting in a period-end cash balance of $2.0 million Cash Flow Summary (in thousands) | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | ($3,105) | ($4,218) | | Net cash provided by financing activities | $2,142 | $3,559 | | Net change in cash and restricted cash | ($963) | ($659) | | Cash and restricted cash - end of period | $2,029 | $202 | Notes to Unaudited Condensed Consolidated Financial Statements The notes detail the company's organization, accounting policies, and critical disclosures, including substantial doubt about its going concern ability due to recurring losses and insufficient cash, alongside Nasdaq non-compliance notices and subsequent financing events - The company is a biotechnology firm focused on antibody therapeutics, which became publicly traded on Nasdaq on November 14, 2024, following a reverse recapitalization merger with Atlantic Costal Acquisition Corp. II (ACAB)202122 - Management has concluded there is substantial doubt about the company's ability to continue as a going concern, as cash of $2.0 million as of June 30, 2025, is insufficient to fund operations for the next 12 months, given the accumulated deficit of $123.0 million and recurring net losses252734 - The company has received multiple notices from Nasdaq for non-compliance with listing requirements, including the minimum $1.00 bid price, the minimum $15 million Market Value of Publicly Held Shares (MVPHS), and the minimum $50 million Market Value of Listed Securities (MVLS)282931 - Subsequent to the quarter end, in July and August 2025, the company raised approximately $0.73 million through multiple share issuances to YA under the SEPA, and the Second Convertible note was fully converted into 11,024,725 shares of common stock in July 2025189190191 Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's focus on developing next-generation antibody therapeutics, with lead candidates ABP-102 and ABP-201, while highlighting a 62% decrease in R&D expenses and a 29% increase in G&A expenses for Q2 2025, and reiterating substantial doubt about its going concern ability due to critical liquidity issues - The company's lead product candidates are ABP-102 (for HER2+ solid tumors) and ABP-201 (for vascular eye diseases), with clinical trials for ABP-102 planned for the first half of 2026, contingent on future funding for ABP-201199 Operating Expense Changes (Q2 2025 vs Q2 2024, in thousands) | Expense Category | Q2 2025 | Q2 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Research and development | $313 | $827 | ($514) | -62% | | General and administrative | $1,948 | $1,513 | $435 | 29% | - The decrease in R&D expenses is attributed to personnel being on furlough since October 2024, while the increase in G&A expenses is due to costs of operating as a public company, such as legal, accounting, and insurance208209 - The company's cash of $2.0 million as of June 30, 2025, is insufficient to fund operations for the next 12 months, leading to a going concern warning, with future viability dependent on raising additional capital through equity/debt financing or collaborations225227 Quantitative and Qualitative Disclosures Regarding Market Risk The company is a smaller reporting company and is not required to provide the information requested under this item - As a smaller reporting company, Abpro is not required to provide quantitative and qualitative disclosures about market risk235 Controls and Procedures Management concluded that the company's disclosure controls and procedures were not effective as of June 30, 2025, due to previously identified material weaknesses in internal control over financial reporting, for which a remediation plan is underway - Management has concluded that the company's disclosure controls and procedures were not effective as of the end of the period236 - Material weaknesses identified include inadequate segregation of duties for wire transfers, lack of formal written policies for internal controls, and failure to properly evaluate contractual obligations237 - A remediation plan is underway, which includes redesigning authorization procedures, developing formal policies, and implementing enhanced review processes for contracts238241 Part II. Other Information Legal Proceedings The company reported no legal proceedings for the period - There are no legal proceedings to report243 Risk Factors The company highlights a material risk regarding its failure to meet Nasdaq's continued listing requirements, having received non-compliance notices for minimum bid price, MVPHS, and MVLS, with potential delisting severely impacting stock price and liquidity - The company received a notice from Nasdaq on April 2, 2025, for failing to maintain a minimum bid price of $1.00 per share, with a compliance deadline of September 29, 2025244 - On April 10, 2025, the company received two additional notices from Nasdaq for failing to meet the minimum Market Value of Publicly Held Shares ($15 million) and the minimum Market Value of Listed Securities ($50 million), with a compliance period ending on October 7, 2025245246 - Failure to regain compliance with Nasdaq's listing standards could lead to delisting, which would likely have a significant negative effect on the stock price and impair investors' ability to trade the shares248 Unregistered Sales of Equity Securities and Use of Proceeds During the quarter, the company issued a $2.0 million Second Convertible Note to YA II PN, Ltd. (YA), receiving net proceeds of approximately $1.8 million, and issued 15,419,428 shares of common stock to YA upon conversion of $3.0 million of outstanding convertible notes, all under Section 4(a)(2) exemption - On June 23, 2025, the company issued a $2.0 million Convertible Note to YA and received net proceeds of approximately $1.8 million252 - During Q2 2025, the company issued 15,419,428 shares of common stock to YA to settle $3.0 million of convertible note conversions253 - All securities were issued in private placements, relying on the exemption from registration under Section 4(a)(2) of the Securities Act, as YA is an accredited investor252253 Defaults Upon Senior Securities The company reported no defaults upon senior securities - There were no defaults upon senior securities255 Mine Safety Disclosures This item is not applicable to the company - Mine safety disclosures are not applicable256 Other Information The company reported no other information for the period - There is no other information to report257 Exhibits This section lists the exhibits filed with or incorporated by reference into the quarterly report, including certificates of incorporation, bylaws, and officer certifications Part III. Signatures
Atlantic stal Acquisition II(ACAB) - 2025 Q2 - Quarterly Report