Exhibit 99.1 NEWS RELEASE Drilling Tools International Corp. Reports 2025 Second Quarter Results Company maintains full year 2025 outlook HOUSTON — August 13, 2025 — Drilling Tools International Corp., (NASDAQ: DTI) ("DTI" or the "Company"), a global oilfield services company that designs, engineers, manufactures and provides a differentiated, rental-focused offering of tools for use in onshore and offshore horizontal and directional drilling operations, as well as other cutting-edge solutions across the we ...

[Executive Summary & Outlook](index=1&type=section&id=Executive%20Summary%20%26%20Outlook) [Second Quarter 2025 Financial Highlights](index=1&type=section&id=Second%20Quarter%202025%20Financial%20Highlights) Drilling Tools International Corp. (DTI) reported its second quarter 2025 financial results, highlighting consolidated revenue, net loss, and key adjusted performance metrics | Metric | Q2 2025 | | :--- | :--- | | Total Revenue | $39.4 million | | Tool Rental Revenue | $32.8 million | | Product Sales Revenue | $6.7 million | | Net Loss | ($2.4 million) | | Adjusted Net Loss | ($0.7 million) | | Diluted EPS | ($0.07) | | Adjusted Diluted EPS | ($0.02) | | Adjusted EBITDA | $9.3 million | | Adjusted Free Cash Flow | $1.8 million | | Net Debt (as of June 30, 2025) | $55.8 million | [Management Commentary](index=1&type=section&id=Management%20Commentary) Management highlights Q2 2025 performance exceeding forecasts despite market headwinds, driven by diversified geographic growth and ongoing cost-cutting initiatives - Q2 performance was solid despite lower commodity prices and rig count reductions in the US, exceeding internal forecasts and marking the first positive Adjusted Free Cash Flow for a second quarter since going public[4](index=4&type=chunk) - Recent acquisitions have diversified the company's geographic footprint, with the Eastern Hemisphere segment's revenue growing **46% quarter-over-quarter**, now contributing approximately **14% of total revenue**[5](index=5&type=chunk) - Despite market softness, consolidated Revenue and Adjusted EBITDA grew by **5%** and **4% year-over-year**, respectively[5](index=5&type=chunk) - The company is implementing a program to cut expenses by approximately **$6 million** in 2025 to align with customer activity levels and is on track to meet or exceed this goal[6](index=6&type=chunk) [Full Year 2025 Outlook](index=1&type=section&id=Full%20Year%202025%20Outlook) DTI maintains its full-year 2025 guidance, projecting revenue and Adjusted EBITDA ranges amidst anticipated market uncertainty and pricing pressures | Metric | Low Range | High Range | | :--- | :--- | :--- | | Revenue | $145 million | $165 million | | Adjusted EBITDA | $32 million | $42 million | | Adjusted EBITDA Margin | 22% | 25% | | Adjusted Free Cash Flow | $14 million | $19 million | [Financial Statements](index=3&type=section&id=Financial%20Statements) [Consolidated Statements of Comprehensive Income (Loss)](index=3&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income%20%28Loss%29) The company's comprehensive income statements show Q2 2025 revenue growth driven by tool rentals, alongside a net loss due to increased costs and a goodwill impairment charge year-to-date Q2 Performance (Three Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | YoY Change | | :--- | :--- | :--- | :--- | | Total Revenue | $39,421 | $37,533 | +5.0% | | Tool Rental Revenue | $32,756 | $28,328 | +15.6% | | Product Sale Revenue | $6,665 | $9,205 | -27.6% | | Net Income (Loss) | $(2,407) | $365 | N/A | | Diluted EPS | $(0.07) | $0.01 | N/A | YTD Performance (Six Months Ended June 30) | Metric (in thousands) | 2025 | 2024 | YoY Change | | :--- | :--- | :--- | :--- | | Total Revenue | $82,301 | $74,507 | +10.5% | | Goodwill Impairment | $1,901 | $0 | N/A | | Net Income (Loss) | $(4,076) | $3,492 | N/A | | Diluted EPS | $(0.11) | $0.12 | N/A | [Consolidated Balance Sheets](index=5&type=section&id=Consolidated%20Balance%20Sheets) As of June 30, 2025, DTI's balance sheet shows a slight increase in total assets, a significant decrease in cash, and a rise in total liabilities primarily from increased revolving credit | Balance Sheet Item (in thousands) | June 30, 2025 | Dec 31, 2024 | | :--- | :--- | :--- | | Cash | $1,145 | $6,185 | | Total Current Assets | $66,134 | $68,076 | | Total Assets | $230,279 | $222,431 | | Revolving line of credit | $33,140 | $27,142 | | Total Liabilities | $107,757 | $102,472 | | Total Shareholders' Equity | $122,522 | $119,959 | [Consolidated Statements of Cash Flows](index=6&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the first six months of 2025, DTI generated positive operating cash flow, but significant investing activities, including acquisitions and capital expenditures, led to a net decrease in cash Cash Flow Summary (Six Months Ended June 30, in thousands) | Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash from operating activities | $4,626 | $4,393 | | Net cash from investing activities | $(12,141) | $(26,728) | | Net cash from financing activities | $2,448 | $23,495 | | Net change in cash | $(5,040) | $783 | | Cash at end of period | $1,145 | $6,786 | [Non-GAAP Financial Measures and Reconciliations](index=7&type=section&id=Non-GAAP%20Financial%20Measures%20and%20Reconciliations) [Definitions of Non-GAAP Measures](index=7&type=section&id=Definitions%20of%20Non-GAAP%20Measures) The company defines its non-GAAP financial measures, including Adjusted EBITDA, Adjusted Free Cash Flow, Net Debt, and Adjusted Net Income (Loss), which are used to provide supplemental insights into ongoing operational performance - Adjusted EBITDA is defined as net earnings (loss) before interest, taxes, depreciation, and amortization, further adjusted for items like goodwill impairment, stock-based compensation, and transaction costs[22](index=22&type=chunk) - Adjusted Free Cash Flow is defined as Adjusted EBITDA less Gross Capital Expenditures[8](index=8&type=chunk)[24](index=24&type=chunk) - Adjusted Net Income (Loss) excludes items such as goodwill impairment, restructuring charges, and transaction costs to better reflect ongoing performance[26](index=26&type=chunk) [Reconciliation of GAAP to Non-GAAP Measures](index=8&type=section&id=Reconciliation%20of%20GAAP%20to%20Non-GAAP%20Measures) DTI provides detailed reconciliations from GAAP to non-GAAP measures, including Adjusted EBITDA, Adjusted Net Income (Loss), and full-year outlook projections [Reconciliation to Adjusted EBITDA and Adjusted Free Cash Flow](index=8&type=section&id=Reconciliation%20to%20Adjusted%20EBITDA%20and%20Adjusted%20Free%20Cash%20Flow) Q2 2025 saw Adjusted EBITDA increase and Adjusted Free Cash Flow significantly improve, primarily due to reduced capital expenditures, with year-to-date figures also provided Q2 Reconciliation Highlights (in thousands) | Metric | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Net Income (Loss) | $(2,407) | $365 | | Adjusted EBITDA | $9,332 | $8,965 | | Adjusted Free Cash Flow | $1,781 | $(1,119) | [Reconciliation to Adjusted Net Income (Loss)](index=10&type=section&id=Reconciliation%20to%20Adjusted%20Net%20Income%20%28Loss%29) Q2 2025 Adjusted Net Loss was **$0.7 million** or **($0.02) per diluted share**, after accounting for various adjustments, compared to an Adjusted Net Income in the prior year Q2 Adjusted Net Income (Loss) (in thousands, except per share) | Metric | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Net Income (Loss) | $(2,407) | $365 | | Adjusted Net Income (Loss) | $(726) | $2,968 | | Adjusted Diluted EPS | $(0.02) | $0.10 | [Reconciliation of Full Year 2025 Outlook](index=11&type=section&id=Reconciliation%20of%20Full%20Year%202025%20Outlook) The full-year 2025 outlook reconciles the projected Net Loss to the Adjusted EBITDA and Adjusted Free Cash Flow guidance, detailing key adjustments FY 2025 Outlook Reconciliation (in thousands) | Metric | Low Range | High Range | | :--- | :--- | :--- | | Estimated Net Loss | $(8,500) | $(3,000) | | Adjusted EBITDA | $32,000 | $42,000 | | Adjusted Free Cash Flow | $14,000 | $19,000 |

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 UNITED STATES SECURITIES AND EXCHANGE COMMISSION 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 001-42513 AARDVARK THERAPEUTICS, INC. (Exact name of Registrant as specified in its Charter) | Delaware | 82-1606367 | | --- | --- | ...

Part I: Financial Information [Financial Statements](index=4&type=section&id=Item%201%E2%80%94%20Financial%20Statements%3A) This section presents the unaudited condensed consolidated financial statements for Q2 2025 and 2024, showing increased revenue, reduced net loss, and improved cash and equity from financing activities Condensed Consolidated Balance Sheets | Financial Metric | June 30, 2025 (Unaudited) ($) | December 31, 2024 ($) | | :--- | :--- | :--- | | **Assets** | | | | Total Current Assets | $4,035,230 | $1,886,958 | | Total Assets | $10,516,551 | $8,615,560 | | **Liabilities & Equity** | | | | Total Current Liabilities | $3,531,910 | $4,553,536 | | Total Liabilities | $3,664,374 | $4,843,529 | | Total Stockholders' Equity | $6,852,177 | $3,772,031 | Condensed Consolidated Statements of Operations | Metric (Q2) | Three Months Ended June 30, 2025 ($) | Three Months Ended June 30, 2024 ($) | | :--- | :--- | :--- | | Total Revenues | $1,696,907 | $1,141,286 | | Gross Profit | $1,232,727 | $879,014 | | Operating Loss | $(1,083,850) | $(1,654,086) | | Net Loss | $(1,167,396) | $(1,666,950) | | Basic and Diluted Loss per Share | $(0.20) | $(1.00) | Condensed Consolidated Statements of Cash Flows | Cash Flow Activity | Six Months Ended June 30, 2025 ($) | Six Months Ended June 30, 2024 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | $(1,715,324) | $(1,123,533) | | Net cash used in investing activities | $(6,048) | $(1,869) | | Net cash provided in financing activities | $3,493,505 | $1,912,408 | | **Net Increase in Cash** | **$1,837,741** | **$748,951** | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) These notes provide critical context, including a 'Going Concern' warning, disaggregated revenue showing strong EMESA hardware sales, significant customer concentration, and details on financing activities - The company's history of significant losses, negative cash flow from operations, and dependence on obtaining additional financing raises **substantial doubt** about its ability to continue as a going concern[29](index=29&type=chunk)[30](index=30&type=chunk) - In Q2 2025, revenue from the EMESA region (Europe, Middle East, South America) grew significantly to **$969,437** from **$235,987** in Q2 2024, primarily driven by hardware sales[31](index=31&type=chunk) - The company has significant customer concentration, with two customers accounting for **47%** of Q2 2025 revenue and **49%** of current accounts receivable at June 30, 2025[68](index=68&type=chunk) - In January 2025, the company raised approximately **$3.8 million** in gross proceeds through a warrant exercise agreement with an institutional investor[64](index=64&type=chunk) [Management's Discussion and Analysis (MD&A)](index=23&type=section&id=Item%202%E2%80%94Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Management discusses Q2 2025 performance, highlighting a 49% revenue increase driven by hardware sales, narrowed operating loss, and reiterates the 'going concern' risk due to ongoing financing needs - The company's strategic outlook focuses on expanding its role in the **Identity Access Management (IAM)** market, particularly within government, financial services, higher education, and healthcare[82](index=82&type=chunk)[83](index=83&type=chunk) - The company requires approximately **$812,000** per month for operations and expects to need additional financing within the next twelve months unless it can generate sufficient positive cash flow[117](index=117&type=chunk) [Results of Operations](index=26&type=section&id=Results%20of%20Operations) This section details Q2 2025 results, showing a 49% revenue increase driven by hardware sales, and a smaller operating loss due to decreased expenses Revenue (Q2 2025 vs Q2 2024) | Revenue (Q2 2025 vs Q2 2024) | $ Change ($) | % Change | | :--- | :--- | :--- | | Service | $38,427 | 14% | | License | $31,862 | 4% | | Hardware | $485,332 | 581% | | **Total Revenue** | **$555,621** | **49%** | - Selling, general and administrative (SG&A) expenses for Q2 2025 decreased by **13%** to **$1.68M** from **$1.94M** in Q2 2024, due to reductions in administration, sales personnel costs, and professional services fees[95](index=95&type=chunk) Revenue (H1 2025 vs H1 2024) | Revenue (H1 2025 vs H1 2024) | $ Change ($) | % Change | | :--- | :--- | :--- | | Service | $97,904 | 20% | | License | $(819,814) | -30% | | Hardware | $703,487 | 696% | | **Total Revenue** | **$(18,423)** | **-1%** | [Liquidity and Capital Resources](index=32&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity improved due to warrant exercises, but ongoing operational cash burn and insufficient resources necessitate additional financing for the next twelve months - Net cash provided by financing activities was **$3.5M** for the six months ended June 30, 2025, primarily from **$3.8M** in proceeds from the exercise of warrants[109](index=109&type=chunk) - The company has approximately **$3.1 million** of fully reserved inventory purchased for delayed projects in Nigeria and is exploring other markets to sell the product and generate cash[117](index=117&type=chunk) - The company's long-term viability depends on the successful commercialization of its technologies and its ability to obtain adequate financing, as current resources are insufficient to fund operations for the next twelve months[118](index=118&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=34&type=section&id=Item%203%E2%80%94Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk.) As a smaller reporting company, BIO-key is not required to provide disclosures regarding market risk - The company is not required to provide information regarding market risk as it qualifies as a smaller reporting company[119](index=119&type=chunk) [Controls and Procedures](index=34&type=section&id=Item%204%E2%80%94Controls%20and%20Procedures.) Management concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes to internal control over financial reporting during the quarter - The CEO and CFO concluded that as of June 30, 2025, the company's disclosure controls and procedures were effective[120](index=120&type=chunk) - There were no changes in internal control over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, internal controls[121](index=121&type=chunk) Part II: Other Information [Legal Proceedings](index=35&type=section&id=Item%201%E2%80%94Legal%20Proceedings.) As of the report date, the company is not a party to any pending lawsuits - The company is not currently a party to any pending lawsuits[123](index=123&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=35&type=section&id=Item%202%E2%80%94Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) During Q2 2025, the company issued common stock in two transactions to an accredited investor, exchanging shares for $400,000 in promissory notes - On May 30, 2025, the company issued 259,403 shares of common stock in exchange for a **$200,000** promissory note[125](index=125&type=chunk) - On June 9, 2025, the company issued 239,034 shares of common stock in exchange for a **$200,000** promissory note[126](index=126&type=chunk) [Other Items (1A, 3, 4, 5, 6)](index=35&type=section&id=Other%20Items) This section confirms that as a smaller reporting company, Risk Factors are not required, and reports no defaults on senior securities or changes in Rule 10b5-1 trading plans - As a smaller reporting company, BIO-key is not required to provide Risk Factors in its 10-Q[124](index=124&type=chunk) - The company reports no defaults upon senior securities[127](index=127&type=chunk)

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 001-39927 SEASTAR MEDICAL HOLDING CORPORATION (Exact name of Registrant as specified in its Charter) Delaware 85-3681132 (State or ot ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ 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: 1-32001 APTOSE BIOSCIENCES INC. (Exact Name of Registrant as Specified in Its Charter) Canada (State or other jurisdiction of incorporation or ...

PART I - FINANCIAL INFORMATION [ITEM 1. Financial Statements](index=4&type=section&id=ITEM%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements, including balance sheets, statements of operations, comprehensive loss, cash flows, and stockholders' equity, along with detailed notes explaining significant accounting policies, revenue recognition, business combinations, intangible assets, equity, debt, income taxes, leases, concentrations, segment reporting, and subsequent events [Consolidated Balance Sheets (Unaudited)](index=4&type=section&id=Consolidated%20Balance%20Sheets%20(Unaudited)) Consolidated Balance Sheets (Unaudited) (in thousands) | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (in thousands) | | :----------------------------- | :----------------------------- | :----------------------------- | :-------------------- | | Cash and cash equivalents | $6,067 | $2,823 | +$3,244 | | Accounts receivable, net | $1,100 | $2,636 | -$1,536 | | Total Current Assets | $7,867 | $6,362 | +$1,505 | | Total Assets | $17,166 | $16,067 | +$1,099 | | Term note, current | $- | $500 | -$500 | | Accounts payable | $1,559 | $2,971 | -$1,412 | | Total Current Liabilities | $1,937 | $4,239 | -$2,302 | | Total Liabilities | $2,730 | $5,853 | -$3,123 | | Total Stockholders' Equity | $14,436 | $10,214 | +$4,222 | [Consolidated Statements of Operations (Unaudited)](index=6&type=section&id=Consolidated%20Statements%20of%20Operations%20(Unaudited)) Consolidated Statements of Operations (Unaudited) (in thousands) | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | Change (%) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | Change (%) | | :-------------------- | :--------------------------- | :--------------------------- | :--------- | :--------------------------- | :--------------------------- | :--------- | | Net Revenue | $4,520 | $5,352 | -15.5% | $8,975 | $11,111 | -19.3% | | Cost of Revenue | $2,929 | $3,262 | -10.2% | $5,894 | $6,761 | -12.8% | | Gross Profit | $1,591 | $2,090 | -23.9% | $3,081 | $4,350 | -29.2% | | Total Operating Expenses | $1,913 | $2,626 | -27.2% | $3,996 | $5,533 | -27.8% | | Net Loss | $(291) | $(346) | -15.9% | $(862) | $(899) | -4.1% | | Basic/Diluted EPS | $(0.02) | $(0.03) | -33.3% | $(0.07) | $(0.09) | -22.2% | [Consolidated Statements of Comprehensive Loss (Unaudited)](index=7&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Loss%20(Unaudited)) Consolidated Statements of Comprehensive Loss (Unaudited) (in thousands) | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net Loss | $(291) | $(346) | $(862) | $(899) | | Change in fair value of interest rate, Swap | $- | $2 | $(12) | $5 | | Foreign currency translation adjustments | $- | $18 | $- | $(49) | | Total Comprehensive Loss | $(291) | $(326) | $(874) | $(943) | [Consolidated Statements of Cash Flows (Unaudited)](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) Consolidated Statements of Cash Flows (Unaudited) (in thousands) | Metric (in thousands) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------- | :--------------------------- | :--------------------------- | | Net cash provided by operating activities | $306 | $312 | | Net cash used in investing activities | $(332) | $(191) | | Net cash provided by (used in) financing activities | $3,270 | $(313) | | Net increase (decrease) in cash and cash equivalents | $3,244 | $(195) | | Cash and cash equivalents, end of period | $6,067 | $2,900 | - Proceeds from Warrants Exercise contributed **$4,348 thousand** to financing activities in the six months ended June 30, 2025[22](index=22&type=chunk) - Repayment of debt and line of credit amounted to **$875 thousand** in the six months ended June 30, 2025[22](index=22&type=chunk) [Consolidated Statements of Stockholders' Equity (Unaudited)](index=10&type=section&id=Consolidated%20Statements%20of%20Stockholders%27%20Equity%20(Unaudited)) Consolidated Statements of Stockholders' Equity (Unaudited) (in thousands) | Metric (in thousands) | June 30, 2025 | December 31, 2024 | | :-------------------- | :------------ | :---------------- | | Common stock | $13 | $11 | | Additional paid in capital | $101,392 | $96,344 | | Treasury stock | $(434) | $(480) | | Accumulated deficit | $(86,535) | $(85,673) | | Total Stockholders' Equity | $14,436 | $10,214 | - Warrants exercise contributed **$4,348 thousand** to additional paid-in capital[27](index=27&type=chunk) - Convertible note conversion added **$360 thousand** to total equity[27](index=27&type=chunk) - The company repurchased **201,486 shares** for **$153 thousand** during the six months ended June 30, 2025[26](index=26&type=chunk)[27](index=27&type=chunk) [Notes to Consolidated Financial Statements (Unaudited)](index=12&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements%20(Unaudited)) [NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=12&type=section&id=NOTE%201%20%E2%80%93%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) - VerifyMe, Inc. is a logistics company specializing in time and temperature sensitive products and brand protection solutions, operating through Precision Logistics and Authentication segments[31](index=31&type=chunk)[150](index=150&type=chunk) - Precision Logistics, through its subsidiary PeriShip Global, accounts for nearly all of VerifyMe's revenue[31](index=31&type=chunk)[150](index=150&type=chunk) - The Company is evaluating the potential effects of new accounting standards ASU 2023-09 (Income Taxes) and ASU 2024-03 (Expense Disaggregation Disclosures), effective for annual periods beginning **January 1, 2025**, and **December 15, 2026**, respectively[36](index=36&type=chunk)[38](index=38&type=chunk) [NOTE 2 – REVENUE](index=15&type=section&id=NOTE%202%20%E2%80%93%20REVENUE) Revenue (in thousands) | Revenue (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | Change (%) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | Change (%) | | :--------------------- | :--------------------------- | :--------------------------- | :--------- | :--------------------------- | :--------------------------- | :--------- | | Precision Logistics | $4,493 | $5,244 | -14.3% | $8,922 | $10,858 | -17.8% | | Proactive services | $3,829 | $3,945 | -2.9% | $7,523 | $8,170 | -7.9% | | Premium services | $664 | $1,299 | -48.9% | $1,399 | $2,688 | -47.9% | | Authentication | $27 | $108 | -75.0% | $53 | $253 | -79.0% | | Total Revenue | $4,520 | $5,352 | -15.5% | $8,975 | $11,111 | -19.3% | - The decrease in Authentication segment revenue is primarily due to the divestiture of the Trust Codes Global business in **December 2024**[169](index=169&type=chunk)[178](index=178&type=chunk) - Unbilled revenue (contract assets) decreased from **$733 thousand** at January 1, 2025, to **$324 thousand** at June 30, 2025[63](index=63&type=chunk) [NOTE 3 – BUSINESS COMBINATIONS](index=16&type=section&id=NOTE%203%20%E2%80%93%20BUSINESS%20COMBINATIONS) - VerifyMe divested its Trust Codes Global business (Authentication segment) on **December 8, 2024**, for **$1 NZD**, resulting in a **$0.1 million loss**[64](index=64&type=chunk) [NOTE 4 – INTANGIBLE ASSETS AND GOODWILL](index=16&type=section&id=NOTE%204%20%E2%80%93%20INTANGIBLE%20ASSETS%20AND%20GOODWILL) Intangible Assets and Goodwill (in thousands) | Asset Category (in thousands) | June 30, 2025 (Net Carrying Amount) | December 31, 2024 (Net Carrying Amount) | | :---------------------------- | :---------------------------------- | :-------------------------------------- | | Goodwill | $3,988 | $3,988 | | Patents and Trademarks | $839 | $882 | | Customer Relationships | $1,252 | $1,344 | | Developed Technology | $1,470 | $1,732 | | Internally Used Software | $1,411 | $1,211 | | Non-Compete Agreement | $69 | $88 | | Deferred Implementation | $101 | $108 | | Total Intangible Assets, Net | $5,142 | $5,365 | - Amortization expense for intangible assets was **$548 thousand** for the six months ended June 30, 2025[75](index=75&type=chunk) - The Company expects to record **$567 thousand** in amortization expense for the remaining six months of 2025[77](index=77&type=chunk) [NOTE 5 – STOCKHOLDERS' EQUITY](index=18&type=section&id=NOTE%205%20%E2%80%93%20STOCKHOLDERS%27%20EQUITY) - The Company expensed **$96 thousand** for restricted stock awards and **$410 thousand** for restricted stock units for the six months ended June 30, 2025[78](index=78&type=chunk)[79](index=79&type=chunk) - **$350 thousand** of convertible notes were converted into **313,520 shares** of common stock as of January 21, 2025[80](index=80&type=chunk) - The Company repurchased **201,486 shares** for **$153 thousand** under its share repurchase program during the six months ended June 30, 2025[88](index=88&type=chunk)[214](index=214&type=chunk) - As of June 30, 2025, **410,757 shares** were held in treasury, valued at approximately **$434 thousand**[87](index=87&type=chunk) [NOTE 6 – STOCK OPTIONS, RESTRICTED STOCK AND WARRANTS](index=19&type=section&id=NOTE%206%20%E2%80%93%20STOCK%20OPTIONS%2C%20RESTRICTED%20STOCK%20AND%20WARRANTS) Equity Instrument Details | Equity Instrument | June 30, 2025 (Number of Shares/Units) | Weighted-Average Exercise Price / Grant Date Fair Value | Unrecognized Compensation Cost (in thousands) | | :---------------- | :------------------------------------- | :------------------------------------------------------ | :-------------------------------------------- | | Stock Options Outstanding | 140,000 | $3.50 | $0 | | Unvested Restricted Stock Awards | 0 | $- | $0 | | Unvested Time-Based Restricted Stock Units | 224,471 | $1.41 | $259 | | Unvested Performance-Based Restricted Stock Units | 1,321,591 | $1.15 | $513 | | Warrants Outstanding | 1,555,207 | $3.95 | N/A | - On January 13, 2025, the Company entered into a warrant inducement agreement, resulting in **$4.3 million** net proceeds from warrant exercises and the issuance of new warrants to purchase **1,461,896 shares** at **$4.00 per share**[109](index=109&type=chunk)[110](index=110&type=chunk) - The fair value of the new warrants was estimated at **$3,971 thousand** and recorded in additional paid-in capital[110](index=110&type=chunk) - The Company entered into an At-The-Market Sales Agreement (ATM) on **March 6, 2025**, to sell up to **$15.8 million** of common stock, but no shares have been sold through the ATM as of June 30, 2025[113](index=113&type=chunk)[115](index=115&type=chunk) [NOTE 7—DEBT](index=23&type=section&id=NOTE%207%E2%80%94DEBT) - The Term Note balance of **$875 thousand** was paid in full on **January 21, 2025**[119](index=119&type=chunk) - The revolving line of credit (RLOC) had **$0 outstanding** as of June 30, 2025[120](index=120&type=chunk) - The interest rate swap agreement was terminated on **January 21, 2025**, with **$12 thousand** reclassified from accumulated other comprehensive loss[121](index=121&type=chunk) - Convertible debt outstanding was **$750 thousand** as of June 30, 2025, including **$450 thousand** held by related parties[122](index=122&type=chunk) [NOTE 8—INCOME TAXES](index=24&type=section&id=NOTE%208%E2%80%94INCOME%20TAXES) - No taxes payable as of June 30, 2025, or December 31, 2024[123](index=123&type=chunk) - No tax benefit recognized for the six months ended June 30, 2025, due to uncertainty of realizing deferred tax assets, with a valuation allowance in place[124](index=124&type=chunk)[126](index=126&type=chunk) - Utilization of net operating loss (NOL) carryforwards may be limited by Section 382 of the IRC due to potential ownership changes[125](index=125&type=chunk) [NOTE 9– LEASES](index=24&type=section&id=NOTE%209%E2%80%93%20LEASES) Lease Metrics (in thousands) | Lease Metric (in thousands) | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Operating Lease right-of-use asset | $89 | $236 | | Total operating lease liabilities | $94 | $247 | | Cash paid for operating lease liabilities | $39 | $126 | | Weighted-average remaining lease term (years) | 1.8 | 2.3 | | Weighted average discount rate | 7.4% | 6.0% | - Total lease costs for the six months ended June 30, 2025, were **$47 thousand**, compared to **$104 thousand** in the prior year[130](index=130&type=chunk) [NOTE 10– CONCENTRATIONS](index=26&type=section&id=NOTE%2010%E2%80%93%20CONCENTRATIONS) - One customer accounted for **13% of revenues** for the six months ended June 30, 2025[132](index=132&type=chunk) - One vendor accounted for **99% of transportation costs** in the Precision Logistics segment for the three and six months ended June 30, 2025[132](index=132&type=chunk) - Two customers comprised **26% of accounts receivable, net**, as of June 30, 2025[133](index=133&type=chunk) [NOTE 11 – SEGMENT REPORTING](index=26&type=section&id=NOTE%2011%20%E2%80%93%20SEGMENT%20REPORTING) Segment Reporting (in thousands) | Metric (in thousands) | Precision Logistics (6 Months Ended June 30, 2025) | Authentication (6 Months Ended June 30, 2025) | Precision Logistics (6 Months Ended June 30, 2024) | Authentication (6 Months Ended June 30, 2024) | | :-------------------- | :------------------------------------------------- | :-------------------------------------------- | :------------------------------------------------- | :-------------------------------------------- | | Net Revenue | $8,922 | $53 | $10,858 | $253 | | Cost of Revenue | $5,881 | $13 | $6,732 | $29 | | Gross Profit | $3,041 | $40 | $4,126 | $224 | | Total Segment Expenses | $2,474 | $(50) | $2,583 | $935 | | Segment Income | $567 | $90 | $1,543 | $(711) | - Precision Logistics segment offers value-added services for time and temperature sensitive parcel management, utilizing a proprietary IT platform for predictive analytics and real-time visibility[135](index=135&type=chunk)[150](index=150&type=chunk) - Authentication segment specializes in anti-counterfeit and brand protection[136](index=136&type=chunk)[153](index=153&type=chunk) [NOTE 12 – SUBSEQUENT EVENTS](index=29&type=section&id=NOTE%2012%20%E2%80%93%20SUBSEQUENT%20EVENTS) - On **August 8, 2025**, VerifyMe entered a loan agreement with ZenCredit Ventures, LLC, to loan up to **$2 million** at **16% annual interest**[144](index=144&type=chunk) - An initial loan of **$2 million** was disbursed to ZenCredit on **August 11, 2025**[144](index=144&type=chunk) [ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=30&type=section&id=ITEM%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section reviews VerifyMe's business, market opportunities, financial performance, liquidity, and capital resources for the periods ended June 30, 2025 [Overview](index=30&type=section&id=Overview) - VerifyMe operates two segments: Precision Logistics (majority revenue, sensitive parcel management with predictive analytics) and Authentication (anti-counterfeit and brand protection)[150](index=150&type=chunk) - Precision Logistics offers "ProActive Service" (carrier service + proactive logistics) and "Premium Service" (white-glove monitoring, predictive analytics, web portal, service center)[152](index=152&type=chunk) - The PeriTrack® customer dashboard provides real-time data, in-depth shipping activity insights, and tools for perishable goods shippers[151](index=151&type=chunk)[157](index=157&type=chunk) [Opportunities](index=31&type=section&id=Opportunities) - Proprietary "Predictive Analytics" technology, integrating real-time meteorology, traffic, and power grid data, provides a competitive advantage by predicting and mitigating shipping issues[154](index=154&type=chunk) - Significant growth opportunities exist in small and medium-sized agriculture, food and beverage companies, and the pharmaceutical and healthcare industries[154](index=154&type=chunk) - The current economic environment may encourage companies to outsource precision logistics services, benefiting VerifyMe's cost-competitive offerings[155](index=155&type=chunk) [Partnerships](index=31&type=section&id=Partnerships) - Precision Logistics has a direct partnership with a major global carrier, providing data feeds for its proprietary logistics optimization software[156](index=156&type=chunk) - The strategic partner is shifting to offer its own solutions, potentially impacting VerifyMe's "Premium service" but not "Proactive services," where direct customer focus is expected to drive growth[156](index=156&type=chunk) - The Authentication segment has a contract with HP Indigo and a strategic partnership with INX for anti-counterfeit solutions[159](index=159&type=chunk) [Current Economic Environment](index=33&type=section&id=Current%20Economic%20Environment) - Softening demand for high-end perishable items is observed due to reduced discretionary spending[161](index=161&type=chunk) - Cost-cutting measures by major global carriers could benefit outsourced service providers, creating growth opportunities for VerifyMe's Precision Logistics segment, particularly with small and medium-sized businesses[161](index=161&type=chunk) - Changes in U.S. or international trade policy, including tariffs, could further weaken business conditions[161](index=161&type=chunk) [Seasonality](index=33&type=section&id=Seasonality) - Net revenues from the Precision Logistics segment are generally higher in the **fourth quarter** due to increased holiday shipments[162](index=162&type=chunk) [Recent Developments](index=33&type=section&id=Recent%20Developments) - PeriShip Global signed agreements with UPS on **July 29, 2025**, for digital channel program access and API integration, offering promotional rates for time-sensitive and perishable shipments[163](index=163&type=chunk) - On **August 11, 2025**, VerifyMe loaned **$2 million** to ZenCredit Ventures, LLC, under a Master Loan Agreement with a **16% annual interest rate**[164](index=164&type=chunk) - The Company received a Nasdaq deficiency notice on **April 3, 2025**, for failing to meet the **$1 minimum bid price rule**, with a compliance period until **September 30, 2025**[165](index=165&type=chunk) - The Company's Uplist Warrants (VRMEW) expired on **June 23, 2025**, and Nasdaq formalized their suspension[167](index=167&type=chunk) [Results of Operations](index=34&type=section&id=Results%20of%20Operations) [Comparison of the three months ended June 30, 2025, and 2024](index=34&type=section&id=Comparison%20of%20the%20three%20months%20ended%20June%2030%2C%202025%2C%20and%202024) Financial Performance (Q2 2025 vs Q2 2024, in thousands) | Metric (in thousands) | Q2 2025 | Q2 2024 | Change ($) | Change (%) | | :-------------------- | :------ | :------ | :--------- | :--------- | | Total Revenue | $4,520 | $5,352 | $(832) | -15.5% | | Gross Profit | $1,591 | $2,090 | $(499) | -23.9% | | Gross Margin | 35% | 39% | -4% pts | | | Segment Management and Technology Expenses | $920 | $1,517 | $(597) | -39.4% | | General and Administrative Expenses | $716 | $894 | $(178) | -19.9% | | Sales and Marketing Expenses | $272 | $210 | $62 | +29.5% | | Interest Income (Expense), net | $32 | $(42) | $74 | N/A | | Net Loss | $(291) | $(346) | $55 | -15.9% | | Basic/Diluted EPS | $(0.02) | $(0.03) | $0.01 | -33.3% | - Revenue decrease attributed to **$585 thousand** from a discontinued Premium services contract and **$495 thousand** from two discontinued Proactive services customers[169](index=169&type=chunk) - Gross profit decrease is linked to lower Premium services revenue (higher margins) and the divestiture of Trust Codes Global[170](index=170&type=chunk) [Comparison of the six months ended June 30, 2025, and 2024](index=35&type=section&id=Comparison%20of%20the%20six%20months%20ended%20June%2030%2C%202025%2C%20and%202024) Financial Performance (H1 2025 vs H1 2024, in thousands) | Metric (in thousands) | H1 2025 | H1 2024 | Change ($) | Change (%) | | :-------------------- | :------ | :------ | :--------- | :--------- | | Total Revenue | $8,975 | $11,111 | $(2,136) | -19.2% | | Gross Profit | $3,081 | $4,350 | $(1,269) | -29.2% | | Gross Margin | 34% | 39% | -5% pts | | | Segment Management and Technology Expenses | $1,846 | $2,860 | $(1,014) | -35.5% | | General and Administrative Expenses | $1,572 | $2,015 | $(443) | -22.0% | | Sales and Marketing Expenses | $568 | $598 | $(30) | -5.0% | | Interest Income (Expense), net | $54 | $(80) | $134 | N/A | | Net Loss | $(862) | $(899) | $37 | -4.1% | | Basic/Diluted EPS | $(0.07) | $(0.09) | $0.02 | -22.2% | - Revenue decrease attributed to decreased demand in Proactive services, a customer's shift to their own cold chain strategy, and a discontinued Premium services contract[178](index=178&type=chunk) - Gross profit decrease is linked to lower Premium services revenue (higher margins) and the divestiture of Trust Codes Global[179](index=179&type=chunk) [Liquidity and Capital Resources](index=36&type=section&id=Liquidity%20and%20Capital%20Resources) - Net cash provided by operating activities was **$306 thousand** for the six months ended June 30, 2025[186](index=186&type=chunk) - Net cash used in investing activities increased to **$332 thousand**, mainly due to increased capitalized software costs[186](index=186&type=chunk) - Net cash provided by financing activities was **$3,270 thousand**, primarily from **$4.7 million** in gross proceeds from warrant exercises, partially offset by share repurchases and debt repayment[187](index=187&type=chunk)[188](index=188&type=chunk) - The Company believes its cash and cash equivalents will fund operations beyond the next **12 months** and may pursue additional debt or equity for organic growth and acquisitions[195](index=195&type=chunk) [Off-Balance Sheet Arrangements](index=37&type=section&id=Off-Balance%20Sheet%20Arrangements) - The Company has no off-balance sheet arrangements[196](index=196&type=chunk) [Critical Accounting Policies and Estimates](index=37&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) - No critical accounting policies and estimates were discussed in this section[197](index=197&type=chunk) [Recently Adopted Accounting Pronouncements](index=37&type=section&id=Recently%20Adopted%20Accounting%20Pronouncements) - Recently adopted accounting pronouncements are detailed in Note 1 – Summary of Significant Accounting Policies[198](index=198&type=chunk) [ITEM 3. Quantitative and Qualitative Disclosures about Market Risk](index=38&type=section&id=ITEM%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section states that it is "Not Applicable," indicating no material market risk disclosures for the period - The Company has no material quantitative and qualitative disclosures about market risk for the period[199](index=199&type=chunk) [ITEM 4. Controls and Procedures](index=38&type=section&id=ITEM%204.%20Controls%20and%20Procedures) This section details the evaluation of the Company's disclosure controls and procedures and reports on any changes in internal control over financial reporting [Evaluation of Disclosure Controls and Procedures](index=38&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) - The CEO and CFO concluded that disclosure controls and procedures were effective as of **June 30, 2025**[200](index=200&type=chunk) [Changes in Internal Control over Financial Reporting](index=38&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) - No material changes in internal control over financial reporting occurred during the three months ended June 30, 2025[201](index=201&type=chunk) PART II - OTHER INFORMATION [ITEM 1. Legal Proceedings](index=39&type=section&id=ITEM%201.%20Legal%20Proceedings) The Company reported no legal proceedings for the period - There are no legal proceedings to report[204](index=204&type=chunk) [ITEM 1A. Risk Factors](index=39&type=section&id=ITEM%201A.%20Risk%20Factors) The Company disclosed a new risk factor related to its non-compliance with Nasdaq's minimum bid price rule, which could lead to delisting and negatively impact its stock and ability to raise capital - The Company is not in compliance with Nasdaq's Minimum Bid Price Rule (**$1 per share**) as of **April 3, 2025**, risking delisting[206](index=206&type=chunk) - Potential delisting could negatively impact common stock market price and liquidity, reduce capital raising ability, and lead to loss of business partner confidence and institutional investor interest[207](index=207&type=chunk)[208](index=208&type=chunk) [ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=39&type=section&id=ITEM%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports on the issuance of common stock for consulting services under an unregistered exemption and details the Company's share repurchase program activities during the quarter - On **June 30, 2025**, **60,000 common shares** were issued for consulting services under a Section 4(a)(2) exemption[207](index=207&type=chunk) Share Repurchase Program (in thousands) | Period | Total Shares Purchased | Average Price Paid per Share | Total Shares Purchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (in thousands) | | :----- | :--------------------- | :--------------------------- | :------------------------------------------------------------------- | :---------------------------------------------------------------------------------------------------- | | 04/01/2025-04/30/2025 | - | - | - | $483 | | 05/01/2025-05/31/2025 | 89,992 | $0.74 | 89,992 | $417 | | 06/01/2025-06/30/2025 | 111,494 | $0.78 | 111,494 | $330 | | Total | 201,486 | $0.76 | 201,486 | $330 | - The share repurchase program, extended through **December 31, 2025**, allows for repurchases up to **$0.5 million** at prices not exceeding **$1.00 per share**[214](index=214&type=chunk) [ITEM 3. Defaults Upon Senior Securities](index=40&type=section&id=ITEM%203.%20Defaults%20Upon%20Senior%20Securities) The Company reported no defaults upon senior securities for the period - There were no defaults upon senior securities[210](index=210&type=chunk) [ITEM 4. Mine Safety Disclosures](index=40&type=section&id=ITEM%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the Company - This item is not applicable to the Company[211](index=211&type=chunk) [ITEM 5. Other Information](index=40&type=section&id=ITEM%205.%20Other%20Information) No Rule 10b5-1 trading arrangements were adopted or terminated by directors or officers during the three months ended June 30, 2025 - No Rule 10b5-1 trading arrangements were adopted or terminated by directors or officers during Q2 2025[212](index=212&type=chunk) [ITEM 6. Exhibits](index=40&type=section&id=ITEM%206.%20Exhibits) This section lists the exhibits filed with the 10-Q report, including amended bylaws, certifications, and XBRL documents - The exhibits include amended bylaws, CEO/CFO certifications (Sarbanes-Oxley Act), and XBRL instance and taxonomy documents[213](index=213&type=chunk) SIGNATURES - The report was signed by Adam Stedham, CEO and President, and Jennifer Cola, CFO, on **August 13, 2025**[217](index=217&type=chunk)

Exhibit 99.2 B. Riley Financial Shares Preliminary Fourth Quarter and Full Year 2024 Results and Financial Estimates and Business Update for First Half 2025 First Half 2025 Net Income Available to Common Shareholders Expected to be in the Range of $125.0 Million to $145.0 Million, or $4.08 to $4.74 Diluted Net Income per Common Share First Half 2025 Highlights www.brileyfin.com | NASDAQ: RILY 1 ● Executed B. Riley Securities ("BRS") carve out in March 2025, aligning capital and management to serve clients. ...

B. Riley Financial Shares Preliminary Fourth Quarter and Full Year 2024 Results and Financial Estimates and Business Update for First Half 2025 Exhibit 99.2 First Half 2025 Net Income Available to Common Shareholders Expected to be in the Range of $125.0 Million to $145.0 Million, or $4.08 to $4.74 Diluted Net Income per Common Share As of June 30, 2025, Estimated Cash of $268 Million, Total Debt of $1.46 Billion, and Net Debt in the Range of $809 Million to $839 Million; Total Debt Estimated to Have Decrea ...

[Executive Summary and Outlook](index=1&type=section&id=Executive%20Summary%20and%20Outlook) The company projects significant H1 2025 profitability and a substantial reduction in its debt profile [First Half 2025 Outlook](index=1&type=section&id=First%20Half%202025%20Outlook) The company projects H1 2025 net income of $125.0M-$145.0M and a significant debt reduction of approximately $600M H1 2025 Financial Projections | Metric | Estimated Range (H1 2025) | | :--- | :--- | | Net Income to Common Shareholders | $125.0M - $145.0M | | Diluted EPS | $4.08 - $4.74 | | Cash (as of June 30, 2025) | $268M | | Total Debt (as of June 30, 2025) | $1.46B | | Net Debt (as of June 30, 2025) | $809M - $839M | Projected Debt Reduction | Debt Reduction (Sept 30, 2024 to June 30, 2025) | Estimated Decrease | | :--- | :--- | | Total Debt | $600M | | Net Debt | $544M - $574M | [Management Commentary](index=2&type=section&id=Management%20Commentary) Management is focused on rightsizing the balance sheet while investing in core financial services, with regulatory filings expected shortly - Management's strategic focus is on **rightsizing the balance sheet** while continuing to invest in and grow the **core financial services businesses**, supported by cash flows from its Telecom segment[4](index=4&type=chunk) - The company is in the final stages of its complex 2024 audit and will file the 10-K shortly, with plans to file the **Q1 and Q2 2025 10-Qs within 30-45 days** after the 10-K[6](index=6&type=chunk) [Financial and Business Performance](index=1&type=section&id=Financial%20and%20Business%20Performance) The company's performance reflects significant strategic actions in H1 2025 and major write-downs impacting FY 2024 results [First Half 2025 Business Update & Financial Estimates](index=1&type=section&id=First%20Half%202025%20Business%20Update%20%26%20Financial%20Estimates) The company executed key strategic initiatives in H1 2025, including asset sales and debt reduction, projecting revenues of $405.0M-$425.0M - Key operational achievements in H1 2025 include: - Executed B. Riley Securities ("BRS") carve out in March 2025 - Reduced total company debt by an estimated **$600 million** from Sept 30, 2024 to June 30, 2025 - Realized approximately **$187 million in cash proceeds** from the sales of GlassRatner and Atlantic Coast Recycling - Achieved approximately **$126 million of debt reduction** through five bond exchanges[3](index=3&type=chunk) - Expected net income for H1 2025 includes estimated gains of **$53 million** from the sale of Atlantic Coast Recycling, **$66 million** from GlassRatner, and **$55 million** on senior note exchanges[9](index=9&type=chunk) H1 2025 Preliminary Unaudited Estimates | H1 2025 Preliminary Unaudited Estimates | Low Range | High Range | | :--- | :--- | :--- | | Revenue | $405.0M | $425.0M | | Net Income | $125.0M | $145.0M | | Net Income from Continuing Operations | $52.4M | $72.4M | | Operating Adj. EBITDA (Continuing Ops) | $20.0M | $26.0M | | Basic EPS | $4.10 | $4.75 | | Diluted EPS | $4.08 | $4.74 | [Preliminary Full Year 2024 Results](index=1&type=section&id=Preliminary%20Full%20Year%202024%20Results) The company reported a preliminary 2024 net loss of $772.3M, driven by significant write-downs and a decrease in total revenues - The 2024 net loss was primarily caused by write-downs of **$510.0 million** related to the equity investment in Freedom VCM Holdings LLC and a loan receivable from Vintage Capital Management, plus a **$105.4 million** impairment of goodwill and other intangible assets[11](index=11&type=chunk) - Total investments decreased by **67.3%** to **$432.6 million** at year-end 2024 from $1.32 billion at year-end 2023[12](index=12&type=chunk) FY 2024 Preliminary Results | Metric (Full Year Ended Dec 31) | 2024 (Preliminary) | 2023 | | :--- | :--- | :--- | | Total Revenues | $838.6M | $1,465.8M | | Net Loss to Common Shareholders | $(772.3)M | $(108.0)M | | Diluted Loss per Common Share | $(25.46) | $(3.69) | | Operating Adjusted EBITDA | $126.4M | $274.6M | [Preliminary Fourth Quarter 2024 Results](index=3&type=section&id=Preliminary%20Fourth%20Quarter%202024%20Results) The company reported preliminary Q4 2024 net income of $0.9M, a significant turnaround from the prior year's loss, despite a decline in Operating Adjusted EBITDA Q4 2024 Preliminary Results | Metric (Q4 Ended Dec 31) | 2024 (Preliminary) | 2023 | | :--- | :--- | :--- | | Net Income (Loss) to Common Shareholders | $0.9M | $(91.6)M | | Operating Adjusted EBITDA (Continuing Ops) | $21.5M | $59.1M | [Additional Updates](index=4&type=section&id=Additional%20Updates) The company has secured amended financing terms to enhance operational flexibility [Oaktree Capital Management Financing](index=4&type=section&id=Oaktree%20Capital%20Management%20Financing) The company amended its credit agreement with Oaktree to enhance financial flexibility through new and upsized investment baskets - The amended credit agreement with Oaktree provides incremental flexibility through several key provisions[13](index=13&type=chunk) - - A new **$100 million** investment basket for balance sheet transactions - An upsized parent company investment basket, increased from $20 million to **$30 million** - The ability to use up to **$25 million** of cash to repurchase the Company's unsecured notes[16](index=16&type=chunk) [Appendix: Preliminary Financial Statements and Reconciliations](index=7&type=section&id=Appendix%3A%20Preliminary%20Financial%20Statements%20and%20Reconciliations) This appendix provides detailed preliminary financial statements and non-GAAP reconciliations for fiscal year 2024 and H1 2025 estimates [Preliminary Condensed Consolidated Balance Sheets](index=7&type=section&id=Preliminary%20Condensed%20Consolidated%20Balance%20Sheets) The company's balance sheet shows a significant decrease in total assets and liabilities as of year-end 2024, resulting in a total equity deficit Balance Sheet Summary | Balance Sheet Item (in thousands) | Dec 31, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | **Total Assets** | **$1,783,263** | **$6,080,604** | | Cash and cash equivalents | $154,877 | $222,690 | | Securities and other investments owned | $282,325 | $809,049 | | Loans receivable, at fair value | $90,103 | $532,419 | | **Total Liabilities** | **$2,239,279** | **$5,721,038** | | Senior notes payable, net | $1,530,561 | $1,668,021 | | **Total Equity (Deficit)** | **$(456,016)** | **$359,566** | [Preliminary Consolidated Statement of Operations](index=9&type=section&id=Preliminary%20Consolidated%20Statement%20of%20Operations) The company's 2024 operating statement reflects a significant revenue decrease and a widened net loss available to common shareholders Income Statement Summary | Income Statement (Twelve Months Ended Dec 31) | 2024 (in thousands) | 2023 (in thousands) | | :--- | :--- | :--- | | Total Revenues | $838,597 | $1,465,777 | | Operating (Loss) Income | $(475,738) | $96,051 | | Loss from Continuing Operations | $(900,854) | $(160,161) | | Net Loss Available to Common Shareholders | $(772,334) | $(107,967) | | Diluted Loss per Common Share | $(25.46) | $(3.69) | [Non-GAAP Reconciliations](index=11&type=section&id=Non-GAAP%20Reconciliations) This section reconciles GAAP net loss to non-GAAP metrics, showing a 2024 Operating Adjusted EBITDA of $126.4M and projecting $20.0M-$26.0M for H1 2025 FY 2024 Non-GAAP Reconciliation | Reconciliation (Twelve Months Ended Dec 31) | 2024 (in thousands) | 2023 (in thousands) | | :--- | :--- | :--- | | Loss from continuing operations | $(900,854) | $(160,161) | | Adjusted EBITDA | $(542,797) | $123,870 | | Operating Adjusted EBITDA | $126,399 | $274,576 | H1 2025 Estimated Non-GAAP Reconciliation | Estimated Reconciliation (Six Months Ended June 30, 2025) | Low Range (in thousands) | High Range (in thousands) | | :--- | :--- | :--- | | Net income from continuing operations | $52,400 | $72,400 | | Adjusted EBITDA | $5,400 | $40,400 | | Operating Adjusted EBITDA | $20,000 | $26,000 | [Total Investments and Net Debt](index=13&type=section&id=Total%20Investments%20and%20Net%20Debt) The company's total investments and debt levels saw significant changes in 2024, with further debt reduction projected for H1 2025 Historical Investments and Net Debt | Metric (in thousands) | Dec 31, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Total Investments | $432,616 | $1,323,969 | | Total Debt | $1,774,340 | $2,356,364 | | Net Debt | $1,055,659 | $756,496 | Estimated H1 2025 Investments and Net Debt | Estimated Metric (in thousands) | June 30, 2025 (Low) | June 30, 2025 (High) | | :--- | :--- | :--- | | Total Investments | $310,000 | $340,000 | | Total Debt | $1,463,000 | $1,463,000 | | Net Debt | $839,000 | $809,000 |