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Venu Holding Corp(VENU) - 2025 Q3 - Quarterly Report

Financial Performance - Total revenues for Q3 2025 were $5,384,754, a slight decrease of 1.2% compared to $5,451,975 in Q3 2024[20] - Net loss for Q3 2025 was $9,292,193, compared to a net loss of $4,527,472 in Q3 2024, reflecting an increase in losses of 105.5%[20] - Operating costs for Q3 2025 totaled $15,356,602, significantly higher than $9,128,236 in Q3 2024, marking a 68.5% increase[20] - The company reported a net loss attributable to common stockholders of $6,464,987 for Q3 2025, compared to $3,932,221 in Q3 2024, an increase of 64.5%[20] - For the nine months ended September 30, 2025, the net loss was $41,028,537 compared to a net loss of $25,612,656 for the same period in 2024, indicating a significant increase in losses[27] - The net loss for the period ending September 30, 2025, was $6,361,487, compared to a net loss of $9,292,193 in the previous period[24] - The company reported a total of 11,240,620 shares issued as warrants during the reporting period[23] - For the three months ended September 30, 2025, the basic and diluted net loss per share of common stock was $(0.15), with a net loss attributable to common stock holders of $(6,303,567) on a weighted average of 41,355,312 shares outstanding[150] - For the nine months ended September 30, 2025, the basic and diluted net loss per share of common stock was $(0.91), with a net loss attributable to common stock holders of $(35,496,219) on a weighted average of 38,957,034 shares outstanding[150] Assets and Liabilities - Total assets reached $314,807,320 as of September 30, 2025, compared to $178,417,515 as of December 31, 2024, indicating a growth of 76.3%[18] - Total liabilities increased to $108,356,430 as of September 30, 2025, up from $47,600,277 as of December 31, 2024, reflecting a rise of 127.6%[18] - As of December 31, 2023, total assets amounted to $121,151,947, with liabilities of $75,173,943, resulting in a total equity of $45,978,004[24] - As of September 30, 2025, total property and equipment net value was $250,191,115, an increase from $137,215,936 as of December 31, 2024[99] - Total liabilities as of December 31, 2024, were $42.46 billion, with long-term liabilities comprising $21.94 billion[94] Cash Flow and Investments - Cash and cash equivalents increased to $58,181,816 as of September 30, 2025, up from $37,969,454 as of December 31, 2024, representing a growth of 53.5%[18] - Net cash used in operating activities was $(5,186,884) for the nine months ended September 30, 2025, compared to $13,336,007 provided in the same period of 2024[27] - Cash flows from investing activities resulted in a net cash outflow of $(75,805,333) for the nine months ended September 30, 2025, compared to $(61,541,682) in 2024[27] - The company raised $101,204,579 from financing activities in the nine months ended September 30, 2025, compared to $63,801,428 in the same period of 2024[27] - The company made a significant investment of $76,428,062 in property and equipment during the nine months ended September 30, 2025[27] Equity and Shareholder Information - The total stockholders' equity increased to $196,325,890 as of September 30, 2025, compared to $130,817,238 as of December 31, 2024, a growth of 50%[18] - The weighted average number of shares of Class B common stock outstanding was 379,990 for Q3 2025, slightly down from 383,656 in Q3 2024[20] - The company issued 2,937,500 shares, raising $32,946,163 through the exercise of warrants[23] - The company issued a total of $18,000,000 in convertible promissory notes with a 12% annual interest rate, maturing three years from issuance, and issued warrants for 900,000 shares at an exercise price of $12.50 per share[124][126] - The Company authorized a Class D common stock of up to 60,000,000 shares, allowing Class B and Class C stockholders to exchange for Class D shares on a 1:1 basis[129] Operational Developments - The company acquired 100% of 13141 BP, LLC on June 26, 2024, which owned the land and buildings used by the company[39] - The Sunset Amphitheater, LLC opened in August 2024, enhancing the company's entertainment offerings[40] - The company plans to develop a new hospitality-focused music venue, Sunset at Broken Arrow, LLC, which broke ground in October 2025[47] - The company is focused on market expansion, particularly in Colorado, Georgia, Oklahoma, and Texas, with plans for additional venues[216] - The company is currently in the construction phase for new venues, with expectations to continue through 2025 and 2026[216] Revenue Streams - Restaurant Operations generated $2,269,005, or 42% of total revenue for the three months ended September 30, 2025, down from 50% in the same period of 2024[190] - Event Operations contributed $1,116,580, or 21% of total revenue for the three months ended September 30, 2025, consistent with the same percentage in 2024[188] - Event center ticket and fees revenue for the nine months ended September 30, 2025, was $5,019,548, an 8% increase from $4,663,228 in 2024[202] - The Ford Amphitheater began generating revenue in Q3 2024, contributing to the company's overall revenue growth strategy[191] Cost Management - General and administrative expenses surged to $25,019,942 for the nine months ended September 30, 2025, compared to $20,351,859 for the same period in 2024, an increase of 23.1%[20] - Total advertising expenses for the three-month period ended September 30, 2025, were approximately $1,269,240, up from $715,380 for the same period in 2024, representing an increase of about 77%[79] - The company is actively seeking cost-saving measures to mitigate the effects of inflation[215] Future Outlook - The company anticipates the opening of Roth's Sea & Steak in late 2025, which is expected to contribute to improved profitability[62] - The company has raised substantial doubt about its ability to continue as a going concern, but management believes that cash on hand and improved profitability will alleviate this concern over the next twelve months[61] - The company does not anticipate operational profits until additional venues are opened and operated[216] - The company expects to amortize long-term licensing liabilities for Sunset at Broken Arrow in summer 2026 and for Sunset at McKinney in Q3/Q4 2026[78]