Financial Performance - Net loss for Q3 2025 was $(45.0) million, a decrease of $46.9 million compared to a net income of $1.9 million in Q3 2024[3] - Return on average assets for Q3 2025 was (4.61)%, compared to 0.21% in Q3 2024, and for the nine months ended September 30, 2025, it was (2.00)% versus 0.42% in 2024[9] - Return on average common equity for Q3 2025 was (78.41)%, down from 2.40% in Q3 2024, and for the nine months ended September 30, 2025, it was (35.83)% compared to 5.87% in 2024[9] - Net (loss) income available to common shareholders for Q3 2025 was $(45,585) thousand, compared to $1,345 thousand in Q3 2024[13] - Net Loss Income available to Common Shareholders was $(45,584,000) for Q3 2025, compared to a profit of $428,000 in Q3 2024[15] Loan and Asset Management - Total loans decreased by $414.0 million, or 15.4%, to $2.3 billion as of September 30, 2025, compared to December 31, 2024[3] - Net loans decreased to $2,194,028 thousand as of September 30, 2025, from $2,658,969 thousand as of December 31, 2024[11] - Loans net of unearned income were $2,279,741,000 as of September 30, 2025, down from $2,410,505,000 in 2024, representing a decline of 5.4%[24] - The loan portfolio's real estate segment accounted for 80.7% of total loans as of September 30, 2025, compared to 79.2% in December 2024[24] Credit Losses and Provisions - The provision for credit losses for Q3 2025 was $47.9 million, significantly higher than $4.9 million in Q3 2024[3] - The allowance for credit losses increased to 3.76% of total loans at September 30, 2025, compared to 1.29% at December 31, 2024[3] - Provision for credit losses increased significantly to $47,933,000 in Q3 2025 from $6,021,000 in Q3 2024, indicating a substantial rise in expected credit losses[15] Noninterest Income and Expenses - Noninterest expense for Q3 2025 totaled $30.2 million, including a $12.9 million goodwill impairment charge[4] - Total noninterest expense increased to $30,175 thousand in Q3 2025, up from $19,706 thousand in Q3 2024[13] - Total Noninterest Income decreased to $1,860,000 in Q3 2025 from $2,500,000 in Q3 2024, reflecting a decline of 25.6%[15] Capital and Equity - As of September 30, 2025, total shareholders' equity was $221,075,000, a decrease from $255,049,000 as of December 31, 2024[33] - Tangible common equity stood at $185,478,000, down from $206,029,000 in the previous year[33] - The tangible common equity to tangible assets ratio was 4.89%, down from 5.21% in the previous year[33] - The Bank's Tier 1 leverage ratio was 6.92% as of September 30, 2025, compared to 7.82% at the end of 2024[39] - The company satisfied the minimum regulatory capital requirements and was classified as well capitalized[38] Asset Quality - Nonaccrual loans increased to $114.3 million at September 30, 2025, up from $108.5 million at December 31, 2024[4] - Non-performing assets to total loans ratio increased to 5.54%, up from 5.27% in the previous quarter[26] - Total other noninterest expense for the three months ended September 30, 2025, was $7,205,000, slightly higher than $7,070,000 in the same period last year[29] - The company reported a total of $126,315,000 in non-performing assets, a slight decrease from $127,120,000 in the previous quarter[26] Interest Income and Margin - Net interest income for Q3 2025 was $22.2 million, slightly down from $22.7 million in Q3 2024[3] - Total interest income for Q3 2025 was $53,500 thousand, a decrease from $57,427 thousand in Q3 2024[13] - The net interest margin for Q3 2025 was 2.34%, down from 2.51% in Q3 2024, reflecting a decrease in profitability from interest-earning assets[17] - The net interest margin decreased to 2.35% for the nine months ended September 30, 2025, compared to 2.52% for the same period in 2024[23]

Financial Performance - Net loss for Q3 2025 was $(45.0) million, a decrease of $46.9 million compared to a net income of $1.9 million in Q3 2024[3] - Net (loss) income available to common shareholders for Q3 2025 was $(45,585) thousand, compared to $1,345 thousand in Q3 2024[13] - Return on average assets for Q3 2025 was (4.61)%, compared to 0.21% in Q3 2024, and for the nine months ended September 30, 2025, it was (2.00)% versus 0.42% in 2024[9] - Return on average common equity for Q3 2025 was (78.41)%, down from 2.40% in Q3 2024, and for the nine months ended September 30, 2025, it was (35.83)% compared to 5.87% in 2024[9] Loan and Asset Management - Total loans decreased by $414.0 million, or 15.4%, to $2.3 billion as of September 30, 2025, compared to December 31, 2024[3] - Net loans decreased to $2,194,028 thousand as of September 30, 2025, from $2,658,969 thousand as of December 31, 2024[11] - The loan portfolio totaled $2,286,173,000 as of September 30, 2025, a decrease from $2,417,351,000 in 2024, representing a decline of 5.4%[24] - Nonaccrual loans increased to $114.3 million at September 30, 2025, up from $108.5 million at December 31, 2024[4] - Total nonaccrual loans amounted to $114,265,000, a decrease from $119,179,000 in the previous quarter, and an increase from $108,529,000 year-over-year[26] Credit Losses and Provisions - The provision for credit losses for Q3 2025 was $47.9 million, significantly up from $4.9 million in Q3 2024[3] - The allowance for credit losses increased to 3.76% of total loans at September 30, 2025, compared to 1.29% at December 31, 2024[3] - Provision for credit losses increased significantly to $47,933,000 in Q3 2025 from $6,021,000 in Q3 2024, indicating a substantial rise in expected credit losses[15] Income and Expenses - Total interest income for Q3 2025 was $53,500 thousand, a decrease from $57,427 thousand in Q3 2024[13] - Net interest income for Q3 2025 was $22.2 million, slightly down from $22.7 million in Q3 2024[3] - Total noninterest expense increased to $30,175 thousand in Q3 2025, up from $19,706 thousand in Q3 2024[13] - Noninterest Expense rose to $30,175,000 in Q3 2025, up from $17,888,000 in Q3 2024, primarily due to a goodwill impairment of $12,900,000[15] - Total Noninterest Income decreased to $1,860,000 in Q3 2025 from $2,500,000 in Q3 2024, reflecting a decline of 25.6%[15] Capital and Equity - The risk-weighted capital ratio improved to 12.34% at September 30, 2025, compared to 11.66% at September 30, 2024[3] - Shareholders' equity increased to $257,744,000, up from $253,575,000, indicating a growth of 1.7%[21] - As of September 30, 2025, total shareholders' equity was $221,075,000, a decrease from $255,049,000 as of December 31, 2024[33] - Tangible common equity stood at $185,478,000, down from $206,029,000 in the previous year[33] Asset and Liability Management - Total assets decreased by $175.4 million to $3.8 billion as of September 30, 2025, compared to December 31, 2024[3] - Total assets were reported at $3,797,336,000, compared to $3,972,728,000 at the end of 2024[33] - Total liabilities increased to $3,656,014,000, up from $3,356,890,000, reflecting a growth of 8.9%[21] Shareholder Returns - Cash dividends declared were $0.01 per common share in Q3 2025, down from $0.08 in Q3 2024, as part of a new business strategy to preserve capital[9] - Book value per common share decreased to $12.25 as of September 30, 2025, from $17.75 as of December 31, 2024, primarily due to a decrease in retained earnings and new share issuance[9] Regulatory Capital Ratios - The Bank's capital conservation buffer was 4.34%, exceeding the minimum requirement of 2.50%[35] - As of September 30, 2025, the Bank maintained a Tier 1 risk-based capital ratio of 11.09%, above the minimum requirement of 8.00%[39] - The total risk-based capital ratio for the Bank was 12.34%, exceeding the minimum requirement of 10.00%[39] - The Common Equity Tier One Capital Ratio for the Bank was 11.09%, well above the minimum of 6.50%[39]

Revenue Growth - Total revenue for Q3 2025 increased 112% to $6.9 million compared to $3.2 million in Q3 2024, driven by the Asset Management Agreement with New APR Energy[5] - Total revenue for the first nine months of 2025 increased 202% to $17.6 million from $5.8 million in the same period last year[12] - The company expects total revenue for 2025 to range between $28 million and $30 million, representing an increase of 285% to 312% from 2024[19] - Total revenues for the three months ended September 30, 2025, were $6,877,283, a significant increase from $3,238,910 in the same period of 2024, representing a growth of 113%[28] - The company reported $5,152,805 in revenues from services and consulting related parties for the three months ended September 30, 2025, with no comparable revenue in the same period of 2024[28] Profitability and Loss - Gross margin for Q3 2025 improved 174% to $2.5 million from $0.9 million in Q3 2024, primarily due to the performance under the AMA[7] - Net loss for Q3 2025 decreased by 26% to $1.04 million compared to a net loss of $1.4 million in Q3 2024, attributed to increased revenues from the AMA[10] - The gross margin for the nine months ended September 30, 2025, was $5,349,017, compared to $799,167 for the same period in 2024, indicating a substantial improvement in profitability[28] - The net loss for the three months ended September 30, 2025, was $1,040,254, a decrease from a net loss of $1,401,663 in the same period of 2024, reflecting a 26% improvement[28] - For the nine months ended September 30, 2025, the net loss was $6,637,948, an improvement from a net loss of $7,358,143 in the same period of 2024, representing a decrease of approximately 9.8%[34] - The basic and diluted net loss per share for the three months ended September 30, 2025, was $(0.06), an improvement from $(0.18) in the same period of 2024[28] Cash and Liquidity - Cash and cash equivalents at September 30, 2025, totaled $33.20 million, up from $6.27 million at December 31, 2024[11] - Cash and cash equivalents increased to $33,201,498 as of September 30, 2025, up from $6,266,296 at December 31, 2024, showing a significant liquidity improvement[30] - The company ended the period with cash of $33,201,498, compared to $646,113 at the end of the same period in 2024, marking an increase of approximately 5,128%[34] Operating Expenses - Operating expenses for Q3 2025 increased 28% to $3.6 million compared to $2.8 million in Q3 2024, largely due to non-cash stock-based compensation[8] - Operating expenses for the nine months ended September 30, 2025, totaled $11,695,308, compared to $8,696,909 for the same period in 2024, reflecting a 34% increase[28] - Depreciation and amortization expenses rose to $1,962,342 from $1,472,965, reflecting an increase of approximately 33.3%[34] - Stock-based compensation increased significantly to $3,103,309 from $281,405, representing an increase of approximately 1,103%[34] Assets and Liabilities - Total assets reached $69,794,280 as of September 30, 2025, compared to $34,958,677 at December 31, 2024, indicating a growth of 100%[30] - The company had total liabilities of $20,292,465 as of September 30, 2025, down from $32,697,346 at December 31, 2024, indicating a reduction of 38%[30] - The company reported a significant increase in contract liabilities, which rose to $6,462,375 from $0, indicating a new liability category[34] Investments and Financing - The company raised over $50 million to capitalize on growth in the data center market and retired all debt[3] - Cash flows from investing activities totaled $7,873,079, significantly higher than $1,555,544 in the previous year, reflecting an increase of approximately 406%[34] - Cash provided by financing activities was $45,840,224, a substantial increase from $5,959,962 in the same period last year, representing an increase of approximately 668%[34] - The company made substantial investments in property and equipment, totaling $7,813,557, compared to $1,547,439 in the previous year, an increase of approximately 405%[34] Future Outlook - The company anticipates potential increases in recurring revenue and improvements in gross margin as part of its future growth strategy[25] - The company has a contract backlog of approximately $25.8 million, with $12.4 million expected to be recognized in the remainder of 2025[18] - Duos Technologies announced the deployment of its sixth Edge Data Center, with nine additional data centers scheduled for Q4 2025[3]

Financial Performance - Revenues for Q3 2025 were $3.1 million, a 60% decrease from $7.8 million in Q3 2024, primarily due to estimated goods returns for EVOMELA[8] - Revenues for Q3 2025 decreased to $3,075,000 from $7,793,000 in Q3 2024, representing a decline of 60.5%[24] - Net loss for Q3 2025 was $10.9 million, compared to $8.4 million in Q3 2024, attributed to the decrease in revenues[11] - Net loss for Q3 2025 increased to $10,883,000 compared to a net loss of $8,395,000 in Q3 2024, an increase of 29.7%[24] - Net loss per share (basic and diluted) for Q3 2025 was $(0.67), compared to $(0.55) in Q3 2024, indicating a worsening loss per share[24] - Total comprehensive loss for the nine months ended September 2025 was $35,512,000, compared to $25,156,000 in the same period of 2024, an increase of 41.1%[24] Expenses - Cost of revenue for Q3 2025 was $2.4 million, a 35% decrease compared to $3.7 million in the same period last year[9] - General and administrative expenses for Q3 2025 were $4.9 million, a 14% decrease from $5.7 million in Q3 2024[10] - Research and development expenses for Q3 2025 were $1.4 million, stable compared to $1.5 million in the same period last year[9] - Research and development expenses for the nine months ended September 2025 were $5,073,000, slightly down from $5,251,000 in the same period of 2024, a decrease of 3.4%[24] - General and administrative expenses for the nine months ended September 2025 increased to $18,709,000 from $16,456,000 in 2024, an increase of 7.6%[24] - Selling and marketing expenses for the nine months ended September 2025 were $13,793,000, up from $13,069,000 in 2024, an increase of 5.5%[24] - Total operating expenses for Q3 2025 were $11,383,000, a reduction from $12,509,000 in Q3 2024, reflecting a decrease of 9.0%[24] Cash and Financing - As of September 30, 2025, cash and cash equivalents were $4.7 million, down from $13.5 million as of December 31, 2024[11] - The company raised approximately $5.7 million from an at-the-market facility during Q3 2025[7] Research and Development - CID-103 is in a Phase 1 dose-escalation study for immune thrombocytopenia (ITP), with dosing at the highest dose of 900 mg ongoing[6] - The company plans to present results of the ongoing Phase 1 study of CID-103 at the ASH 2025 meeting on December 7, 2025[3] Business Strategy - The company is targeting completion of the divestiture of its China business in Q2 2026[6] Shareholder Information - The weighted average number of ordinary shares outstanding increased to 16,049,321 in Q3 2025 from 15,294,393 in Q3 2024, an increase of 4.9%[24]

Financial Performance - Net sales for the three months ended September 30, 2025, were approximately $6.8 million, an increase of $1.5 million or 30% compared to the same period in 2024[149] - Net sales for the nine months ended September 30, 2025, were approximately $17.4 million, an increase of $4.3 million or 33% compared to the same period in 2024[154] - Gross profit for the three months ended September 30, 2025, was approximately $3.0 million, an increase of $0.7 million or 41% compared to the prior year period[151] - Gross profit for the nine months ended September 30, 2025, was approximately $7.6 million, representing a 73% increase from $4.9 million in 2024, with a gross margin of 44% compared to 38% in 2024[156] Revenue Sources - Patient diagnostic service revenue increased by $1.5 million due to a 19% increase in cases processed, totaling 4,258 cases in Q3 2025 compared to 3,584 cases in Q3 2024[149] - Patient diagnostic service revenue increased by $4.2 million, driven by a 25% increase in processed cases, totaling 10,971 cases in 2025 compared to 8,745 cases in 2024[154] Operating Expenses - Operating expenses increased by $0.2 million for the three months ended September 30, 2025, primarily due to increased personnel costs and recruiting expenses[152] - Operating expenses increased by $0.5 million for the nine months ended September 30, 2025, with general and administrative expenses rising by $0.3 million primarily due to personnel costs[157][158] Loss and Deficit - The company incurred an operating loss of $1.7 million for the nine months ended September 30, 2025, with an accumulated deficit of $103.3 million[146] Other Income and Funding - The company recorded approximately $0.9 million of other income due to non-recurring items, including a $0.8 million Employee Retention Credit refund[145] - The company received approximately $1.1 million from Change Healthcare through a Temporary Funding Assistance Program following a cybersecurity breach[139] - The company recorded net other income of $0.9 million for the nine months ended September 30, 2025, compared to a net other expense of $45,000 in 2024[159] Cash Flow and Working Capital - Working capital improved to $1.2 million as of September 30, 2025, an increase of $2.0 million from a negative working capital of $820,000 at the end of 2024[160] - Cash flows provided by operating activities were $0.3 million for the nine months ended September 30, 2025, compared to cash used in operating activities of $0.1 million in 2024[161] - Cash flows used in investing activities were approximately $0.3 million for the nine months ended September 30, 2025, resulting from purchases of property and equipment[162] - Cash flows provided by financing activities totaled $0.8 million for the nine months ended September 30, 2025, including $1.3 million from the exercise of warrants[163] Commitments and Assessments - The company has 31,944 outstanding warrants as of September 30, 2025, with proceeds of approximately $1.3 million received from the exercise of 100,000 warrants during the three months ended September 30, 2025[147] - The company is assessing the impact of the One Big Beautiful Bill Act of 2025 on its business and financial statements[148] - The company had off-balance sheet purchase commitments of approximately $1.9 million as of September 30, 2025, primarily for laboratory reagents[167]

Revenue and Sales Performance - Total revenues decreased by $71, or 6.0%, from $1,179 for the three months ended September 30, 2024 to $1,108 for the three months ended September 30, 2025[131] - Net sales increased by $77, or 4.9%, from $1,573 for the nine months ended September 30, 2024 to $1,650 for the nine months ended September 30, 2025[138] - Net sales for the nine months ended September 30, 2025 were $1,650, an increase of $77, or 4.9%, compared to $1,573 for the same period in 2024[146] - Total revenues for the Corporate segment decreased by $38, or 18.0%, from $211 to $173 for the three months ended September 30, 2025[153] Profitability and Income - Net income attributable to LGL Group common stockholders increased by $700, or 972.2%, from $72 for the three months ended September 30, 2024 to $772 for the three months ended September 30, 2025[130] - Net income for the nine months ended September 30, 2025 was $762, an increase of $468, or 159.2%, from $294 for the same period in 2024[136] - Income from operations before income taxes increased by $71, or 59.2%, from $120 for the three months ended September 30, 2024 to $191 for the three months ended September 30, 2025[146] Expenses and Costs - Total expenses decreased by $53, or 5.1%, from $1,041 for the three months ended September 30, 2024 to $988 for the three months ended September 30, 2025[132] - Engineering, selling and administrative expenses increased by $165, or 8.7%, from $1,895 for the nine months ended September 30, 2024 to $2,060 for the nine months ended September 30, 2025[139] - Engineering, selling, and administrative expenses for the Merchant Investment segment increased by $136, or 62.7%, from $217 to $353 for the nine months ended September 30, 2025[150] - Manufacturing cost of sales decreased by $26, or 3.3%, from $786 to $760 for the nine months ended September 30, 2025[146] Tax and Investment Income - Income tax expense decreased by $722, or 1,504.2%, from $48 for the three months ended September 30, 2024 to an income tax benefit of $674 for the three months ended September 30, 2025[134] - Net investment income decreased by $89, or 16.8%, from $531 for the three months ended September 30, 2024 to $442 for the three months ended September 30, 2025[131] - Net investment income for the three months ended September 30, 2025 decreased by $44, or 13.8%, from $318 to $274 compared to the same period in 2024[148] Cash Flow and Liquidity - Cash provided by operating activities was $425 for the nine months ended September 30, 2025, a decrease of $466 compared to $891 for the same period in 2024[159] - Cash and cash equivalents at the end of the period were $41,571, a slight decrease from $41,585 at the beginning of the period[157] - Current ratio decreased from 47.2 to 39.6 as of September 30, 2025, indicating a tighter liquidity position[159] Order Backlog - As of September 30, 2025, the order backlog was $776, an increase of $440, or 131.0%, from $336 as of December 31, 2024[143] Corporate Segment Performance - Loss from operations before income taxes for the Corporate segment increased by $120, or 32.3%, from $371 to $491 for the nine months ended September 30, 2025[154]

Financial Performance - Total revenue for Q3 2025 was $4.815 million, a 139.5% increase from $2.014 million in Q3 2024[10] - Fitness product revenue reached $4.553 million in Q3 2025, up 181.5% from $1.617 million in Q3 2024[10] - Gross profit for Q3 2025 was $825 thousand, compared to a gross loss of $288 thousand in Q3 2024[10] - Net loss for Q3 2025 was $5.231 million, an improvement from a net loss of $7.141 million in Q3 2024[10] - The net loss for the nine months ended September 30, 2025, was $14,012,000, compared to a net loss of $29,172,000 for the same period in 2024, representing a 52% improvement[17] - The net loss for the three months ended September 30, 2025, was $5.231 million, compared to a net loss of $7.141 million for the same period in 2024, representing a 26.7% improvement[62] Assets and Liabilities - Total current assets increased to $17.372 million as of September 30, 2025, from $8.218 million as of December 31, 2024[8] - Total liabilities rose to $67.981 million as of September 30, 2025, compared to $27.055 million as of December 31, 2024[8] - The company reported a total stockholders' equity of $14.857 million as of September 30, 2025, up from $7.115 million as of December 31, 2024[8] - Digital assets increased to $36.770 million as of September 30, 2025, with no digital assets reported as of December 31, 2024[8] - The company has total outstanding debt of approximately $46.4 million as of the issuance date, with about $12.4 million scheduled to mature over the next twelve months[38] Cash Flow and Investments - Cash used in operating activities for the nine months ended September 30, 2025, was $8,161,000, slightly better than $8,909,000 used in the same period of 2024[17] - The company reported a significant cash outflow of $53,490,000 in investing activities for the nine months ended September 30, 2025, compared to $1,407,000 in 2024, primarily due to the acquisition of digital assets[17] - Financing activities generated $62,248,000 in cash for the nine months ended September 30, 2025, compared to $12,947,000 in 2024, indicating a strong capital influx[17] Stock and Equity - The weighted average common stock outstanding for Q3 2025 was 1,682,660 shares, compared to 4,653 shares in Q3 2024[10] - The company issued 1.5 million shares of Series A preferred stock upon conversion of debt[14] - The company issued common stock upon the exercise of stock options, resulting in $373,000[14] - The company issued 1,250,000 shares of Series LTI Convertible Preferred Stock valued at $2.5 million to executive officers and board members, which vests 100% upon grant date[87] Acquisitions - The Company completed the acquisition of Wattbike Holdings Limited for a total purchase price of approximately $4.0 million on July 1, 2025[30] - The Company completed the acquisition of CLMBR, Inc. for a total purchase price of approximately $16.1 million on February 2, 2024[32] - The company plans to acquire approximately 99.8% stake in Sportstech with an initial investment of $15,000,000 through the issuance of Series D Non-voting Convertible Preferred Stock[24] Research and Development - Research and development expenses decreased to $404 thousand in Q3 2025 from $2.212 million in Q3 2024[10] - Research and development expenses for the three months ended September 30, 2025, were $337,000, down from $1.006 million in the same period of 2024, a decrease of 66.5%[62] Digital Assets - The company recognized a change in fair value of digital assets amounting to $10.605 million for the three months ended September 30, 2025[62] - The company recognized a loss of $10.6 million and $10.5 million related to changes in the fair value of digital assets for the three and nine months ended September 30, 2025, respectively[197] - The company’s digital assets are categorized as Level 1 investments, with a total value of $36,770,000 as of September 30, 2025[195] Compliance and Regulatory Issues - The Company has received two notices from Nasdaq regarding noncompliance with listing requirements, but has since regained compliance with both[40] - The Company is subject to a Mandatory Panel Monitor for compliance with Nasdaq listing rules for one year following the compliance letters received[40] - The Company has been unable to remain in compliance with certain Nasdaq qualifications in the past, raising doubts about its ability to continue as a going concern[41] Debt and Interest - The company incurred interest expense of $4.017 million for the three months ended September 30, 2025, compared to $1.831 million in the same period of 2024, reflecting a 119% increase[62] - The company has limited available liquidity of approximately $0.6 million of unrestricted cash and cash equivalents to fund operations over the next twelve months[38] - The company recorded a gain on extinguishment of $0.3 million from the troubled debt restructuring of promissory notes[90] Miscellaneous - The company operates primarily in the United States, the United Kingdom, and Taiwan, with most long-lived assets held in the United States as of September 30, 2025[46] - The company expects to hold its digital assets as a long-term investment, classifying them as non-current assets as of September 30, 2025[50]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ☐ 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 001-39819 GLOBAL GAS CORPORATION (Exact name of registrant as specified in its charter) Delaware 85-1617911 (State or other jurisdiction of incorporation or ...

Financial Performance - As of September 30, 2025, the Company generated $33,012 in revenue for the nine months, compared to $0 for the same period in 2024[115] - General and administrative expenses increased by 17% to $142,286 for the three months ended September 30, 2025, compared to $121,207 for the same period in 2024[113] - The net loss for the three months ended September 30, 2025, was $161,170, representing a 30% increase from the net loss of $123,954 in the same period of 2024[113] - The Company had $48,307 in cash and cash equivalents and a working capital deficit of $307,470 as of September 30, 2025[121] - Net cash used in operating activities for the nine months ended September 30, 2025, was $63,632, a significant improvement compared to $1,265,884 for the same period in 2024[125][126] - The change in fair value of derivative warrant liabilities for the nine months ended September 30, 2025, was a loss of $8,090, compared to a gain of $357,080 in the same period of 2024[120] - The Company incurred $11,220 in interest expense for the nine months ended September 30, 2025, compared to $0 for the same period in 2024[119] Business Strategy - The Company is targeting both privately- and publicly-funded hydrogen development projects, supported by government incentives in North America and Western Europe[108] - The growth strategy includes placing modular generation and recovery solutions closer to end customers to reduce costs and improve pricing competitiveness[108] - The Company plans to own and operate hydrogen generation plants and sell the resulting industrial gas, requiring relevant licensing on a project-by-project basis[142] Regulatory and Compliance - Compliance with government regulations is necessary for the construction of hydrogen production facilities, including local zoning and permitting requirements[144] - The company is classified as an "emerging growth company" and has elected to take advantage of an extended transition period for complying with new or revised accounting standards[139] Challenges and Intellectual Property - The Company has not yet successfully closed on any project, indicating ongoing challenges in contract negotiations[109] - The company does not currently hold material intellectual property beyond certain logos and domain names[141] Environmental Initiatives - The company intends to deploy carbon recovery systems to significantly reduce or eliminate CO2 emissions during hydrogen production[143]

Revenue Performance - Revenues for Q3 2025 reached $2.0 million, reflecting a 95% sequential increase over Q2 2025, driven by higher equipment purchases and strong BIT™ Solution sales[6] - Net sales for the three months ended September 30, 2025, were $2,011,556, down 20.9% from $2,542,251 in the same period of 2024[27] - SteraMist solution sales increased by 21% year over year for the nine months ended September 30, 2025[6] Profitability and Margins - Gross profit margin remained strong at 61% for Q3 2025, consistent with the same period last year, indicating operational efficiency[6] - Gross profit for the nine months ended September 30, 2025, was $2,860,840, a decrease of 30.0% compared to $4,086,311 in 2024[27] - The company reported a net loss of $450,348 for the three months ended September 30, 2025, compared to a net income of $58,962 in the same period of 2024[27] Expenses and Liabilities - Operating expenses increased to $5,069,409 for the nine months ended September 30, 2025, compared to $5,041,873 in 2024, reflecting a rise of 0.5%[27] - The company incurred interest expenses of $130,339 for the three months ended September 30, 2025, compared to $93,620 in the same period of 2024, representing an increase of 39.2%[27] - Total liabilities increased from $5,594,799 in December 2024 to $5,838,709 in September 2025, an increase of approximately 4.4%[25] Shareholder Equity and Capital - Shareholders' equity decreased significantly from $4,098,939 in December 2024 to $2,206,482 in September 2025, a decline of about 46.1%[25] - As of September 30, 2025, the company had working capital of $2.5 million, with cash used in operations improving by approximately $876,000 compared to the same period in 2024[7] - An equity line of credit allows the company to sell up to $20 million of common stock over a 24-month period, enhancing financial flexibility[8] Market Presence and Future Outlook - International revenue accounted for nearly 36% of Q3 revenue, up from 20% in Q2 2025, highlighting the company's expanding global market presence[6] - The company's sales order backlog grew to $0.9 million at quarter-end and expanded to $1.3 million as of October 31, with approximately $3 million in pending contracts expected to close before year-end[6] - The potential demand for TOMI's product offerings is estimated at approximately $15 million, with $7 million designated as high priority[6] - The company expects to file a universal shelf registration statement allowing it to offer and sell securities up to $50 million, including the $20 million under the equity line of credit[9] Research and Development - Research and development expenses for the nine months ended September 30, 2025, were $139,380, down 25.0% from $185,923 in 2024[27] Installations and Product Development - The company completed major SteraMist® installations, including the first installation of the SteraMist Integration System – Standalone (SIS-SA) in the life sciences sector[6]