Table of Contents ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41529 SPRING VALLEY ACQUISITION CORP. II UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) (Exact name of registrant as specified in its charter) Cayman Islands 98- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 _____________________________________________________________ FORM 10-Q _____________________________________________________________ (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 Global Water Resources, Inc. (Exact Name of Registrant as Specified in its Charter) ______________________________________________________________ | Delaware | 90 ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________ Form 10-Q ______________________ (Mark one) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from BANK OF THE JAMES FINANCIAL GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) _____ ...

Exhibit 99.1 KIMBALL ELECTRONICS REPORTS Q4 RESULTS WITH SOLID FINISH TO THE FISCAL YEAR; COMPANY PROVIDES GUIDANCE FOR FISCAL 2026 JASPER, Ind., August 13, 2025 -- (BUSINESS WIRE) -- Kimball Electronics, Inc. (Nasdaq: KE) today announced financial results for the fourth quarter and fiscal year ended June 30, 2025. "I'm encouraged by the results for the fourth quarter and solid finish to the fiscal year. Q4 came in better than expected, as sales increased sequentially, margins improved, and working capital ...

PART I. FINANCIAL INFORMATION [Financial Statements](index=4&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) The company reported a net loss of $1.76 million for the quarter ended June 30, 2025, an improvement from a $2.57 million loss in the prior-year period, primarily due to lower operating expenses, with total assets decreasing to $5.3 million from $7.4 million and net cash used in operating activities approximately $1.7 million, while also highlighting a 1-for-8 reverse stock split and substantial doubt about its ability to continue as a going concern [Condensed Consolidated Balance Sheets](index=4&type=section&id=CONDENSED%20CONSOLIDATED%20BALANCE%20SHEETS) As of June 30, 2025, total assets were $5.31 million, a decrease from $7.36 million on March 31, 2025, primarily driven by a reduction in cash and cash equivalents from $5.50 million to $3.77 million, while total liabilities decreased to $1.88 million from $2.24 million and total stockholders' equity fell from $5.12 million to $3.42 million over the same period Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | June 30, 2025 ($) | March 31, 2025 ($) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $3,765,154 | $5,501,261 | | Total current assets | $4,050,858 | $5,949,800 | | Total assets | $5,306,002 | $7,359,534 | | **Liabilities & Equity** | | | | Total current liabilities | $1,627,437 | $1,899,286 | | Total liabilities | $1,882,489 | $2,236,004 | | Total stockholders' equity | $3,423,513 | $5,123,530 | | Total liabilities and stockholders' equity | $5,306,002 | $7,359,534 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENTS%20OF%20OPERATIONS) For the three months ended June 30, 2025, the company reported a net loss of $1.76 million, or ($0.85) per share, a reduction from the net loss of $2.57 million, or ($2.76) per share, in the same period of 2024, driven by a significant decrease in total operating expenses to $1.79 million from $2.62 million year-over-year Statement of Operations Summary (Unaudited) | Metric | Three Months Ended June 30, 2025 ($) | Three Months Ended June 30, 2024 ($) | | :--- | :--- | :--- | | Total operating expenses | $1,792,390 | $2,620,858 | | Operating Loss | ($1,792,390) | ($2,620,858) | | Net Loss | ($1,761,858) | ($2,571,440) | | Basic and diluted net loss per share | ($0.85) | ($2.76) | | Weighted average shares outstanding | 2,076,416 | 932,248 | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=CONDENSED%20CONSOLIDATED%20STATEMENTS%20OF%20CASH%20FLOWS) For the three months ended June 30, 2025, net cash used in operating activities was $1.71 million, comparable to the $1.75 million used in the prior-year period, with minimal net cash used in financing activities at $5,357, a stark contrast to the $5.38 million provided by financing activities in the same quarter of 2024, resulting in a total cash position decrease of $1.74 million Cash Flow Summary (Unaudited) | Activity | Three Months Ended June 30, 2025 ($) | Three Months Ended June 30, 2024 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | ($1,714,937) | ($1,747,537) | | Net cash (used in) provided by financing activities | ($5,357) | $5,379,229 | | Net (decrease) increase in cash | ($1,735,790) | $3,630,402 | | Cash, cash equivalents and restricted cash at end of period | $3,863,284 | $9,159,885 | [Notes to Condensed Consolidated Financial Statements](index=8&type=section&id=NOTES%20TO%20CONDENSED%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) The notes detail the company's focus on the Hemopurifier® for cancer and viral infections, with an ongoing Phase 1 oncology trial in Australia, a 1-for-8 reverse stock split in June 2025, and crucially, substantial doubt about the company's ability to continue as a going concern due to insufficient cash to fund operations for the next twelve months - The company is focused on developing the Hemopurifier® for cancer and life-threatening viral infections, with the FDA granting it **"Breakthrough Device" designation** for two indications[18](index=18&type=chunk)[23](index=23&type=chunk) - A Phase 1 oncology trial is underway in Australia, with **three participants treated** in the first cohort showing no safety concerns, and enrollment for the second cohort is open, while a planned trial in India was canceled to conserve resources[19](index=19&type=chunk)[20](index=20&type=chunk)[21](index=21&type=chunk) - A **1-for-8 reverse stock split** was effected on June 9, 2025, with all share and per-share amounts retroactively adjusted[29](index=29&type=chunk)[43](index=43&type=chunk) - Management has concluded there is **substantial doubt** about the Company's ability to continue as a going concern, as existing cash is not sufficient to fund operations for at least twelve months[32](index=32&type=chunk) Research and Development Expenses | Period | R&D Expense ($) | | :--- | :--- | | Three months ended June 30, 2025 | $524,368 | | Three months ended June 30, 2024 | $414,658 | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=18&type=section&id=ITEM%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management discusses the company's focus on the Hemopurifier® and the progress of its Phase 1 oncology trial in Australia, noting the strategic decision to cancel a similar trial in India to conserve capital, leading to a 31.6% decrease in operating expenses and a reduced net loss of $1.76 million, but highlighting major liquidity concerns with only $3.8 million in cash, raising substantial doubt about its ability to continue as a going concern [Overview](index=18&type=section&id=Overview) The company is a medical therapeutic firm developing the Hemopurifier®, a clinical-stage device for cancer and viral infections, with primary focus on a Phase 1 oncology trial in Australia, which is now enrolling for its second cohort after the initial cohort showed a favorable safety profile, while also conducting pre-clinical research for new applications - The company's primary clinical development priority is the ongoing Phase 1 oncology trial in Australia for the Hemopurifier®[77](index=77&type=chunk)[78](index=78&type=chunk)[79](index=79&type=chunk) - A strategic decision was made to discontinue efforts for a clinical trial in India to conserve resources and focus on the Australian trial[79](index=79&type=chunk) - Pre-clinical research continues to explore new applications, including a study on removing platelet-derived extracellular vesicles, which showed **>98% removal** from human plasma in a simulated session[82](index=82&type=chunk) [Results of Operations](index=20&type=section&id=RESULTS%20OF%20OPERATIONS) For the quarter ended June 30, 2025, operating expenses decreased by $828,468 (31.6%) to $1.79 million compared to the prior-year period, mainly due to a $673,802 reduction in payroll and related expenses, a $138,050 decrease in professional fees, and a $16,616 drop in general and administrative costs, consequently improving the net loss to $1.76 million from $2.57 million year-over-year Operating Expenses Comparison (Q2 2025 vs Q2 2024) | Expense Category | Q2 2025 ($) | Q2 2024 ($) | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Payroll and related | $581,000 | $1,254,802 | ($673,802) | (53.7%) | | Professional fees | $476,032 | $614,082 | ($138,050) | (22.5%) | | General and administrative | $735,358 | $751,974 | ($16,616) | (2.2%) | | **Total Operating Expenses** | **$1,792,390** | **$2,620,858** | **($828,468)** | **(31.6%)** | - The decrease in payroll expenses was primarily due to the absence of a **$320,604 severance accrual** from the prior year and lower compensation costs from reduced headcount[88](index=88&type=chunk) - Net loss decreased to **$1.76 million** from **$2.57 million** in the prior-year quarter[92](index=92&type=chunk) [Liquidity and Capital Resources](index=21&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) As of June 30, 2025, the company had a cash balance of $3.77 million and working capital of $2.42 million, but management explicitly states this cash is not sufficient to fund operations for the next twelve months, creating substantial doubt about its ability to continue as a going concern and requiring significant additional financing to sustain operations and clinical trials - The company does not expect its existing cash of **$3.77 million** (as of June 30, 2025) to be sufficient to fund operations for at least the next twelve months[93](index=93&type=chunk) - The company must obtain **significant additional financing** to sustain working capital and fund planned clinical trials[94](index=94&type=chunk) Cash Flow Summary (in thousands) | Activity | For the three months ended June 30, 2025 ($ in thousands) | For the three months ended June 30, 2024 ($ in thousands) | | :--- | :--- | :--- | | Operating activities | $(1,715) | $(1,748) | | Investing activities | – | – | | Financing activities | (5) | 5,379 | [Quantitative and Qualitative Disclosures About Market Risk](index=23&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) The company is not required to provide this information as it qualifies as a smaller reporting company - As a smaller reporting company, Aethlon Medical is not required to provide the information for this item[106](index=106&type=chunk) [Controls and Procedures](index=23&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of the end of the quarter, with no material changes in internal control over financial reporting during the quarter - The CEO and CFO concluded that the company's disclosure controls and procedures were **effective** as of June 30, 2025[109](index=109&type=chunk) - No material changes to internal control over financial reporting occurred during the quarter[110](index=110&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=24&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The company reports that it is not currently a party to any pending or threatened legal proceedings - The company is not presently a party to any pending or threatened legal proceedings[112](index=112&type=chunk) [Risk Factors](index=24&type=section&id=ITEM%201A.%20RISK%20FACTORS) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K, with key risks including a history of significant losses, the need for additional financing, reliance on third-party suppliers, potential for technology obsolescence, extensive regulation, and risks related to maintaining its Nasdaq listing - There have been no material changes to the risk factors previously disclosed in the Annual Report for the fiscal year ended March 31, 2025[114](index=114&type=chunk) - Principal risks include: history of significant losses, need for additional financing, reliance on third-party suppliers, potential technology obsolescence, regulatory hurdles, and maintaining Nasdaq listing compliance[113](index=113&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=25&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company did not issue or sell any unregistered securities during the three-month period ended June 30, 2025 - No unregistered securities were issued or sold during the three months ended June 30, 2025[115](index=115&type=chunk) [Other Information](index=25&type=section&id=ITEM%205.%20OTHER%20INFORMATION) During the quarter ended June 30, 2025, none of the company's directors or officers entered into, modified, or terminated a Rule 10b5-1 trading arrangement - No directors or officers entered into, modified, or terminated a Rule 10b5-1 trading arrangement during the quarter[118](index=118&type=chunk) [Exhibits](index=26&type=section&id=ITEM%206.%20EXHIBITS) This section lists the exhibits filed as part of the quarterly report, including corporate governance documents, forms of securities, and officer certifications

[Q2 2025 Earnings Release and Corporate Update](index=1&type=section&id=Q2%202025%20Earnings%20Release%20and%20Corporate%20Update) This report details STRATA's Q2 2025 financial performance, strategic growth initiatives, and key operational highlights [Executive Summary and Business Highlights](index=1&type=section&id=Executive%20Summary%20and%20Business%20Highlights) STRATA expands its XTRAC laser market with new reimbursement codes, achieving operational gains and near cash flow breakeven - The company's growth strategy focuses on expanding into new indications for its XTRAC Excimer laser, leveraging revised reimbursement codes that could more than **triple** the available patient population[3](index=3&type=chunk)[4](index=4&type=chunk) - STRATA is strengthening its intellectual property around the combined use of its excimer laser with JAK inhibitors, an emerging treatment paradigm[4](index=4&type=chunk) - In Q2, the company placed **19 new XTRAC devices**, the highest number in six quarters, while removing 21 from underperforming accounts[4](index=4&type=chunk) - Average gross billings per device increased by **2.7%** over the comparable prior-year period to **$5,512**[4](index=4&type=chunk) - The company ended the quarter with **$6.0 million** in cash and was nearly at operating cash flow breakeven after adjusting for a **$1.3 million** tax payment and approximately **$340 thousand** in legal expenses[4](index=4&type=chunk) [Financial Performance](index=2&type=section&id=Financial%20Performance) Q2 2025 revenue decreased 9% to $7.7 million, resulting in a $2.5 million net loss and negative adjusted EBITDA [Q2 2025 Financial Results](index=2&type=section&id=Q2%202025%20Financial%20Results) Q2 2025 revenue declined 9% to $7.7 million, with gross profit at $4.3 million and a net loss of $2.5 million Q2 2025 Key Financial Metrics (vs. Q2 2024) | Metric | Q2 2025 (Millions USD) | Q2 2024 (Millions USD) | YoY Change | | :--- | :--- | :--- | :--- | | Total Revenue | $7.7M | $8.4M | -9% | | Global Recurring Revenue | $5.1M | - | -4% | | Equipment Revenue | $2.5M | - | -18% | | Gross Profit | $4.3M | $5.0M | -14% | | Gross Margin | 56% | ~59% | -3 p.p. | | Operating Expenses | $6.5M | $5.5M | +18% | | Net Loss | ($2.5M) | ($0.1M) | -2400% | | EPS (basic & diluted) | ($0.60) | ($0.03) | -1900% | | Cash and Equivalents | $6.0M | - | - | - The significantly lower net loss in Q2 2024 was partially due to the benefit of **$864 thousand** in funds from the Coronavirus Aid, Relief, and Economic Security ("Cares") act[6](index=6&type=chunk) [Non-GAAP Financial Measures & Reconciliations](index=3&type=section&id=Non-GAAP%20Financial%20Measures%20%26%20Reconciliations) Q2 2025 Non-GAAP Adjusted EBITDA was a loss of $0.76 million, reversing prior-year positive, with XTRAC billings reconciled to GAAP revenue Reconciliation of Net Loss to Non-GAAP Adjusted EBITDA (in thousands) | Metric | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Net loss | $(2,489) | $(99) | | Non-GAAP EBITDA | $(890) | $1,713 | | **Non-GAAP adjusted EBITDA** | **$(762)** | **$1,012** | Reconciliation of XTRAC Gross Billings to GAAP Revenue (in thousands) | Metric | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Gross domestic recurring billings | $4,652 | $4,735 | | **GAAP domestic revenue** | **$4,417** | **$4,715** | [Consolidated Financial Statements](index=5&type=section&id=Consolidated%20Financial%20Statements) Consolidated statements as of June 30, 2025, show total assets of $30.7 million, liabilities of $30.4 million, and equity of $0.3 million [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of June 30, 2025, total assets were $30.7 million, with cash at $6.0 million and stockholders' equity significantly reduced to $0.3 million Key Balance Sheet Items (in thousands) | Account | June 30, 2025 | Dec 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | $5,966 | $7,261 | | Total assets | $30,722 | $36,157 | | Total liabilities | $30,414 | $31,185 | | Total stockholders' equity | $308 | $4,972 | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q2 2025 revenues were $7.7 million, with a gross profit of $4.3 million, leading to a net loss of $2.5 million Statement of Operations Summary - Three Months Ended June 30 (in thousands) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Revenues, net | $7,663 | $8,435 | | Gross profit | $4,306 | $4,977 | | Total operating expenses | $6,530 | $5,463 | | Loss from operations | $(2,224) | $(486) | | **Net loss** | **$(2,489)** | **$(99)** | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operating activities for the six months ended June 30, 2025, increased to $2.5 million, with cash ending at $6.0 million Cash Flow Summary - Six Months Ended June 30 (in thousands) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(2,491) | $(213) | | Net cash used in investing activities | $(138) | $(1,070) | | Net cash provided by financing activities | $0 | $(18) | | **Net decrease in cash** | **$(2,629)** | **$(1,301)** | | **Cash at end of period** | **$5,966** | **$6,817** | [Corporate Information](index=2&type=section&id=Corporate%20Information) This section outlines STRATA's business model, partnership program, earnings call details, and forward-looking statement disclaimers - STRATA is a medical technology company focused on dermatologic conditions, offering products like XTRAC® and VTRAC® through a unique fee-per-treatment partnership program rather than direct equipment sales[15](index=15&type=chunk)[16](index=16&type=chunk) - An earnings conference call was scheduled for 4:30 p.m. ET on August 13, 2025, to discuss the financial results and corporate developments[8](index=8&type=chunk) - The press release contains a "Safe Harbor" statement, cautioning that forward-looking statements are subject to significant uncertainties and risks and are not guarantees of future performance[17](index=17&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 000-32929 PERASO INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of (I.R.S. Employer Incorpora ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-42583 Sizzle Acquisition Corp. II (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other juri ...

[Part I – Financial Information](index=5&type=section&id=Part%20I%20%E2%80%93%20Financial%20Information) [Financial Statements (unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) For the six months ended June 30, 2025, The Oncology Institute, Inc. reported total operating revenue of $224.2 million, a 16% increase year-over-year, driven primarily by a 33% growth in dispensary revenue, while recording a net loss of $36.6 million, slightly higher than the $35.4 million loss in the prior-year period, with cash and cash equivalents decreasing to $30.3 million from $49.7 million at year-end 2024, and net cash used in operating activities improving significantly to $15.2 million from $31.5 million [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of June 30, 2025, total assets decreased to $159.8 million from $172.7 million at December 31, 2024, primarily due to a $19.4 million reduction in cash and cash equivalents, while total liabilities remained relatively stable at $168.8 million, shifting the company's financial position from a total stockholders' equity of $3.6 million to a total stockholders' deficit of $9.0 million Condensed Consolidated Balance Sheet Summary | Financial Item | June 30, 2025 ($ in thousands) | December 31, 2024 ($ in thousands) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | 30,292 | 49,669 | | Total current assets | 104,792 | 112,435 | | Total assets | 159,798 | 172,717 | | **Liabilities** | | | | Total current liabilities | 64,778 | 52,231 | | Long-term debt, net | 75,023 | 93,131 | | Total liabilities | 168,783 | 169,128 | | **Stockholders' Equity (Deficit)** | | | | Total stockholders' equity (deficit) | (8,985) | 3,589 | [Condensed Consolidated Statements of Operations](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For the three months ended June 30, 2025, total operating revenue increased by 21.5% to $119.8 million year-over-year, driven by a 40.8% surge in dispensary revenue, with loss from operations improving to $11.2 million from $16.4 million in Q2 2024, though the net loss widened to $17.0 million from $15.5 million due to a $4.0 million unfavorable change in the fair value of conversion option derivative liabilities, resulting in a six-month revenue growth of 16% to $224.2 million and a net loss of $36.6 million Condensed Consolidated Statements of Operations Summary | Metric ($ 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 | | :--- | :--- | :--- | :--- | :--- | | **Total operating revenue** | **119,802** | **98,578** | **224,208** | **193,244** | | Patient services revenue | 55,891 | 52,461 | 108,959 | 104,914 | | Dispensary revenue | 62,573 | 44,440 | 111,866 | 84,119 | | Loss from operations | (11,211) | (16,364) | (21,122) | (34,336) | | **Net loss** | **(17,009)** | **(15,479)** | **(36,594)** | **(35,368)** | | Net loss per share, basic & diluted | (0.15) | (0.17) | (0.35) | (0.39) | [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended June 30, 2025, net cash used in operating activities significantly improved to $15.2 million from $31.5 million in the prior-year period, despite a similar net loss, driven by changes in working capital and non-cash adjustments, while net cash used in investing activities was $1.4 million, a sharp contrast to the $37.6 million provided in the prior year, and financing activities used $2.8 million, primarily for a $20 million debt repayment partially offset by $15.4 million in private placement proceeds, leading to an overall $19.4 million decrease in cash and cash equivalents Condensed Consolidated Statements of Cash Flows Summary | Cash Flow Activity ($ in thousands) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | (15,190) | (31,543) | | Net cash (used in) provided by investing activities | (1,410) | 37,564 | | Net cash used in financing activities | (2,777) | (3,085) | | **Net (decrease) increase in cash** | **(19,377)** | **2,936** | | Cash at beginning of period | 49,669 | 33,488 | | **Cash at end of period** | **30,292** | **36,424** | [Notes to Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's business operations, significant accounting policies, and financial activities, including a Research Services Agreement with Helios to operate the Clinical Trials segment, a February 2025 debt amendment involving a $20 million prepayment and covenant removal, and a March 2025 private placement raising $16.5 million in gross proceeds, with the company concluding it has sufficient liquidity to operate as a going concern for at least one year, and providing breakdowns of revenue, debt, share-based compensation, and segment performance, showing strong growth in the Dispensary segment - On March 31, 2025, the Company entered into a Research Services Agreement with Helios CR, Inc., under which the Clinical Trials segment will be operated by Helios in a profit-sharing arrangement, which resulted in a **$2.4 million loss** from the write-off of the segment's net assets[23](index=23&type=chunk) - The company evaluated its financial condition and concluded it has **sufficient liquidity to fund operations for at least one year** from the issuance date of the financial statements, supported by a debt amendment, a private placement, and cost reduction initiatives[29](index=29&type=chunk)[30](index=30&type=chunk)[31](index=31&type=chunk) - In February 2025, the company amended its Facility Agreement, making a **$20 million partial debt prepayment** and removing a covenant that required maintaining a **$40 million cash balance**[102](index=102&type=chunk)[103](index=103&type=chunk) - In March 2025, the company completed a private placement (PIPE) resulting in **gross proceeds of approximately $16.5 million** and an associated exchange of **$4.1 million in debt for equity and warrants**[139](index=139&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=40&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the 21.5% year-over-year revenue growth in Q2 2025 to a 40.8% increase in dispensary revenue and a 6.5% rise in patient services revenue, with dispensary growth driven by a 102.8% increase in prescription fills, while successfully reducing SG&A expenses by 3.5% in Q2 2025 through cost discipline and operational efficiency initiatives, including planned AI pilots for automation, leading to significant Adjusted EBITDA improvement with a loss of $4.1 million in Q2 2025 compared to a loss of $8.7 million in Q2 2024, and believing it has sufficient liquidity for the next year, supported by a recent private placement, debt restructuring, and improved cash flow from operations [Results of Operations](index=42&type=section&id=Results%20of%20Operations) For Q2 2025, total operating revenue increased 21.5% to $119.8 million from $98.6 million in Q2 2024, driven by a 40.8% increase in Dispensary revenue and a 6.5% increase in Patient Services revenue, with operating expenses as a percentage of revenue decreasing from 116.6% to 109.4%, leading to an improved operating loss of $11.2 million versus $16.4 million in the prior-year quarter, aided by a 3.5% reduction in SG&A expenses due to cost discipline Operating Revenue by Category | Revenue Category ($ in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Patient services | 55,891 | 52,461 | 3,430 | 6.5% | | Dispensary | 62,573 | 44,440 | 18,133 | 40.8% | | Clinical trials & other | 1,338 | 1,677 | (339) | (20.2)% | | **Total operating revenue** | **119,802** | **98,578** | **21,224** | **21.5%** | - The increase in dispensary revenue was primarily due to a **102.8% increase** in the number of prescription fills, offset by a **30.6% decrease** in average revenue per fill[206](index=206&type=chunk) - Selling, general and administrative (SG&A) expenses **decreased by 3.5%** in Q2 2025 compared to Q2 2024, reflecting cost discipline and operational efficiency, with the company planning to launch AI pilots for prior-authorization and denial automation to further improve efficiency[211](index=211&type=chunk) [Key Business Metrics](index=45&type=section&id=Key%20Business%20Metrics) Management uses key metrics including the number of clinics, lives under value-based contracts, and Adjusted EBITDA to evaluate performance, with the company operating 80 clinics and managing 1.9 million lives under value-based contracts as of Q2 2025, and Adjusted EBITDA, a non-GAAP measure, showing significant improvement with a loss of $4.1 million for the three months ended June 30, 2025, compared to a loss of $8.7 million in the same period of 2024, driven by higher revenue and lower operating expenses Key Performance Indicators | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Clinics | 80 | 87 | | Lives under value-based contracts | 1.9 million | 2.0 million | | Adjusted EBITDA ($ in thousands) | (4,089) | (8,709) | Adjusted EBITDA Reconciliation | Reconciliation to Adjusted EBITDA ($ in thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Net loss | (17,009) | (15,479) | | Depreciation and amortization | 1,805 | 1,518 | | Interest expense, net | 1,870 | 2,119 | | Share-based compensation | 752 | 3,387 | | Changes in fair value of liabilities | 4,040 | (3,120) | | Other adjustments | 4,513 | 2,274 | | **Adjusted EBITDA** | **(4,089)** | **(8,709)** | [Liquidity and Capital Resources](index=47&type=section&id=Liquidity%20and%20Capital%20Resources) The company asserts it has sufficient liquidity to fund operations for at least one year, supported by its cash balance of $30.3 million as of June 30, 2025, a March 2025 private placement that raised $16.5 million, and a February 2025 debt amendment that removed a restrictive cash covenant, with cash flow from operations improving by $16.4 million for the first six months of 2025 compared to the prior year due to better working capital management, and material future cash requirements including debt service of $94.1 million and operating lease payments of $32.7 million - The company concluded it has **sufficient liquidity for at least one year**, citing its cash balance, a recent private placement raising **~$16.5M**, a debt amendment removing a **$40M cash covenant**, and improved operational cash flow[223](index=223&type=chunk)[224](index=224&type=chunk)[225](index=225&type=chunk) - Net cash used in operating activities **improved by $16.4 million** for the six months ended June 30, 2025, compared to the same period in 2024, primarily due to better working capital management and non-cash adjustments[229](index=229&type=chunk)[233](index=233&type=chunk) Material Cash Requirements | Material Cash Requirements (Total) | Amount ($ in thousands) | | :--- | :--- | | Convertible note (principal & interest) | 94,105 | | Operating leases | 32,738 | | Deferred acquisition and contingent consideration | 143 | | Other (finance leases, D&O insurance) | 407 | | **Total** | **127,393** | [Quantitative and Qualitative Disclosures About Market Risk](index=52&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risks are interest rate risk, inflation risk, and impairment risk, with interest rate risk considered minimal due to the short-term nature of its cash holdings, while inflation poses a risk by potentially increasing the costs of drugs, labor, and other business expenses faster than forecasted, and impairment risk relates to the potential for writing down goodwill or intangible assets if economic conditions worsen, interest rates rise, or reporting units underperform - The company identifies its main market risks as **interest rate risk, inflation risk, and impairment risk**[257](index=257&type=chunk) - **Inflation is a key concern** as it can increase costs for drugs, labor, and administration, potentially causing the company to use cash faster than planned[259](index=259&type=chunk) - There is a **risk of goodwill or intangible asset impairment** if reporting units underperform, the economy enters a recession, or interest rates continue to rise[260](index=260&type=chunk) [Controls and Procedures](index=52&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and concluded they were effective as of June 30, 2025, with no material changes to the company's internal control over financial reporting during the quarter, while acknowledging the inherent limitations of any control system, noting it can provide only reasonable, not absolute, assurance of achieving its objectives - Based on an evaluation as of June 30, 2025, the Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were **effective**[261](index=261&type=chunk) - **No changes occurred** during the quarter ended June 30, 2025, that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[262](index=262&type=chunk) [Part II – Other Information](index=54&type=section&id=Part%20II%20%E2%80%93%20Other%20Information) [Legal Proceedings](index=54&type=section&id=Item%201.%20Legal%20Proceedings) The company is **not currently involved in any legal proceedings that would have a material adverse effect** on its business, financial condition, or results of operations[266](index=266&type=chunk) [Risk Factors](index=54&type=section&id=Item%201A.%20Risk%20Factors) **No material changes** have been made to the risk factors described in the Annual Report on Form 10-K for the year ended December 31, 2024[267](index=267&type=chunk) [Other Information](index=54&type=section&id=Item%205.%20Other%20Information) During the quarter, a director by deputization, M33 Growth I L.P., adopted a Rule 10b5-1 trading plan for the sale of up to 3 million shares of common stock, and subsequent to the quarter end, on August 13, 2025, the company entered into At-the-Market (ATM) Sales Agreements to sell, at its option, up to $15 million of its common stock - On June 12, 2025, director M33 Growth I L.P. adopted a **Rule 10b5-1 trading plan for the sale of up to 3,000,000 shares of common stock** through May 18, 2026[271](index=271&type=chunk) - On August 13, 2025, the company established an At-the-Market (ATM) offering program, allowing it to **sell up to $15 million in common stock** through agents BTIG, LLC and B. Riley Securities, Inc[272](index=272&type=chunk) [Exhibits](index=55&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including certifications from the Principal Executive Officer and Principal Financial Officer, and interactive data files (XBRL), also referencing previously filed documents such as the merger agreement, corporate bylaws, and various warrant and debt agreements

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________. Commission File Number: 000-30141 LIVEPERSON, INC. (Exact name of registrant as specified in its charter) Delaware 13-3861628 (State ...