Financial Performance - For the three months ended September 30, 2025, the Gross Booking Value (GBV) was approximately $6.23 million, a 1.8% increase from $6.12 million in the same period of 2024[275]. - Booking Days for the three months ended September 30, 2025, totaled approximately 179,898, compared to 146,832 during the same period in 2024, representing a 22.5% increase[273]. - Net revenue for the three months ended September 30, 2025, was $2,287,110, compared to $2,246,897 in 2024, reflecting a 1.8% increase[292]. - For the six months ended September 30, 2025, the Gross Booking Value was approximately $12.70 million, up from $12.35 million in 2024, a 2.8% increase[275]. - Total net revenue for the three months ended September 30, 2025, was $2.29 million, a 2% increase from $2.25 million in the same period of 2024[294]. Expenses and Losses - The total costs and expenses for the three months ended September 30, 2025, were $4,267,226, up from $3,819,148 in 2024, indicating an increase of 11.7%[292]. - The loss from operations for the three months ended September 30, 2025, was $(1,980,116), compared to $(1,572,251) in 2024, representing a 25.9% increase in losses[292]. - General and administrative expenses increased to $2,151,287 for the three months ended September 30, 2025, compared to $1,656,036 in 2024, an increase of 29.9%[292]. - The net loss for the six months ended September 30, 2025, was $(4,999,462), compared to $(5,883,554) in 2024, indicating a reduction in losses of 15%[292]. - The company reported a net loss of $5.00 million for the six months ended September 30, 2025, compared to a net loss of $5.88 million in the same period of 2024[327]. Profitability Metrics - Gross profit for the three months ended September 30, 2025, was $1.09 million, an increase from $1.03 million in the same period of 2024, resulting in a gross margin of 48% compared to 46%[313]. - Contribution profit for the three months ended September 30, 2025, was $1.20 million, slightly down from $1.21 million in the same period of 2024, with a contribution margin of 52%[316]. - For the six months ended September 30, 2025, gross profit increased to $2.09 million from $1.76 million in 2024, driven by operational efficiencies and reduced costs[317]. - The company achieved a contribution profit of $2.34 million for the six months ended September 30, 2025, compared to $1.67 million in the same period of 2024[317]. - Adjusted EBITDA loss improved to $1.26 million for the three months ended September 30, 2025, from a loss of $1.47 million in the same period of 2024, reflecting cost reduction initiatives[322]. Cash Flow and Funding - As of September 30, 2025, the company's cash and cash equivalents totaled $0.17 million, indicating a critically deficient cash position[328]. - The Company expects to incur net losses and significant cash outflows from operating activities for at least the next 12 months, requiring additional funding to meet obligations[334]. - As of September 30, 2025, net cash used in operating activities was $0.53 million, a decrease of $1.96 million compared to $2.50 million for the same period in 2024[351]. - The Company raised $5 million in December 2023 through the issuance of 16,667 shares to its largest shareholder[340]. - The Company reported a net cash generated from financing activities of $0.37 million for the six months ended September 30, 2025, compared to $1.26 million for the same period in 2024[353]. Liabilities and Legal Matters - Total lease liabilities as of September 30, 2025, amounted to $3,449,914, with operating lease payments totaling $981,297 and finance lease payments totaling $2,468,617[355]. - The Company has claims filed by customers and third parties not acknowledged as liabilities amounting to $4,563,129 as of September 30, 2025[358]. - The Company has received various orders from tax authorities relating to disputes totaling $9,469,331, with management believing no significant outflow is expected[358]. - Gregory Moran, a former employee, claims $100,000 for termination without cause and additional payments totaling approximately $268,000, including severance and vacation pay[359]. - The Indian tax authority is examining the company's tax returns from 2016 to 2023, with a potential penalty of $125,442 under review[360]. Financial Instruments and Valuation - The Company issued an Unsecured Convertible Note in December 2023 with a principal amount of $8,434,605[341]. - The Company entered into Securities Purchase Agreements for Bridge notes totaling $608,225 with net proceeds of $525,000 after deductions in June and July 2025[346][347]. - Convertible Notes were issued with interest rates between 6-12% per annum, allowing holders to convert into equity shares, and accounted for as share settled debt[363]. - The company classified warrants issued in November and December 2024 as equity after fixing variability in the number of exercisable warrants[367]. - Fair value measurements prioritize inputs based on market activity, with Level 1 inputs being the most reliable[371].
Innovative International Acquisition (IOAC) - 2025 Q3 - Quarterly Report