Digital Asset Strategy - The company has commenced a strategic transition toward a new business model focused on digital asset initiatives, targeting the acquisition of up to $100 million in crypto assets [116]. - The Company has initiated a strategic transition towards digital asset initiatives, targeting the acquisition of up to $100 million in crypto assets to capitalize on the stablecoin industry's growth [146]. - The company plans to target $100 million in investments in crypto tokens linked to the stablecoin industry, indicating a strategic shift towards digital assets [189]. - The company is implementing a multi-token investment strategy to utilize excess capital for alternative investments, including digital assets [189]. - The company is acquiring and holding various tokens, including FLUID, INJ, LINK, AAVE, SYRUP, QNT, and ETHFI, to capture growth in the stablecoin infrastructure sector, exposing it to price volatility [262]. Financial Performance - Revenue for the nine months ended September 30, 2025, was $0, a decrease of 100% or $63,777 compared to the same period in 2024 [167]. - For the three months ended September 30, 2025, revenue was $0, a decrease of 100% or $5,426 compared to the same period in 2024 [176]. - Net loss for the nine months ended September 30, 2025, was $16,056,245, a decrease of $19,882,670 compared to a net income of $3,826,425 in the same period in 2024 [166]. - The company recognized a net loss after non-cash adjustments of $5,559,908 for the nine months ended September 30, 2025, an improvement of $2,083,251 compared to a net loss of $7,643,159 in the same period in 2024 [220]. - The company experienced a change in the fair value of the warrant liability of $20,764,000 for the nine months ended September 30, 2025, compared to the previous year [220]. Capital Structure and Financing - The Company increased its authorized shares from 200 million to 1.2 billion shares, reflecting a significant change in its capital structure [152]. - The Company raised $7 million through a private placement of Series I Convertible Preferred Stock, convertible into 875,000 shares of common stock [154]. - The Series I Preferred Stock has a dividend rate of 7% per annum, compounded quarterly, which increases to 15% per annum upon the occurrence of a Triggering Event [214]. - The Company is required to redeem Series I Preferred Stock in equal quarterly installments starting November 30, 2025, at 107% of the applicable Installment Redemption Price [270]. - The Company may need to raise additional equity or debt capital to meet payment obligations, with no assurance of success [272]. Market and Regulatory Risks - The regulatory environment for digital assets is rapidly evolving, with potential changes in laws that could adversely impact the company's investments in stablecoins [247]. - Regulatory and compliance uncertainty in the U.S. and abroad could limit or delay the company's ability to execute its digital asset strategy [265]. - Proposed stablecoin legislation may alter the classification or trading of certain tokens, potentially affecting the company's investment activities [266]. - The company faces risks related to custody, cybersecurity, and technology, as digital assets are not insured and are subject to theft or loss [248]. Operational Challenges - The company is required to maintain unencumbered cash and cash equivalents equal to at least 120% of the aggregate Stated Value of the Series H-7 Preferred Stock [201]. - The company has incurred recurring losses from operations and management believes existing cash and cash equivalents will not be sufficient to fund operations for at least the next twelve months [190]. - The company reported working capital of $11,922,435 as of September 30, 2025, compared to $17,100,605 as of December 31, 2024, reflecting ongoing operational challenges [186]. - The Company is focusing on re-engineering the Vanish product to recognize revenue upon successful commercialization [157]. - The company is implementing remediation plans to address material weaknesses in internal controls, engaging external consultants for support [238]. Research and Development - Research and development expenses are expected to increase as the Company invests in optimizing the Vanish design and reducing manufacturing costs [161]. - Research and development expense was $1,001,237 for the nine months ended September 30, 2025, a decrease of 28% or $396,523 compared to the same period in 2024 [169]. - Research and development expense for the three months ended September 30, 2025, was $343,556, an increase of 2,225% or $328,780 compared to the same period in 2024 [178].
AYRO(AYRO) - 2025 Q3 - Quarterly Report