Integrated Rail and Resources Acquisition (IRRX) - 2025 Q2 - Quarterly Report

PART I—FINANCIAL INFORMATION Presents the company's unaudited consolidated financial statements and management's analysis for the periods ended June 30, 2025 Item 1: Consolidated Financial Statements This section presents the unaudited consolidated financial statements for Integrated Rail and Resources Acquisition Corp., highlighting significant net losses and a substantial working capital deficit that raise going concern doubts Consolidated Condensed Balance Sheets The balance sheet shows a significant decrease in cash and Trust Account investments, alongside a substantial increase in total liabilities, leading to a larger stockholders' deficit | Metric | June 30, 2025 (Unaudited) | December 31, 2024 | | :--------------------------------------- | :------------------------ | :------------------ | | Cash | $20,313 | $39,938 | | Investments held in Trust Account | $666,143 | $3,237,676 | | Total Assets | $686,456 | $3,277,614 | | Accounts payable and accrued expenses | $2,771,011 | $2,594,035 | | Accrued excise tax | $3,077,899 | $2,649,197 | | Redemptions payable | $233,624 | — | | Warrant liabilities | $13,668,000 | $4,180,000 | | Total Liabilities | $37,614,578 | $25,617,910 | | Class A Common Stock subject to possible redemption | $387,193 | $3,148,662 | | Accumulated deficit | $(37,315,890) | $(25,489,533) | | Total Stockholders' Deficit | $(37,315,315) | $(25,488,958) | Unaudited Consolidated Condensed Statements of Operations The company reported significant net losses for the current periods, primarily due to increased warrant liabilities and operating expenses, contrasting with prior year net income | 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 | | :--------------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Operating expenses | $449,001 | $213,679 | $1,484,603 | $485,807 | | Interest and income earned on cash and Trust investments | $22,297 | $272,004 | $56,553 | $946,262 | | Interest expense | $(54,629) | — | $(216,721) | — | | Change in fair value of warrant liabilities | $(7,607,000) | $(1,003,200) | $(9,488,000) | $1,045,000 | | Net (loss) income | $(8,206,798) | $(1,040,084) | $(11,558,133) | $1,252,442 | | Basic and diluted net (loss) income per share, Class A redeemable Common Stock | $(1.39) | $(0.14) | $(1.94) | $0.14 | | Basic and diluted net (loss) income per share, non-redeemable Common Stock | $(1.39) | $(0.14) | $(1.94) | $0.14 | Unaudited Consolidated Condensed Statements of Changes in Stockholders' Deficit The total stockholders' deficit significantly increased from January 1, 2025, to June 30, 2025, driven by net losses and common stock remeasurement | Metric | January 1, 2025 | June 30, 2025 | | :--------------------------------------- | :---------------- | :---------------- | | Total Stockholders' Deficit | $(25,488,958) | $(37,315,315) | | Net loss (Six Months Ended June 30, 2025) | — | $(11,558,133) | | Remeasurement of Common Stock subject to redemption (Six Months Ended June 30, 2025) | — | $(237,957) | | Accrued excise tax on Common Stock redemptions (Six Months Ended June 30, 2025) | — | $(30,267) | Unaudited Consolidated Condensed Statements of Cash Flows For the six months ended June 30, 2025, the company experienced a net decrease in cash, with significant cash provided by investing activities and substantial cash used in operating and financing activities | Metric | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------------- | :----------------------------- | :----------------------------- | | Net Cash Used in Operating Activities | $(1,320,908) | $(433,026) | | Net Cash Provided by Investing Activities | $2,628,085 | $50,005,713 | | Net Cash Used in Financing Activities | $(1,326,802) | $(49,571,750) | | Net Change in Cash | $(19,625) | $937 | | Cash – End of Period | $20,313 | $1,126 | Notes to Consolidated Condensed Financial Statements These notes provide detailed disclosures on the company's organization, accounting policies, related party transactions, and fair value measurements, highlighting liquidity challenges and business combination efforts - The Company is a blank check company incorporated on March 12, 2021, for the purpose of effecting a business combination, which has not yet commenced operations as of June 30, 2025[16][17] - The company was delisted from the NYSE on March 11, 2024, and its securities became available for trading on the over-the-counter (OTC Pink) market effective March 12, 2024[52][53] - As of June 30, 2025, the Company had $20,313 in cash and a working capital deficit of $15,876,265, raising substantial doubt about its ability to continue as a going concern[85][87] NOTE 1 – DESCRIPTION OF ORGANIZATION, BUSINESS OPERATIONS, AND GOING CONCERN The company, a blank check SPAC, faces substantial doubt about its ability to continue as a going concern due to a working capital deficit and uncompleted business combination Trust Extensions The company has repeatedly extended its business combination deadline, leading to significant shareholder redemptions and reduced Trust Account funds | Event | Date | Shares Redeemed | Amount Withdrawn from Trust Account | Per Share Value | | :--------------------------------------- | :---------------- | :---------------- | :-------------------------------- | :---------------- | | February 2023 Special Meeting | February 2023 | 9,155,918 | $94,489,075 | ~$10.32 | | 2023 Annual Meeting | August 2023 | 7,354,836 | $79,652,874 | ~$10.83 | | February 2024 Special Meeting | February 2024 | 4,573,860 | $50,312,460 | ~$11.00 | | November 2024 Special Meeting | November 2024 | 1,665,727 | $19,470,737 | ~$11.69 | | May 2025 Extension Meeting | May 2025 | 207,559 | $2,764,686 | ~$13.32 | | June 2025 Special Meeting | June 30, 2025 | 16,528 | $233,624 | ~$14.14 | - Since November 2022, the Company has deposited an aggregate of $8,053,225 into the Trust Account to extend the period to consummate a Business Combination to September 15, 2025[49] Conversion of Class B shares to Class A shares All 5,750,000 outstanding Class B common stock shares were converted to Class A on November 13, 2024, retaining Founder Shares designation and transfer restrictions - On November 13, 2024, 5,750,000 shares of Class B common stock were converted into Class A common stock, retaining their 'Founder Shares' designation and transfer restrictions[51] NYSE Delisting The company's securities were delisted from the NYSE on March 11, 2024, due to failing market capitalization requirements and now trade on the OTC Pink market - The Company's Class A common stock, Units, and Warrants were delisted from the NYSE on March 11, 2024, for failing to maintain an average aggregate global market capitalization of at least $40,000,000 over a 30-trading day period[52] - Effective March 12, 2024, the Company's securities became available for trading in the over-the-counter (OTC Pink) market[53] Proposed Business Combination The company entered a Merger Agreement with TSH Company and Holdings, amended multiple times, extending the termination date to September 15, 2025, with various conditions precedent - On August 12, 2024, the Company entered into a Merger Agreement with Uinta Integrated Infrastructure Inc. (Holdings) and Tar Sands Holdings II, LLC (TSH Company) for a proposed business combination[54] - The Merger Agreement's termination date was extended to August 31, 2025, and further to September 15, 2025, through amendments[78][79] - Key closing conditions include SPAC stockholder approval, effectiveness of the Form S-4 registration statement, and Available Closing Date Cash of not less than $44,000,000[68] - On May 7, 2025, the Company entered into an exclusive Crude Oil Supply, Offtake, and Processing Agreement with Shell Trading (US) Company (STUSCO) for its Vernal, Utah facility, contingent on facility restoration and regulatory approvals[82] Liquidity and Going Concern The company reported a significant working capital deficit and limited cash at June 30, 2025, raising substantial doubt about its ability to continue as a going concern - At June 30, 2025, the Company had $20,313 in cash and a working capital deficit of $15,876,265[85] - Management has determined that these factors raise substantial doubt about the Company's ability to continue as a going concern for the next twelve months from the issuance of these consolidated financial statements[87] NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This note outlines the company's accounting principles, including GAAP, emerging growth company status, net loss per share, warrant liabilities, income taxes, and recent accounting pronouncements - The Company is an 'emerging growth company' and has elected to use the extended transition period for complying with new or revised financial accounting standards[93][95] - The Company applies the two-class method for calculating net (loss) income per common stock, with warrants and convertible notes not considered dilutive for the periods presented[100][101] - The Company accounts for warrants as liability-classified instruments, re-measuring them at fair value at each balance sheet date, with changes recognized in the consolidated statements of operations[107][108] - The Company recognized $3,075,563 in excise tax payable at June 30, 2025, including $612,892 in interest and penalties, related to the 1% excise tax on stock repurchases under the Inflation Reduction Act of 2022[127] NOTE 3 – INITIAL PUBLIC OFFERING The company completed its IPO on November 16, 2021, raising $230 million, with the Sponsor concurrently purchasing $9.4 million in Private Placement Warrants - The Company consummated its IPO on November 16, 2021, selling 23,000,000 units at $10.00 per unit, generating $230,000,000 in gross proceeds[18] - Simultaneously, the Sponsor purchased 9,400,000 Private Placement Warrants for $9,400,000, with a portion of these proceeds added to the Trust Account[19][136][137] NOTE 4 – RELATED PARTY TRANSACTIONS The company has significant related party transactions, including Founder Shares issuance, substantial loans from the Sponsor and Trident Point 2, LLC, and waived administrative services fees - The Sponsor initially paid $25,000 for 5,750,000 Founder Shares (Class B common stock), which were later converted to Class A common stock and are subject to transfer restrictions[138][144] | Related Party Loan | Amount at June 30, 2025 | Amount at December 31, 2024 | | :--------------------------------------- | :------------------------ | :-------------------------- | | Note Payable—Sponsor | $5,393,225 | $5,393,225 | | Note Payable—related party (Trident) | $1,829,710 | $390,710 | | Convertible promissory note (BH Inc.) | $1,471,784 | $1,255,062 | | Working Capital Loan—related party | $17,935 | $17,935 | | Advances from related parties | $100,770 | $100,770 | - The Sponsor waived $120,000 in administrative services fees owed by the Company under an administrative services agreement in March 2025[157] NOTE 5 – COMMITMENTS & CONTINGENCIES The company has commitments including registration rights, a deferred underwriting commission of $8.05 million, and potential investment banking advisory fees contingent on a business combination - Holders of Founder Shares, Private Placement Warrants, and warrants from Working Capital Loans are entitled to registration rights[159] - A deferred underwriting commission of $8.05 million is payable to underwriters from the Trust Account solely upon the completion of a Business Combination[160] - Investment banking advisory fees, contingent on the closing and specific terms of an initial Business Combination, will be the greater of $4,250,000 or up to 0.65% of the acquisition value if it exceeds $900 million[164] NOTE 6 – WARRANT LIABILITIES Warrants have an exercise price of $11.50 per share and expire five years post-business combination, with Private Placement Warrants being non-redeemable and exercisable cashless - Warrants have an exercise price of $11.50 per share and expire five years after a Business Combination, subject to adjustments based on certain equity issuances and market value conditions[167] - Private Placement Warrants are non-redeemable for cash and exercisable on a cashless basis as long as held by the Sponsor or its permitted transferees[168] NOTE 7 – STOCKHOLDERS' DEFICIT The company is authorized to issue preferred and Class A common stock, with 5,750,000 Class A shares outstanding at June 30, 2025, after all Class B shares converted - The Company is authorized to issue 1,000,000 shares of preferred stock and 100,000,000 shares of Class A common stock[174][175] - As of June 30, 2025, there were 5,750,000 shares of Class A common stock issued and outstanding (excluding 25,572 shares subject to possible redemption), and 0 shares of Class B common stock outstanding[175][176] - On November 13, 2024, all 5,750,000 shares of Class B common stock were converted into Class A common stock[178] NOTE 8 – FAIR VALUE MEASUREMENTS The company measures financial assets and liabilities like Trust Account investments, conversion event liability, and warrant liabilities at fair value, using various valuation levels and models | Description | Fair Value (June 30, 2025) | Fair Value (December 31, 2024) | | :--------------------------------------- | :------------------------- | :--------------------------- | | Investments held in Trust Account (Level 1) | $666,143 | $3,237,676 | | Conversion event liability (Level 3) | $702,878 | $684,887 | | Warrant Liability—Public Warrants (Level 1) | $6,900,000 | $2,300,000 (Level 3) | | Warrant Liability—Private Placement Warrants (Level 3) | $6,768,000 | $1,880,000 | | Valuation Input | June 30, 2025 | December 31, 2024 | | :--------------------------------------- | :------------ | :---------------- | | Conversion Event Liability (Level 3): | | | | Share price | $17.00 | $10.01 | | Discount rate | 15.7% | 8.7% | | Probability of close | 60.0% | 60.0% | | Years to expiration | 0.04 | 0.38 | | Market adjustment for implied probability of acquisition | 18.4% | 9.82% | | Private Placement Warrants (Level 3): | | | | Share price | $17.00 | $10.01 | | Exercise price | $11.50 | $11.50 | | Years to expiration | 5.04 | 5.38 | | Volatility | 1.8% | 1.6% | | Risk-free rate | 3.72% | 4.30% | | Dividend yield | 0.00% | 0.00% | - At June 30, 2025, Public Warrants were valued using market prices (Level 1), while at December 31, 2024, they were valued using a binomial options pricing model (Level 3) due to insufficient trading activity[183] NOTE 9 – SEGMENT INFORMATION The company operates as a single segment, with its CEO as CODM, focusing on managing operating expenses and cash outflows related to its acquisition plans without operating revenue - The Company has identified its Chief Executive Officer as the chief operating decision maker (CODM) and operates as a single segment[192] - As a blank check company, it has not commenced operations or generated operating revenue, with its primary focus on managing operating expenses and cash outflows related to completing a Business Combination[193][194] NOTE 10 – SUBSEQUENT EVENTS No material subsequent events requiring adjustment or additional disclosure were identified up to the financial statement issuance date beyond those already included - No material subsequent events were identified that would require adjustment or disclosure in the financial statements, other than those already disclosed in the Notes to the Consolidated Condensed Financial Statements[199] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's financial condition and operations, detailing trust extensions, redemptions, related party financing, NYSE delisting, and the proposed merger, highlighting liquidity challenges and going concern uncertainty - The Company is a blank check company formed to effect a Business Combination, using proceeds from its IPO and private placement warrants[201] - The Company has incurred significant net losses for the three and six months ended June 30, 2025, primarily due to changes in the fair value of warrant liabilities and increased operating costs[251][253] - As of June 30, 2025, the Company had $20,313 in cash and a working capital deficit of $15,876,265, leading to substantial doubt about its ability to continue as a going concern[256][267] Overview The company is a blank check company incorporated in March 2021, established to execute a business combination using funds from its IPO and private placement warrants - The Company is a blank check company incorporated on March 12, 2021, for the purpose of effecting a Business Combination[201] Trust Extensions The company has repeatedly extended its business combination deadline to September 15, 2025, through stockholder approvals and sponsor deposits, resulting in significant shareholder redemptions - The Company has extended its Business Combination deadline multiple times, with the latest extension pushing the deadline to September 15, 2025[215] - Shareholder redemptions occurred in connection with extension votes, including $94.49 million in February 2023, $79.65 million in August 2023, $50.31 million in February 2024, $19.47 million in November 2024, $2.76 million in May 2025, and $0.23 million in June 2025[204][206][208][210][212][213] - An aggregate of $8,053,225 has been deposited into the Trust Account by the Sponsor to facilitate these extensions[215] Conversion of Class B Shares to Class A Shares All 5,750,000 outstanding Class B common stock shares were converted into Class A on November 13, 2024, retaining their Founder Shares status and transfer restrictions - On November 13, 2024, all 5,750,000 issued and outstanding Class B common stock shares were converted into Class A common stock on a one-for-one basis[216] - These newly issued Class A common stock shares are referred to as Founder Shares and retain restrictions on assignment, transference, and selling[216] Promissory Notes The company holds several unsecured promissory notes from related parties and a convertible note from BH Inc., totaling significant amounts to fund working capital and business combination costs - The Company has unsecured promissory notes from Trident Point 2, LLC, totaling up to $750,000 and $1,350,000, to fund working capital and business combination costs[217][218] - An unsecured convertible promissory note to BH Inc. for up to $1,500,000 will convert into 355,000 shares of UIGC's common stock upon the business combination, or be repaid in cash if the combination fails[220] - Maturity dates for these promissory notes have been amended to the earlier of September 15, 2025, or the consummation of an initial Business Combination[219] NYSE Delisting The company's securities were delisted from the NYSE on March 11, 2024, due to non-compliance with market capitalization requirements and now trade on the OTC Pink market - On March 11, 2024, the Company's securities were delisted from the NYSE due to falling below the $40,000,000 average aggregate global market capitalization standard[221] - Effective March 12, 2024, the Company's securities became available for trading in the over-the-counter (OTC Pink) market[222] Proposed Business Combination The company is pursuing a business combination via a Merger Agreement with Uinta Integrated Infrastructure Inc. and Tar Sands Holdings II, LLC, with an extended termination date and various closing conditions - The Company entered into a Merger Agreement on August 12, 2024, for a business combination with Uinta Integrated Infrastructure Inc. (Holdings) and Tar Sands Holdings II, LLC (TSH Company)[223] - The Merger Agreement's termination date was extended to September 15, 2025, through a Fourth Amendment on July 14, 2025[244][245] - Key conditions to closing include SPAC Stockholder Approval, effectiveness of the Form S-4 registration statement, and Available Closing Date Cash of not less than $44,000,000[234] - On May 7, 2025, the Company entered into an exclusive Crude Oil Supply, Offtake, and Processing Agreement with Shell Trading (US) Company (STUSCO) for its Vernal, Utah facility[247] Results of Operations For the three and six months ended June 30, 2025, the company reported net losses primarily due to significant non-cash changes in warrant liabilities, increased operating expenses, and excise tax | 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 | | :--------------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net (loss) income | $(8,206,798) | $(1,040,084) | $(11,558,133) | $1,252,442 | | Change in fair value of warrant liabilities | $(7,607,000) | $(1,003,200) | $(9,488,000) | $1,045,000 | | Operating costs | $449,001 | $213,679 | $1,484,603 | $485,807 | | Excise tax interest and penalties | $110,045 | — | $398,435 | — | | Interest and income earned on cash and Trust investments | $22,297 | $272,004 | $56,553 | $946,262 | Liquidity and Capital Resources The company reported limited cash and a significant working capital deficit at June 30, 2025, relying on Trust Account funds and related party loans, raising substantial doubt about its going concern ability - At June 30, 2025, the Company had $20,313 in cash and a working capital deficit of $15,876,265[256] | Cash Flow Activity (Six Months Ended June 30) | 2025 | 2024 | | :--------------------------------------- | :----------- | :----------- | | Net Cash Used in Operating Activities | $(1,320,908) | $(433,026) | | Net Cash Provided by Investing Activities | $2,628,085 | $50,005,713 | | Net Cash Used in Financing Activities | $(1,326,802) | $(49,571,750) | - The Company has outstanding related party loans totaling $5,393,225 from the Sponsor, $1,829,710 from a related party, $17,935 from a related party working capital loan, and a $1,500,000 convertible promissory note[264] - Management has determined that these factors raise substantial doubt about the Company's ability to continue as a going concern[267] Off-Balance Sheet Financing Arrangements As of June 30, 2025, the company had no off-balance sheet arrangements, such as unconsolidated entities, financial partnerships, or guaranteed debts - As of June 30, 2025, the Company had no obligations, assets, or liabilities considered off-balance sheet arrangements[268] Contractual Obligations The company's contractual obligations include promissory notes from related parties, a convertible note, a deferred underwriting fee, and potential investment banking advisory fees contingent on acquisition closing - The Company has two promissory notes with a related party for an aggregate of $1,829,710 and a convertible promissory note for $1,500,000[269] - An affiliate of the Sponsor is owed $5,393,225 for costs related to extending the business combination deadline[269] - A deferred underwriting fee of approximately $8.05 million is payable upon the closing of an acquisition[160] - Investment banking advisory fees, contingent on acquisition closing, will be the greater of $4,250,000 or up to 0.65% of the acquisition value if it exceeds $900 million[270] Critical Accounting Estimates Critical accounting estimates involve determining the fair value of derivative liabilities, including warrants and the convertible promissory note's conversion feature, relying on significant valuation assumptions - The determination of the fair value of Warrants and the conversion event feature of the convertible promissory note are critical accounting estimates[271] - These valuations utilize assumptions related to market activity, expected share-price volatility, expected time to consummating a business combination, risk-free interest rate, discount rate, probability of closing on a business combination, and a market adjustment for an implied probability of closing[271] Recent Accounting Standards The company is evaluating the impact of the One Big Beautiful Bill Act and ASU No. 2023-09, with no other material adverse effects anticipated from recent accounting pronouncements - The Company is evaluating the impact of the One Big Beautiful Bill Act (OBBBA), signed into law on July 4, 2025, on its financial statements, though no significant impact is expected[272] - The Company is reviewing ASU No. 2023-09, effective for annual periods beginning after December 15, 2024, which will require enhanced income tax rate reconciliation and disaggregation of income taxes paid disclosures[273] Item 3. Quantitative and Qualitative Disclosures about Market Risk As a smaller reporting company, Integrated Rail and Resources Acquisition Corp. is not required to provide quantitative and qualitative disclosures about market risk - The Company is a smaller reporting company and is not required to provide quantitative and qualitative disclosures about market risk[275] Item 4. Control and Procedures The CEO and CFO concluded disclosure controls were ineffective as of June 30, 2025, due to a material weakness in calculating and paying funds from the Trust Account to redeeming shareholders - As of June 30, 2025, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were not effective[277] - The ineffectiveness is attributed to a material weakness in internal control over financial reporting concerning the calculation of amounts due and payment of funds from the Trust Account to redeeming shareholders[277] - Management plans to remediate the material weakness by enhancing the control process around these calculations and payments[278] - There have been no changes in internal control over financial reporting during the most recently completed fiscal quarter that materially affected, or are reasonably likely to materially affect, internal control over financial reporting[279] PART II—OTHER INFORMATION This section covers legal proceedings, risk factors, equity sales, defaults, mine safety, other information, and exhibits Item 1. Legal Proceedings The company is involved in a lawsuit filed by Tyr Energy Utah Logistics, LLC alleging breach and tortious interference with a non-disclosure agreement, with motions to dismiss and remand pending - On September 6, 2024, Tyr Energy Utah Logistics, LLC filed a lawsuit against the Company, the Sponsor, and affiliates, alleging breach of and tortious interference with a non-disclosure and non-circumvention agreement[281] - The case was removed to federal court, where motions to dismiss for lack of personal jurisdiction, improper service, and failure to state a claim, as well as a motion to remand, are currently pending[282] - A hearing on these motions was held on August 7, 2025, and the parties are awaiting the court's decision[283] Item 1A. Risk Factors There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 - As of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in the Company's Annual Report on Form 10-K filed on March 24, 2025[284] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The company reported no unregistered sales of equity securities or use of proceeds during the period - None[285] Item 3. Defaults Upon Senior Securities The company reported no defaults upon senior securities during the period - None[286] Item 4. Mine Safety Disclosures Mine safety disclosures are not applicable to the company - Not applicable[287] Item 5. Other Information During the six months ended June 30, 2025, no director or officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement - During the six months ended June 30, 2025, no director or officer adopted or terminated a 'Rule 10b5-1 trading arrangement' or 'non-Rule 10b5-1 trading arrangement'[288] Item 6. Exhibits This section lists all exhibits filed as part of, or incorporated by reference into, the Quarterly Report on Form 10-Q, including various amendments to the Certificate of Incorporation, the Offtake Agreement, and certifications - The exhibits include amendments to the Amended & Restated Certificate of Incorporation (3.1-3.8), By-Laws (3.9), Offtake Agreement (10.1), Amended and Restated Lender Note (10.2), and various certifications (31.1, 31.2, 32.1, 32.2)[290] SIGNATURES The report was signed on September 4, 2025, by Mark A. Michel, Chief Executive Officer and Chairman, and Timothy J. Fisher, Chief Financial Officer, President, and Vice Chairman - The report was signed on September 4, 2025, by Mark A. Michel, Chief Executive Officer and Chairman, and Timothy J. Fisher, Chief Financial Officer, President and Vice Chairman[294]