SPAR (SGRP) - 2025 Q2 - Quarterly Report

PART I: FINANCIAL INFORMATION This section presents the unaudited condensed consolidated financial statements, management's discussion and analysis, market risk disclosures, and internal controls and procedures Item 1. Condensed Consolidated Financial Statements (Unaudited) This section presents SPAR Group's unaudited condensed consolidated financial statements, including operations, balance sheets, equity, and cash flows, with explanatory notes Condensed Consolidated Statements of Operations and Comprehensive Income For Q2 2025, SPAR Group reported a net loss of $1 thousand, improving from a $3.4 million loss in 2024, while achieving a $461 thousand net income for the six months | Metric (in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net Revenues | $38,629 | $43,402 | $72,671 | $92,799 | | Gross Profit | $9,062 | $8,964 | $16,338 | $18,676 | | Operating Income (Loss) | $715 | $(966) | $1,751 | $7,723 | | Income (Loss) before Income Tax Expense | $119 | $(1,260) | $695 | $6,945 | | Net Income (Loss) | $(1) | $(3,443) | $461 | $3,737 | | Net Income (Loss) attributable to SPAR Group, Inc. | $(1) | $(3,891) | $461 | $2,735 | | Basic EPS attributable to SPAR Group, Inc. | $0.00 | $(0.17) | $0.02 | $0.11 | | Diluted EPS attributable to SPAR Group, Inc. | $0.00 | $(0.16) | $0.02 | $0.12 | Condensed Consolidated Balance Sheets As of June 30, 2025, total assets increased to $71.6 million, driven by accounts receivable, while total liabilities rose to $46.7 million due to higher credit lines | Metric (in thousands) | June 30, 2025 | December 31, 2024 | | :-------------------- | :------------ | :---------------- | | Cash and cash equivalents | $13,929 | $18,221 | | Accounts receivable, net | $44,370 | $24,766 | | Total current assets | $60,558 | $45,996 | | Total assets | $71,560 | $56,431 | | Accounts payable | $10,632 | $8,767 | | Lines of credit and short-term loans | $24,701 | $16,082 | | Total current liabilities | $44,618 | $30,050 | | Total liabilities | $46,668 | $32,125 | | Total stockholders' equity | $24,892 | $24,306 | Condensed Consolidated Statements of Stockholders' Equity Stockholders' equity increased from $24.3 million to $24.9 million by June 30, 2025, driven by net income and other comprehensive income | Metric (in thousands) | Balance at January 1, 2025 | Balance at June 30, 2025 | | :-------------------- | :------------------------- | :----------------------- | | Common Stock Amount | $234 | $234 | | Treasury Stock Amount | $(2,075) | $(2,075) | | Additional Paid-In Capital | $19,886 | $19,940 | | Accumulated Other Comprehensive Loss | $(1,198) | $(1,127) | | Retained Earnings | $7,459 | $7,920 | | Total Stockholders' Equity | $24,306 | $24,892 | - Share-based compensation contributed $54 thousand to additional paid-in capital during the six months ended June 30, 2025[12] - Net income of $462 thousand was recognized for the period ending March 31, 2025, and a net loss of $1 thousand for the period ending June 30, 2025[12] Condensed Consolidated Statements of Cash Flows For the six months ended June 30, 2025, operating activities used $11.9 million cash, a shift from prior year's $170 thousand provided, while financing provided $8.5 million | Metric (in thousands) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------- | :----------------------------- | :----------------------------- | | Net cash (used in) provided by operating activities | $(11,900) | $170 | | Net cash (used in) provided by investing activities | $(959) | $10,962 | | Net cash (used in) provided by financing activities | $8,547 | $(109) | | Net change in cash, cash equivalents | $(4,292) | $10,976 | | Cash and cash equivalents at end of period | $13,929 | $21,695 | - The significant increase in cash used in operating activities for 2025 was largely due to a $19,012 thousand increase in accounts receivable[17] - Investing activities in 2024 included $7,982 thousand from the sale of joint ventures, which was not present in 2025[17] Notes to Condensed Consolidated Financial Statements (Unaudited) This section details accounting policies, financial instruments, and transactions, providing crucial context for understanding the company's financial position and performance 1. Nature of the Business SPAR Group, Inc. is a global merchandising and brand marketing services company serving retailers, manufacturers, and distributors worldwide - SPAR Group, Inc. provides global merchandising and brand marketing services to retailers, consumer goods manufacturers, and distributors[19] 2. Summary of Significant Accounting Policies Financial statements adhere to U.S. GAAP and SEC interim rules, consolidating subsidiaries and using management estimates, with recent adoptions of new accounting pronouncements - The unaudited condensed consolidated financial statements are prepared in accordance with U.S. GAAP and SEC rules for interim financial statements[20] - The Company consolidates its wholly-owned subsidiaries, and all significant intercompany transactions are eliminated[22] - As of March 31, 2025, the Company's reportable segments changed to one segment due to the exit of substantially all international operations during 2024[24] - The Company adopted ASU No. 2023-05 (Business Combinations – Joint Venture Formations) effective January 1, 2025, which did not have a material effect as the Company has exited all previous joint ventures[25][26] - The Company adopted ASU 2023-07 (Segment Reporting) effective January 1, 2024, for fiscal year and January 1, 2025, for interim periods, requiring enhanced segment disclosure[27] - The Company is evaluating the impact of ASU No. 2023-09 (Income Taxes) and ASU 2024-03 (Expense Disaggregation Disclosures) which are effective for annual periods beginning after December 15, 2024, and December 15, 2026, respectively[28][29] Accounts Receivable, Net (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :------- | :------------ | :---------------- | | Trade | $29,368 | $12,059 | | Unbilled | $12,506 | $9,284 | | Non-trade| $2,738 | $3,834 | | Gross Accounts Receivable | $44,612 | $25,177 | | Less allowance for credit losses | $(242) | $(411) | | Accounts Receivable, net | $44,370 | $24,766 | Property and Equipment, Net (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :------- | :------------ | :---------------- | | Equipment | $4,025 | $4,060 | | Furniture and fixtures | $668 | $591 | | Leasehold improvements | $387 | $384 | | Capitalized internal use software costs | $20,610 | $18,967 | | Gross property and equipment | $25,690 | $24,002 | | Less accumulated depreciation and amortization | $(22,725) | $(21,987) | | Property and equipment, net | $2,965 | $2,015 | Intangible Assets, Net (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :------- | :------------ | :---------------- | | Trade names | $900 | $900 | | Patents | $870 | $870 | | Gross intangible assets | $1,770 | $1,770 | | Less accumulated amortization | $(995) | $(929) | | Intangible assets, net | $775 | $841 | Accrued Expenses and Other Current Liabilities (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :------- | :------------ | :---------------- | | Taxes payable | $519 | $137 | | Accrued salaries and wages | $3,737 | $1,644 | | Accrued third party labor | $2,321 | $1,314 | | Other | $439 | $438 | | Total | $7,016 | $3,533 | 3. Debt The Company's debt includes a secured revolving credit facility with North Mill Capital, extended to October 2025, and seller notes, with all debt covenants in compliance as of June 30, 2025 - The North Mill Credit Facility (US and Canada Revolving Credit Facility) was extended from October 10, 2024, to October 10, 2025[43] - The Company is evaluating refinancing options and plans to secure an extension or replacement financing before the maturity date of the NM Credit Facility[43] - As of June 30, 2025, the aggregate interest rate on the NM Credit Facility was 9.40% per annum, with an outstanding loan balance of approximately $24.7 million[45] - The NM Loan Parties were in compliance with all financial and other restrictive covenants as of June 30, 2025[46] - The Company acquired the remaining minority joint venture interests of Resource Plus and its sister companies for a total of $3 million, with $2.3 million remaining outstanding as of June 30, 2025, reported as a promissory note[47] Summary of Company's Lines of Credit (in thousands) | Lender | Interest Rate (June 30, 2025) | Balance (June 30, 2025) | Interest Rate (December 31, 2024) | Balance (December 31, 2024) | | :----- | :---------------------------- | :---------------------- | :-------------------------------- | :-------------------------- | | USA / Canada North Mill Capital | 9.40% | $24,701 | 9.40% | $16,082 | | Total | | $24,701 | | $16,082 | Summary of Company's Seller Notes (in thousands) | Note Type | Interest Rate (June 30, 2025) | Balance (June 30, 2025) | Interest Rate (December 31, 2024) | Balance (December 31, 2024) | | :-------- | :---------------------------- | :---------------------- | :-------------------------------- | :-------------------------- | | USA - Resource Plus Seller Notes (Current) | 4.30% | $500 | 4.30% | $500 | | USA - Resource Plus Seller Notes (Long-term) | 4.30% | $1,753 | 4.30% | $1,722 | | Total | | $2,253 | | $2,222 | Summary of Unused Company Credit and Other Debt Facilities (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :------- | :------------ | :---------------- | | United States / Canada | $1,179 | $13,310 | | Total Unused Availability | $1,179 | $13,310 | 4. Commitments and Contingencies The Company is engaged in routine legal and administrative proceedings, with management expecting no material adverse effect on financial condition or operations - Management believes that the resolution of current legal actions and administrative proceedings will not have a material adverse effect on the Company[51] 5. Common Stock As of June 30, 2025, 47 million common shares were authorized, with rights subject to preferred stock, no cash dividends paid, and 1 million shares repurchased in April 2024 - As of June 30, 2025, 47,000,000 shares of common stock were authorized, with 23,489,752 shares issued and outstanding[10] - No cash dividends were declared or paid on common stock during the periods presented[52] - Under the 2024 Stock Repurchase Program, 1,000,000 shares of common stock were repurchased from William H. Bartels, a director and significant stockholder, at $1.80 per share on April 30, 2024[53] 6. Preferred Stock The Corporation is authorized to issue 3 million preferred shares, with all Series B convertible preferred stock converting to common stock by March 31, 2024 - The Corporation is authorized to issue 3,000,000 shares of preferred stock[54] - All 854,753 shares of Series B convertible preferred stock vested and converted into 1,282,129 shares of common stock during 2023, with the process completed by March 31, 2024[57] - Series B convertible preferred stock did not carry voting or dividend rights and converted at a 1-to-1.5 ratio to common stock upon vesting[56] 7. Share-Based Compensation Share-based compensation for stock options and RSUs decreased in H1 2025, while Phantom Stock Awards expense significantly increased due to vesting Share-Based Compensation Expense (in thousands) | Category | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Stock Options | $0 | $35 | $2 | $70 | | Restricted Stock Units | $25 | $93 | $50 | $186 | | Phantom Stock Awards | $414 | $0 | $466 | $0 | - Phantom Stock Units, issued to executives in 2022 and 2023, represent the right to receive cash payments based on the fair market value of common stock at vesting and are classified as liabilities[62][63] 8. Related Party Transactions Related party transactions involve director benefits, minority interest acquisitions, and marketing services, alongside the strategic divestiture of several international joint ventures in 2024 - Retirement benefits for William H. Bartels, a director and founder, totaling $1.1 million over five years, concluded on December 31, 2024[66] - The Company repurchased 1,000,000 shares of common stock from William H. Bartels for $1.80 per share on April 30, 2024[67] - The Company acquired the remaining minority joint venture interests of Resource Plus and its sister companies from Mr. Richard Justus for $3 million, with $2.3 million outstanding as of June 30, 2025[68] - Expenses for marketing and advertising services from WB Marketing, Inc. (now Qantm Creative), an entity owned by the CEO's wife, were approximately $170 thousand for the six months ended June 30, 2025, up from $87 thousand in 2024[70] - The Company sold its 51% ownership interest in its South African Joint Venture for approximately $7.7 million (80% paid upon closing) in April 2024, recognizing a pre-tax gain of approximately $7.2 million[73][74] - The Company sold its 51% ownership interest in its Chinese Joint Venture for $200,000 in April 2024, recognizing a loss of $1.1 million[75] - The Company sold its Brazilian holding company (owning 51% interest in its Brazilian joint venture) for approximately $11.8 million in June 2024, recognizing a loss of $1.2 million[76] - The Company sold its 100% ownership interest in SPAR Japan for $500,000 in August 2024, recognizing a loss of $0.7 million[77] - The Company sold its 51% ownership interest in its Indian Joint Venture for $500,000 in September 2024, recognizing a loss of $1.4 million[78] - The Company sold its 51% ownership interest in its Mexican Joint Venture for $417,000 in December 2024, recognizing a loss of $1.1 million[79] 9. Segment Information After exiting most international operations in 2024, SPAR Group now operates as a single segment, with most revenue and assets concentrated in the United States and Canada - The Company operates as one operating segment, with the CEO reviewing financial information on a consolidated basis[80] Long-Lived Assets (in thousands) | Geographic Region | June 30, 2025 | December 31, 2024 | | :---------------- | :------------ | :---------------- | | United States | $4,858 | $4,014 | | Canada | $418 | $465 | | Total long lived assets | $5,276 | $4,479 | Geographic Net Revenue (in thousands) | Geographic Region | Three Months Ended June 30, 2025 | % of Consolidated Net Revenue (3M 2025) | Three Months Ended June 30, 2024 | % of Consolidated Net Revenue (3M 2024) | Six Months Ended June 30, 2025 | % of Consolidated Net Revenue (6M 2025) | Six Months Ended June 30, 2024 | % of Consolidated Net Revenue (6M 2024) | | :---------------- | :------------------------------- | :-------------------------------------- | :------------------------------- | :-------------------------------------- | :----------------------------- | :-------------------------------------- | :----------------------------- | :-------------------------------------- | | United States | $35,258 | 91.3% | $32,993 | 76.0% | $66,135 | 91.0% | $61,816 | 66.6% | | Canada | $3,371 | 8.7% | $3,900 | 9.0% | $6,536 | 9.0% | $7,169 | 7.7% | | Total net revenue | $38,629 | 100.0% | $43,402 | 100.0% | $72,671 | 100.0% | $92,799 | 100.0% | 10. Leases The Company leases office space and equipment, with total lease costs decreasing to $425 thousand in H1 2025, and a weighted-average remaining lease term of 2.86 years Lease Costs (in thousands) | Lease Costs | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :---------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Operating lease cost | $57 | $93 | $129 | $269 | | Short-term lease cost | $272 | $128 | $296 | $299 | | Total lease cost | $329 | $221 | $425 | $568 | Balance Sheet Information Related to Leases (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :------- | :------------ | :---------------- | | Operating lease right-of-use assets | $477 | $630 | | Current portion of operating lease liabilities | $180 | $276 | | Non-current portion of operating lease liabilities | $297 | $353 | | Total Operating lease liabilities | $477 | $629 | - Weighted average remaining lease term for operating leases is 2.86 years as of June 30, 2025, with a weighted average discount rate of 8.06%[84] 11. Earnings Per Share Basic and diluted EPS for Q2 2025 were $0.00, an improvement from a loss in 2024, while six-month EPS decreased to $0.02 from $0.11-$0.12 in 2024 | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Basic EPS | $0.00 | $(0.17) | $0.02 | $0.11 | | Diluted EPS | $0.00 | $(0.16) | $0.02 | $0.12 | | Weighted-average common shares outstanding – basic | 23,470 | 23,786 | 23,460 | 23,670 | | Weighted-average common shares outstanding – diluted | 23,499 | 24,010 | 23,532 | 23,873 | 12. Subsequent Events Post-period, on August 12, 2025, the Company extended its North Mill Capital credit facilities to October 2027, increasing the total facility size to $36 million - On August 12, 2025, the Company agreed to extend its credit facilities with North Mill Capital through October 10, 2027[87] - The total credit facility size will increase to $36 million ($30 million for the US facility and $6 million for the Canadian facility)[87] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses financial condition and results, including key performance drivers, non-GAAP measures, liquidity, the impact of international divestitures, and internal control remediation efforts Forward-Looking Statements This section warns that forward-looking statements are subject to risks and uncertainties, and actual results may differ materially, with no obligation for public updates - The report contains forward-looking statements subject to risks and uncertainties, and actual results may differ materially from expectations[89][91] - The Company does not intend to publicly update or revise any forward-looking statements[92] Overview of Our Business SPAR Group, a leading merchandising and brand marketing services company in North America, strategically exited international ventures in 2024 to enhance client sales and efficiency - SPAR Group is a leading merchandising and brand marketing services company[94] - As of June 30, 2025, the Company operates in the United States and Canada, having strategically exited joint ventures in Mexico, Brazil, South Africa, China, Japan, and India during 2024[95] - The Company's goal is to drive sales, margins, and operating efficiency for brand and retail clients through specialized services, including new product launches, promotional displays, fixture assembly, stock availability, store renovations, and distribution center optimization[94][97] EBITDA and Adjusted EBITDA EBITDA and Adjusted EBITDA are non-GAAP measures for operating performance, with Consolidated Adjusted EBITDA decreasing to $1.3 million for Q2 2025 and $2.8 million for the six months - EBITDA and Adjusted EBITDA are non-GAAP measures used to compare operating performance by excluding non-recurring items[99][100] Consolidated Adjusted EBITDA (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Consolidated EBITDA | $1,128 | $41 | $2,531 | $10,124 | | Consolidated Adjusted EBITDA | $1,313 | $1,905 | $2,809 | $5,289 | | Adjusted EBITDA attributable to SPAR Group, Inc. | $1,313 | $1,380 | $2,809 | $3,846 | - Adjusted EBITDA has limitations as an analytical tool, as it does not reflect cash expenditures, working capital changes, debt service, or non-cash compensation[104] RESULTS OF OPERATIONS Q2 and H1 2025 results show decreased net revenues and cost of revenues due to international exits, with improved gross profit margins and increased Q2 operating income For the three months ended June 30, 2025, compared to the three months ended June 30, 2024 Q2 2025 net revenues decreased 11.0% to $38.6 million due to international exits, yet gross profit slightly increased, and operating income became positive | Metric (in thousands) | 2025 ($) | 2025 (%) | 2024 ($) | 2024 (%) | | :-------------------- | :------- | :------- | :------- | :------- | | Net revenues | 38,629 | 100.0% | 43,402 | 100.0% | | Total cost of revenue | 29,567 | 76.5% | 34,438 | 79.4% | | Gross profit | 9,062 | 23.5% | 8,964 | 20.6% | | Selling, general and administrative expense | 7,934 | 20.5% | 8,068 | 18.6% | | Operating income (loss) | 715 | 1.9% | (966) | (2.3)% | | Income (loss) before income tax expense | 119 | 0.3% | (1,260) | (3.0)% | | Loss from continuing operations | (1) | 0.0% | (2,194) | (5.1)% | | Net loss | (1) | 0.0% | (3,443) | (8.0)% | - Net revenues decreased by $4.8 million (11.0%) due to the exit of Mexico, China, Japan, and India operations in late 2024[106] - Cost of revenues decreased by $4.9 million (14.1%), improving as a percentage of net revenue from 79.4% to 76.5%[107][108] - Selling, general, and administrative expenses decreased by $0.2 million, primarily due to the exit of international operations[109] - Income tax expense for Q2 2025 was $0.1 million with an effective rate of 100.8%, differing from the statutory rate due to permanent differences[113] For the six months ended June 30, 2025, compared to the six months ended June 30, 2024 H1 2025 net revenues decreased 21.7% to $72.7 million due to international divestitures, but the company achieved net income from continuing operations and improved cost of revenues | Metric (in thousands) | 2025 ($) | 2025 (%) | 2024 ($) | 2024 (%) | | :-------------------- | :------- | :------- | :------- | :------- | | Net revenues | 72,671 | 100.0% | 92,799 | 100.0% | | Total cost of revenue | 56,333 | 77.5% | 74,123 | 79.9% | | Gross profit | 16,338 | 22.5% | 18,676 | 20.1% | | Selling, general and administrative expense | 13,807 | 19.0% | 15,773 | 17.0% | | Operating income | 1,751 | 2.4% | 7,723 | 8.3% | | Income before tax expense | 695 | 1.0% | 6,945 | 7.5% | | Income from continuing operations | 461 | 0.6% | 4,618 | 5.0% | | Net income | 461 | 0.6% | 3,737 | 4.0% | - Net revenues decreased by $20.1 million (21.7%) due to the exit of South Africa, Mexico, China, Japan, and India operations in late 2024[115] - Cost of revenues decreased by $17.8 million (24.0%), improving as a percentage of net revenue from 79.9% to 77.5%[117][118] - Selling, general, and administrative expenses decreased by $2.0 million, primarily due to the exit of international operations[119] - Income tax expense for the six months ended June 30, 2025, was $0.2 million with an effective rate of 33.7%, compared to $2.3 million with a 33.5% effective rate in 2024[123] Critical Accounting Estimates Financial statement preparation involves management estimates and judgments, which, while believed reasonable, may differ from actual results due to inherent uncertainties - The preparation of financial statements requires management to make estimates and judgments, which may differ from actual results[124] Liquidity and Capital Resources The Company expects sufficient liquidity for 12 months, contingent on credit facility extension, with operating cash flow shifting to negative and financing activities providing significant cash in 2025 - The Company expects current credit facilities, projected operations, and other financing to be sufficient for liquidity over the next 12 months, pending an extension or replacement of credit facilities[126] - Delays in receivable collection, reduced business from major clients, or economic downturns could materially affect the Company's liquidity[126] Cash Flows (in thousands) | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------- | :----------------------------- | :----------------------------- | | Operating Activities | $(11,900) | $170 | | Investing Activities | $(959) | $10,962 | | Financing Activities | $8,547 | $(109) | Item 3. Quantitative and Qualitative Disclosures about Market Risk SPAR Group, Inc., as a smaller reporting company, is exempt from providing quantitative and qualitative market risk disclosures - SPAR Group, Inc. is a smaller reporting company and is not required to provide disclosures about market risk[130] Item 4. Controls and Procedures Disclosure controls were ineffective as of June 30, 2025, due to material weaknesses in financial statement close processes and non-recurring transactions, with remediation efforts underway including ERP implementation and team centralization - Disclosure controls and procedures were not effective as of June 30, 2025, due to material weaknesses in internal control over financial reporting[131] - Material weaknesses include ineffective controls related to the financial statement close process (completeness and accuracy of reconciliations, segment disclosures) and non-recurring transactions (deconsolidation and sale of international components)[132][133] - Remediation efforts include implementing a new ERP system (live January 1, 2025), hiring an experienced Assistant Controller (January 1, 2025), consolidating the finance and accounting team, and simplifying the organizational structure by divesting six foreign joint venture operations[134] - No other material changes in internal controls over financial reporting occurred during the three months ended June 30, 2025, beyond the described remediation efforts[136] PART II: OTHER INFORMATION This section addresses legal proceedings, risk factors, equity sales, defaults, mine safety, other information, and required exhibits Item 1. Legal Proceedings The Company is engaged in routine legal and administrative proceedings, with management expecting no material adverse effect on financial condition or operations - Management does not anticipate that the resolution of ongoing legal and administrative proceedings will have a material adverse effect on the Company[137] Item 1A. Risk Factors No material changes to the Company's risk factors have occurred since the filing of its 2024 Annual Report on Form 10-K/A - No material changes to the Company's risk factors have occurred since the 2024 Annual Report on Form 10-K/A[139] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This item is not applicable to the Company for the current reporting period Item 3. Defaults Upon Senior Securities This item is not applicable to the Company for the current reporting period Item 4. Mine Safety Disclosures This item is not applicable to the Company for the current reporting period Item 5. Other Information This item is not applicable to the Company for the current reporting period Item 6. Exhibits This section lists the exhibits filed with Form 10-Q, including CEO and CFO certifications and Inline XBRL documents - Exhibits include CEO and CFO certifications (pursuant to Sections 302 and 906 of Sarbanes-Oxley Act) and Inline XBRL documents[146] SIGNATURES This section contains the required signatures for the filing