Bitcoin Holdings and Acquisitions - In August 2025, the company raised approximately $21.3 million in net proceeds and purchased 164 Bitcoins, using most of the proceeds for this acquisition[174]. - As of September 30, 2025, Bitcoin represents 100% of the company's treasury holdings, with a total of approximately 225 Bitcoins held by regulated third-party custodians[175][182]. - The company has implemented a formal strategy for acquiring and monetizing Bitcoin holdings, with no specific target for the amount of Bitcoin to hold[175]. - The company maintains theft and fraud insurance covering Bitcoin holdings, with coverage limits of $3 million per occurrence[184]. - The company acquired a Mississippi property for approximately $3.9 million on September 16, 2025, which includes business assets excluding Bitcoin miners[201]. - The company purchased approximately 2,330 Bitcoin miners for an aggregate price of approximately $362,000 on September 16, 2025[202]. - The number of Bitcoins held increased from 150.2 at the beginning of the year to 304.5 by September 30, 2025, reflecting a significant increase in holdings[197]. - The company raised gross proceeds of $24.2 million from equity financing transactions during the nine months ended September 30, 2025, compared to $2.3 million in 2024[248]. - The company purchased $18.7 million in Bitcoin as part of the August 2025 equity raise[246]. Bitcoin Mining Operations - The company's Bitcoin mining operations are conducted through a wholly owned subsidiary, US Digital, which was formed in 2021[176]. - The total projected hashrate at the Oklahoma site increased from 301 PH to 478 PH as of September 30, 2025, with 4,320 installed mining machines[203]. - The company mined 17.6 Bitcoins during the three months ended September 30, 2025, compared to 18.5 Bitcoins for the same period in 2024[195]. - Bitcoin mining revenue for the three months ended September 30, 2025, was driven by 17.6 Bitcoin mined at an average price of approximately $114 thousand, compared to 18.5 Bitcoin at approximately $61 thousand in the same period of 2024[208]. - The average revenue per Bitcoin mined during the three months ended September 30, 2025, was $114,228, compared to $60,944 for the same period in 2024, representing an increase of 87.5%[195]. - Bitcoin mining costs rose by $0.5 million to $1.2 million for the three months ended September 30, 2025, with mining costs as a percentage of digital mining revenue decreasing to 58.6% from 64.8%[210]. - Compensation from curtailment and energy sales was $0.2 million for the three months ended September 30, 2025, compared to nil in the same period of 2024[212]. Financial Performance - The company reported a net loss of $3.7 million for the three months ended September 30, 2025, compared to a net loss of $4.4 million for the same period in 2024, indicating an improvement in financial performance[206]. - Total revenues for the three months ended September 30, 2025, increased by $0.9 million to $2.2 million from $1.3 million for the same period in 2024[207]. - Operating expenses increased by $0.4 million to $5.7 million for the three months ended September 30, 2025, primarily due to fair market adjustments on mined digital assets, which resulted in a gain of $1.0 million[209]. - Net loss for the three months ended September 30, 2025, was $3.7 million, an improvement from a net loss of $4.4 million in the same period of 2024[221]. - Total revenues for the nine months ended September 30, 2025, decreased by $2.5 million to $6.5 million from $9.0 million in the same period of 2024[225]. - Net loss attributable to common shareholders for the nine months ended September 30, 2025, was $9.4 million, compared to $9.7 million in the same period of 2024[241]. - The company reported a net loss of $9.1 million for the nine months ended September 30, 2025, compared to a net loss of $8.2 million in 2024[261]. - The company has a total debt of $7.8 million as of September 30, 2025, compared to $6.8 million at the end of 2024[258]. - The company reported a Core EBITDA loss of $1.65 million for the nine months ended September 30, 2025, compared to a Core EBITDA profit of $0.3 million in 2024[261]. Market and Operational Context - The company's operations are heavily dependent on the price of Bitcoin, which has historically experienced substantial volatility[188]. - The next Bitcoin halving event is anticipated to occur around April 2028, which historically has been associated with significant price movements[189][190]. - As of September 30, 2025, there were approximately 19,930,000 Bitcoins in circulation, with a market capitalization of $2.27 trillion[180]. - The cost of mining one Bitcoin, including miner-related depreciation, was approximately $165,432 for the three months ended September 30, 2025, compared to $144,019 for the same period in 2024[199]. - Net cash used in operations was $8.8 million for the nine months ended September 30, 2025, compared to $8.7 million for the same period in 2024[245]. - Net cash used in investing activities was $16.4 million for the nine months ended September 30, 2025, compared to net cash provided of $4.2 million in 2024[246]. - Net cash provided by financing activities was $22.1 million for the nine months ended September 30, 2025, up from $8.0 million in 2024[247]. - The exercise price of certain warrants was reduced from $2.41 to $1.10, increasing the number of shares issuable upon exercise to 20,931,827[251].

Financial Position - Total assets increased by $25.7 million, or 2.4%, to $1.11 billion at September 30, 2025, driven by new loan originations [113] - Total liabilities increased by $27.5 million, or 3.1%, to $918.2 million at September 30, 2025, primarily due to a $23.6 million increase in deposits [118] - Total equity decreased by $1.8 million, or 1.0%, to $191.9 million at September 30, 2025, mainly due to the repurchase of 198,310 shares of common stock [121] - Cash and cash equivalents increased by $526,000, or 0.9%, to $58.3 million at September 30, 2025 [114] - Securities held-to-maturity decreased by $3.6 million, or 2.5%, to $138.2 million at September 30, 2025 [114] - The investment portfolio consisted entirely of securities held-to-maturity, with a total amortized cost of $138.2 million as of September 30, 2025 [138] - The weighted average yield of the investment securities portfolio was 1.75% as of September 30, 2025 [139] - The liquidity ratio, defined as liquid assets as a percentage of total deposits, was 6.7% as of September 30, 2025, within the target range of 4% to 30% [175] Loan Performance - Loans receivable, net, increased by $29.2 million, or 3.7%, to $826.4 million at September 30, 2025, with residential mortgage loans growing by $12.5 million and commercial loans by $16.0 million [115] - Total loans increased to $829,504,000 as of September 30, 2025, up from $800,239,000 as of June 30, 2025, representing a growth of 3.16% [124] - Residential mortgage loans accounted for 53.03% of total loans, amounting to $439,851,000, while commercial loans made up 45.31% at $375,867,000 [124] - Multi-family loans represented 27.11% of total loans, amounting to $224,867,000, showing stability in this segment [124] - The total commercial loans increased to $375,867,000, up from $359,856,000, reflecting a growth of 2.8% [124] - The total amount of loans due in one year or less was $16,715,000, while loans due after five years totaled $198,565,000 [126] - The company reported a total of $2,481,000 in loans that were 30-59 days past due as of September 30, 2025 [131] - Non-performing assets were reported as zero as of September 30, 2025, indicating no loans in default or modifications due to financial difficulties [131] Income and Expenses - Net income decreased by $674,000, or 49.3%, to $693,000 for the three months ended September 30, 2025, compared to $1.4 million for the same period in 2024 [147] - Interest income increased by $468,000, or 4.1%, to $11.9 million for the three months ended September 30, 2025, driven by a $50.6 million increase in the average balance of interest-earning assets [148] - Interest expense rose by $467,000, or 12.1%, to $4.3 million for the three months ended September 30, 2025, due to a $55.1 million increase in the average balance of interest-bearing liabilities [149] - Net interest income remained unchanged at $7.6 million for the three months ended September 30, 2025, with a net interest rate spread decrease of 14 basis points to 2.56% [151] - Noninterest income decreased by $236,000, or 29.5%, to $565,000 in Q3 2025, primarily due to a drop in service charges and fees [160] - Noninterest expense increased by $275,000, or 4.0%, to $7,094,000 in Q3 2025, driven mainly by an 18.9% rise in salaries and employee benefits [161] Credit Quality - The allowance for credit losses was $5,533,000 as of September 30, 2025, compared to $5,362,000 as of June 30, 2025, indicating a slight increase in provisions [124] - The allowance for credit losses as a percentage of total loans was 0.67% at September 30, 2025, compared to 0.66% at the same date in 2024 [158] - The provision for credit losses was $171,000 in Q3 2025, compared to a recovery of $154,000 in Q3 2024, reflecting loan growth during the period [158] - The company maintained a strong focus on credit quality, with a detailed monitoring process for delinquent loans [128] Regulatory and Capital Position - The bank had outstanding borrowings of $35.0 million as of September 30, 2025, up from $30.0 million as of June 30, 2025 [182] - Somerset Regal Bank exceeded all regulatory capital requirements and is considered "well capitalized" under regulatory guidelines as of September 30, 2025 [183] Strategic Focus - The company plans to focus on increasing its share of commercial loan originations in its primary market area [122] - The company originated $43.7 million of loans and purchased $9.3 million in mortgage-backed securities during the three months ended September 30, 2025 [180] Internal Controls - A material weakness in internal controls was identified, leading to the implementation of a new reconciliation control to improve financial reporting accuracy [188] Interest Rate Sensitivity - As of September 30, 2025, a 200 basis point increase in interest rates would result in a 17.40% decrease in the estimated economic value of equity (EVE) [171] - The estimated net interest income (NII) would decrease by 4.97% in the event of a 200 basis point increase in market interest rates [173]

Revenue Performance - Revenues for the three months ended September 30, 2025, were $303,284, an increase from $200,720 in the same period of 2024, driven by sales of PrecisePRP™ products[146] - Sales of Spryng® products accounted for $186,902, while PrecisePRP™ products contributed $116,382 to total revenues for the three months ended September 30, 2025[146] - Total revenues for the six months ended September 30, 2025, were $600,784, up from $324,470 in the same period of 2024, driven by sales of PrecisePRP™ products[155] Cost and Expenses - Cost of sales increased to $83,226 for the three months ended September 30, 2025, compared to $21,162 in the same period of 2024, primarily due to the introduction of PrecisePRP™ products[147] - Operating expenses decreased to $2,285,425 for the three months ended September 30, 2025, from $2,352,598 in the same period of 2024, attributed to lower general and administrative and research and development expenses[148] - General and administrative ("G&A") expenses decreased to $1,236,730 for Q3 2025 from $1,267,117 in Q3 2024, reflecting cost-cutting initiatives[149] - Sales and marketing expenses increased to $787,262 in Q3 2025 from $620,307 in Q3 2024, driven by support for the launch of Spryng® and PrecisePRP™ products[150] - Research and development ("R&D") expenses decreased to $261,433 in Q3 2025 from $465,174 in Q3 2024, primarily due to reduced clinical studies[151] - Operating expenses decreased to $4,316,468 for the six months ended September 30, 2025, from $4,507,787 in 2024, mainly due to lower G&A and sales and marketing expenses[157] Net Loss - The net loss for the three months ended September 30, 2025, was $3,007,809, compared to a net loss of $2,175,493 for the same period in 2024[145] - Net loss for Q3 2025 was $3,007,809 or ($0.11) per share, compared to a net loss of $2,175,493 or ($0.11) per share in Q3 2024[154] Cash Flow and Assets - The company reported a net cash used in operating activities of $3,828,209 for the six months ended September 30, 2025, primarily due to the net loss and a decrease in accounts payable[166] - As of September 30, 2025, current assets were $2,109,723, with cash and cash equivalents at $767,914, while current liabilities were $1,052,694[164] Product Development and Market Presence - The company has a pipeline of therapeutic devices for both veterinary and human clinical applications, with plans to expand through acquisitions or in-licensing of proprietary products[142] - The company has entered into an Exclusive License and Supply Agreement with VetStem, allowing it to sell PrecisePRP™ products, enhancing its product offerings in the veterinary market[133] - Spryng® has been administered to over 2,000 horses and dogs since its introduction, demonstrating its market acceptance and effectiveness[140] - The company operates from an ISO 7 certified clean room manufacturing facility and plans to open a second facility to minimize supply risks and expand production capacity[141]

Clinical Development - GTB-3550 showed interim clinical trial results with reduced CD33+ bone marrow blast levels by 33.3%, 61.7%, 63.6%, and 50% across different patient doses[131]. - GTB-3650, a next-generation TriKE®, is anticipated to enhance efficacy in treating relapsed/refractory AML and high-risk MDS, with an IND application filed in December 2023 and cleared by the FDA in June 2024[140]. - GTB-5550 targets B7-H3 on advanced solid tumors, with preclinical studies demonstrating NK-cell targeted activity against various cancers, and an IND application expected by late December 2025 or January 2026[142]. - GTB-7550 is in development for lupus and other autoimmune disorders, effectively targeting CD19+ malignant cell lines and primary CLL[143][144]. - The TriKE® platforms are designed to activate NK cells, potentially offering a safer alternative to T-cell immunotherapy with reduced cytokine release syndrome[125][126]. - The company is focusing on developing second-generation TriKEs utilizing camelid nanobody technology, which may provide greater affinity and potency against target antigens[133][135]. - The IND application for GTB-3650 was filed with the FDA in December 2023, with study enrollment for patients starting on January 21, 2025[140]. - The company has exclusive rights to the TriKE® platform and is generating additional intellectual property for specific moieties[127]. Financial Performance - Research and development expenses decreased by approximately $0.7 million (51%) for the three months and $1.8 million (46%) for the nine months ended September 30, 2025, primarily due to a decrease in production and material costs[152][161]. - Total operating expenses for the three months ended September 30, 2025, were $3.38 million, a decrease of $222,000 (6%) compared to the same period in 2024; for the nine months, total operating expenses were $6.83 million, down $3.77 million (36%) year-over-year[151]. - Net loss for the three months ended September 30, 2025, was $3.11 million, a decrease of $297,000 (9%); for the nine months, net loss was $5.32 million, down $4.06 million (43%) compared to the prior year[161]. - Cash used in operating activities was approximately $8.89 million for the nine months ended September 30, 2025, compared to $10.44 million for the same period in 2024[165][166]. - Current assets increased by $89,000 to $4.32 million as of September 30, 2025, while current liabilities decreased by $4.58 million to $1.32 million, resulting in a working capital improvement of $4.67 million[169]. - Interest income decreased by $60,000 (63%) for the three months and $237,000 (69%) for the nine months ended September 30, 2025, due to lower money market fund and short-term investment balances[156]. - The change in fair value of warrant liability increased by $137,000 (144%) for the three months but decreased by $626,000 (72%) for the nine months ended September 30, 2025, primarily due to stock price fluctuations[157][158]. - The company recorded a gain of $998,000 on the settlement of vendor payable in March 2025, which was classified as other income[159]. - Net cash provided by financing activities was approximately $7.47 million for the nine months ended September 30, 2025, compared to $2.98 million for the same period in 2024[168]. - The company has raised substantial doubt about its ability to continue as a going concern, with a net loss of approximately $5.3 million and cash used in operations of approximately $8.9 million for the nine months ended September 30, 2025[162][164]. Accounting and Financial Reporting - The financial statements preparation involves significant estimates, including accruals for potential liabilities and fair value of warrant liabilities[145][146]. - Stock-based compensation is periodically issued, with expenses recognized based on grant date fair values, affecting future periods' compensation expense[150].

Advertising Market Overview - In 2024, global programmatic ad spend reached an estimated $595 billion, projected to surpass $800 billion by 2028[166]. - The strategic alliance with Context Networks targets approximately 4,700 global casinos and 2.9 million slot machines, with a potential audience exceeding 1.6 billion global gamblers[175]. - The annual gross revenue potential from programmatic advertising across 1,000 slot machines could exceed $20 million, depending on play time rates and ad inventory pricing[175]. - The anticipated launch of the strategic alliance with Context Networks is expected in the fourth quarter of 2025, which aims to access a market of approximately 4,700 global casinos and 2.9 million slot machines[219]. Company Performance and Financials - Revenues for the quarter ended September 30, 2025, were $117,074, a decrease of $448,970 or 79% compared to $566,044 in the same period in 2024, primarily due to the absence of political advertising revenue[217]. - Gross profit for the third quarter of 2025 was $87,773, representing 75% of revenues, compared to $335,748 or 59% of revenues in the same period of 2024[223]. - Total operating expenses increased to $2,039,999 in the third quarter of 2025, up by $725,160 from $1,314,839 in the prior year, largely due to a non-cash increase in professional fees[224]. - The loss from operations for the third quarter of 2025 was $1,952,226, an increase of approximately $973,000 compared to a loss of $979,091 in the prior year[225]. - For the nine months ended September 30, 2025, revenues were $160,795, a decrease of $935,423 or 85% compared to $1,096,218 in the same period in 2024[227]. - The cost of revenues for the third quarter of 2025 was $29,301, or 25% of revenues, compared to $230,296, or 41% of revenues in the same period of 2024[222]. - The cost of revenues for the first nine months of 2025 was $60,939, representing 38% of revenues, a decrease from $625,690 or 57% of revenues in the same period of 2024[232]. - Gross profit for the first nine months of 2025 was $99,856, or 62% of revenues, compared to $470,528 or 43% of revenues in the same period of 2024[233]. - Operating expenses increased to $6,157,017 for the first nine months of 2025, up from $3,520,726 in the prior year, primarily due to a non-cash increase in professional fees of approximately $2,198,000[234]. - The loss from operations for the first nine months of 2025 was $6,057,161, an increase of approximately $3,007,000 compared to the prior year[235]. - As of September 30, 2025, the Company had cash of $361,894, with cash used in operating activities amounting to $4,127,980 for the nine months ended September 30, 2025[237]. - The Company had cash of $189,810 at September 30, 2024, with cash used in operating activities of $1,798,860 for the same period[238]. Strategic Initiatives - The ATOS platform engages with approximately 10 billion advertisement opportunities per day, enhancing speed and performance in digital advertising campaigns[169]. - The initial deployment with River City Amusements spans 38 venues with over 150 digital screens, expected to grow to over 70 venues with more than 340 screens[182]. - CMOne, an AI-driven marketing platform, was launched in August 2025, aimed at improving campaign efficiency and supporting subscription-based revenue models[180]. - The partnership with NRT Technology provides access to over 800 North American casinos, enhancing the delivery of targeted digital advertising[187]. - The Contextual Promotions Media Network™ is designed to create new non-gaming advertising revenue streams for casino operators[189]. - The company launched CMOne, an AI-powered marketing platform, in August 2025, aimed at providing small and medium-sized businesses with enterprise-grade marketing capabilities[220]. - The company plans to invest in product development, sales enablement, and customer onboarding workflows to support broader commercial deployment of CMOne[214]. - The company expects initial monetization from its new initiatives to begin in the fourth quarter of 2025, with growth anticipated to accelerate on a quarter-over-quarter basis[221]. Operational Challenges - The company operates in a highly competitive industry, facing risks related to economic conditions and variability in sales and earnings[192][193]. - The Company has a history of operating losses, raising substantial doubt about its ability to continue as a going concern, as noted in the auditor's report for the fiscal year ended December 31, 2024[236]. - The Company continues to address control gaps and deficiencies in its internal controls, with remediation efforts ongoing into fiscal 2025[247].

Financial Performance - The company reported a net loss of $105.3 million for the three months ended September 30, 2025, primarily due to stock compensation charges and asset impairments [205]. - Selling, General and Administrative expenses surged to $110,719,156, a 5,822% increase from $1,869,598 in the same quarter of 2024, largely due to stock compensation expenses [243]. - For the three months ended September 30, 2025, the Company recognized product revenue of $83,622, primarily from Sologard syringes sold under a supply agreement [238]. - The Company reported net staking revenue of $2,205,423 for the same period, resulting from its digital treasury platform [240]. - For the nine months ended September 30, 2025, the company reported net revenue of $306,344, primarily from the sale of Securegard and Sologard syringes under a supply agreement with Stericare [250]. - The company recognized net staking revenue of $2,205,423 during the same period, resulting from its digital treasury platform [252]. - Selling, General and Administrative expenses surged to $114,571,809, a 2,079% increase from $5,257,015 in the prior year, largely due to realized and unrealized gains on digital assets amounting to $15,499,742 [255]. Cash Flow and Liquidity - As of September 30, 2025, the company used $11.7 million in cash for operations and had current cash of $10.5 million and USDC of $14.7 million, indicating sufficient liquidity for planned operations over the next twelve months [206]. - Cash used in operating activities was $11,743,528 for the nine months ended September 30, 2025, compared to $5,172,135 in the prior year, primarily due to increased transaction fees and higher G&A expenses [264]. - Cash used in investing activities increased significantly to $189,506,025, mainly due to the purchase of digital assets of $186,104,214 following the August 2025 offering [265]. - Cash provided by financing activities reached $210,726,915, a substantial increase from $5,707,946 in the previous year, driven by net proceeds from offerings [267]. - The company had a working capital of $29,045,025 as of September 30, 2025, a significant improvement from a working capital deficiency of $2,011,679 at the end of 2024 [260]. Strategic Direction - The company will no longer engage in research and development activities following the Settlement Agreement, focusing instead on marketing and distribution of syringe products [210]. - The company has begun exploring strategic acquisitions and investments globally, hiring a Head of Innovation to analyze opportunities [212]. - The company intends to explore plans to expand its distribution platform by representing established third-party manufacturers of complementary medical products [233]. Asset Management - The company adopted a treasury policy allocating principal holdings to digital assets, specifically Solana (SOL), with over 2.0 million SOL held as of October 31, 2025 [211]. - The Company adopted a digital asset treasury strategy focused on accumulating SOL, the native digital asset of the Solana blockchain [234]. - The company stakes a portion of its SOL holdings to earn staking rewards, with an expected un-staking period of approximately 48 hours under normal conditions [281]. - The Company recorded a realized and unrealized gain of $15,499,742 on digital assets during the quarter [244]. - The company recorded a foreign currency gain of $371,741, reflecting a 1,278% increase compared to a loss of $31,566 in the previous year [259]. - An impairment of long-lived fixed assets was recorded at $7,497,669, reflecting the fair market value of assets related to the pending sale of the Safegard subsidiary [245]. - The company recorded a net asset impairment of $7,497,669 related to the fair market value of fixed assets due to the pending sale of the Safegard subsidiary [256]. Research and Development - The company recognized research and development expenses primarily related to syringe products, which will cease due to the new strategic direction [210]. - Research and Development expenses decreased to $295,579, down 44% from $523,347 in the prior year, due to a shift towards increased manufacturing [254]. Risks and Considerations - Digital assets held through custodians do not generally enjoy the same regulatory protections as cash or securities deposited with FDIC or SIPC [280]. - Use of derivatives such as call and put options may require margin posting, potentially reducing available liquidity and introducing additional volatility [282]. - Exposure to SOL introduces various risks including market risk, liquidity risk, operational risk, regulatory risk, accounting risk, and concentration risk [283].

Financial Performance - Total revenue for Q3 2025 was $6,392,000, a 14.15% increase from $5,599,000 in Q3 2024[15] - Printed products revenue increased to $4,994,000 in Q3 2025, up from $4,828,000 in Q3 2024, representing a growth of 3.44%[15] - Net loss for Q3 2025 was $2,299,000, compared to a net loss of $5,283,000 in Q3 2024, indicating a 56.45% improvement[15] - Operating loss for Q3 2025 was $3,234,000, an improvement from an operating loss of $4,671,000 in Q3 2024, reflecting a 30.83% reduction in losses[15] - The company reported a total cost of revenue of $6,068,000 for Q3 2025, a decrease from $6,603,000 in Q3 2024, representing an 8.09% reduction[15] - Net loss for Q3 2025 was $10,087,000, a decrease from a net loss of $15,762,000 in Q3 2024, representing a 36% improvement[17] - Gross profit for the three months ended September 30, 2025, was $324,000, compared to a loss of $1,004,000 in the same period of 2024, indicating a significant improvement[129] - Operating income for the nine months ended September 30, 2025, was a loss of $10,384,000, compared to a loss of $14,287,000 for the same period in 2024, reflecting a reduction in losses by approximately 27.5%[130] - The net loss from operations for the nine months ended September 30, 2025, was $10,154,000, an improvement from a loss of $15,925,000 in the same period of 2024, reflecting a reduction in losses by approximately 36.5%[130] Assets and Liabilities - Total assets decreased to $92,123,000 as of September 30, 2025, down from $106,453,000 at the end of 2024, a decline of 13.39%[10][13] - Current liabilities decreased to $54,194,000 as of September 30, 2025, down from $65,028,000 at the end of 2024, a reduction of 16.36%[11] - Cash and cash equivalents decreased to $7,019,000 as of September 30, 2025, compared to $11,431,000 at the end of 2024, a decline of 38.36%[10] - Total stockholders' equity decreased to $26,108,000 as of September 30, 2025, down from $32,716,000 at the end of 2024, a decrease of 20.19%[13] - Cash and cash equivalents at the end of Q3 2025 were $7,119,000, down from $11,631,000 at the end of Q3 2024, reflecting a 39% decrease[18] - The Company established a reserve for credit losses of approximately $1,014,000, down from $1,613,000 as of December 31, 2024[31] - The Company established a reserve for credit losses of approximately $7,478,000 as of September 30, 2025, down from $9,406,000 as of December 31, 2024[36] - The Company has a reserve of $5,544,000 against the principal and interest outstanding on a convertible promissory note with Puradigm, which is currently in default[67] - The Company has fully reserved for various promissory notes totaling approximately $2,000,000 as of September 30, 2025, indicating significant credit risk[67][70][71][72][74] Cash Flow - Cash flows from operating activities showed a net cash used of $7,576,000 in Q3 2025, compared to $5,889,000 in Q3 2024, indicating a 29% increase in cash outflow[17] - The company recorded a loan loss reserve of approximately $908,000 for the nine months ended September 30, 2025, compared to $9,406,000 for the year ended December 31, 2024[83] - Cash paid for interest increased to $1,502,000 in the nine months ended September 30, 2025, compared to $631,000 in the same period of 2024[127] Investments and Acquisitions - The biotechnology division is focused on acquiring companies in the BioHealth and BioMedical fields, targeting urgent medical needs and developing initiatives against airborne infectious diseases[22] - The company is actively pursuing a merger with Impact BioMedical Inc., with the closing date pending regulatory approval[24] - The fair value of the investment in Alset International Limited was approximately $2,467,000 as of September 30, 2025, with an unrealized loss of approximately $51,000 recorded during the nine months ended September 30, 2025[88] - The company owns 81,836,908 shares of True Partners Capital Holding Limited, with a fair value of approximately $5,679,000 as of September 30, 2025, reflecting an unrealized gain of approximately $864,000 during the nine months ended September 30, 2025[89] - Impact BioMedical entered into a Royalty Agreement with Chemia Corporation, covering costs for patent applications and intellectual property related to 3F technology, with a 50% revenue share from sales and licensing[109] Revenue Recognition and Segments - The Company recognizes revenue based on when the title passes to the customer or when the service is completed, excluding sales and other taxes billed[60] - The Company operates five segments, including Biotechnology, which focuses on drug discovery and treatment of diseases, and Commercial Banking, aimed at providing integrated financial services[128] Stock and Equity - The number of shares used in computing loss per common share increased to 9,092,518 in Q3 2025, compared to 7,066,772 in Q3 2024, an increase of 28.63%[15] - DSS, Inc. executed a reverse stock split of 1 for 20, reducing outstanding shares from 140,264,240 to 7,066,772 as of December 31, 2023[110] - DSS completed a private placement selling 820,597 shares for approximately $803,000 to Alset Inc. on December 10, 2024[111] - IBO's initial public offering on September 16, 2024, raised approximately $3,726,000 in net proceeds from selling 1,500,000 shares at $3.00 each[122] - IBO issued 880,000 option grants with a purchase price of $3.00 per share on October 1, 2024, with potential proceeds of $2,640,000[126] - IBO's Articles of Incorporation were amended to increase the total number of shares of Common Stock to 4,000,000,000, with a forward split resulting in 3,877,282,251 shares[120] Operational Challenges - The Company incurred operating losses and negative cash flows from operating and investing activities over the past two years, raising substantial doubt about its ability to continue as a going concern[52] - The Company has assessed its operating segments and realigned its segment reporting to reflect management's evaluation of performance, with no change to the segment structure[56]

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 September 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 . SOTHERLY HOTELS INC. (Exact name of registrant as specified in its charter) MARYLAND 001-32379 20-1531029 (State or Other Jurisdiction of Incorporation or Organ ...

Financial Performance - Total revenue for the six months ended September 30, 2025, was $7,759,788, representing a 20% increase from $6,468,589 in the same period of 2024[10]. - Gross profit for the three months ended September 30, 2025, was $3,181,498, up 29% from $2,459,174 in the same quarter of 2024[10]. - The net loss attributable to common stockholders for the six months ended September 30, 2025, was $1,526,616, compared to a loss of $8,601,321 in the same period of 2024[10]. - The company experienced a comprehensive loss of $1,553,499 for the six months ended September 30, 2025, compared to $8,707,114 in the same period of 2024[10]. - The net loss before dividends for the period of $690,913 for the three months ended September 30, 2025, compared to a net loss of $1,362,890 for the same period in 2024, indicating a year-over-year improvement[11]. - For the six months ended September 30, 2025, Biotricity reported a net loss of $1,362,890, a significant improvement compared to a net loss of $5,256,288 for the same period in 2024, representing a reduction of approximately 74%[14]. Revenue Breakdown - Technology fees for the six months ended September 30, 2025, amounted to $6,882,846, up from $6,081,064 in 2024, reflecting a growth of 13%[28]. - Device sales increased significantly to $876,942 for the six months ended September 30, 2025, compared to $387,525 in 2024, marking a growth of 126%[28]. Assets and Liabilities - Total current assets increased to $5,536,234 as of September 30, 2025, from $4,639,292 as of March 31, 2025[8]. - Total liabilities rose to $37,984,860 as of September 30, 2025, compared to $35,655,054 as of March 31, 2025[8]. - Cash decreased to $308,460 as of September 30, 2025, from $365,145 as of March 31, 2025[8]. - The company reported a working capital deficiency of $18,077,790 as of September 30, 2025, compared to $15,996,856 as of March 31, 2025, highlighting liquidity concerns[21]. Equity and Stockholder Information - The number of common shares outstanding increased to 26,791,608 as of September 30, 2025, from 26,081,295 as of March 31, 2025[8]. - The total common shares issued increased to 26,952,280 as of September 30, 2025, up from 26,728,441 as of June 30, 2025, representing a growth of approximately 0.84%[11]. - The total stockholders' deficiency increased from $32,798,917 to $33,412,378, indicating a decline in overall equity position[11]. - The company’s accumulated deficit reached $140,968,401 as of September 30, 2025, reflecting ongoing financial challenges[11]. Cash Flow and Financing - Cash generated from operating activities was $42,241 for the six months ended September 30, 2025, a turnaround from cash used of $1,891,299 in the same period of 2024[14]. - Cash paid for interest during the six months ended September 30, 2025, was $1,683,697, compared to $1,235,256 in the same period of 2024, indicating increased financing costs[14]. - The Company issued $11,275,500 in Series A Convertible Promissory Notes, which accrue interest at 12% per annum, with a maturity date of one year from the final closing date[75]. - The Company issued Series C Notes totaling $1,812,700 with net proceeds of $1,100,430 after financing fees[104]. Stock-Based Compensation - The company recorded stock-based compensation of $6,001 for the ESOP during the period, contributing to the overall equity adjustments[11]. - Stock-based compensation under the ESOP was recorded at $115,863, reflecting the company's commitment to employee incentives[13]. - The Company recognized stock-based compensation of $6,001 and $11,936 for the three and six months ended September 30, 2025, respectively[202]. Employee Stock Purchase Plan (ESPP) - The Company adopted the Employee Stock Purchase Plan (ESPP) allowing eligible employees to purchase shares at a discount[206]. - The purchase price under the ESPP cannot be less than 85% of the fair market value on the commencement or purchase date[206]. - Employees can withdraw from the ESPP due to financial hardship with a request made at least 20 business days before the end of the offering period[206]. - The ESPP aims to incentivize employee ownership and engagement within the Company[206].

Financial Performance - Total Revenues for Q3 2025 were $52.2 million, a decrease of 13% from $60.1 million in Q3 2024[5] - Positive EBITDA of $3.6 million improved by 26% compared to $2.8 million in Q3 2024, marking the fifth consecutive quarter of positive EBITDA[5] - Basic Loss per Share improved by 42% to $0.18 from $0.31 in Q3 2024, representing the best third quarter result since Q3 2019[5] - Total Revenues for the first nine months of 2025 increased slightly by 1% to $152.7 million compared to $152.0 million for the same period in 2024[5] - Operating Loss for the first nine months of 2025 improved by 72% to $4.3 million from $15.6 million in the same period of 2024[5] - Operating loss for Q3 2025 was $329,000, compared to a loss of $343,000 in Q3 2024[22] - Net loss attributable to Reading International, Inc. was $4,157,000 in Q3 2025, compared to a net loss of $7,028,000 in Q3 2024[26] - Total segment operating income for Q3 2025 was $3,143,000, a decrease of 12.9% from $3,609,000 in Q3 2024[27] - For the nine months ended September 30, 2025, total segment operating income was $7,193,000, compared to a loss of $3,329,000 in the same period of 2024[27] - The company reported a loss before income taxes of $3,986,000 in Q3 2025, an improvement from a loss of $6,439,000 in Q3 2024[27] Revenue Breakdown - Cinema revenue for Q3 2025 decreased by 14% to $48.6 million due to a less appealing movie slate compared to Q3 2024[7] - U.S. Real Estate Revenues increased by 35% to $2.0 million in Q3 2025, driven by improved performance of Live Theatre assets[10] - Total revenue for Q3 2025 was $52,170,000, a decrease of 13% compared to $60,090,000 in Q3 2024[22] - Cinema revenue decreased by 14% to $48,555,000 in Q3 2025 from $56,357,000 in Q3 2024, while real estate revenue decreased by 7% to $4,567,000[24] Debt and Assets - Total gross debt decreased by 14.8% to $172.6 million from December 31, 2024, primarily funded by proceeds from property sales[9] - Total assets decreased to $435,186,000 as of September 30, 2025, from $471,011,000 as of December 31, 2024[23] - Total liabilities decreased to $448,198,000 as of September 30, 2025, from $475,801,000 as of December 31, 2024[23] - The company’s cash and cash equivalents decreased to $8,090,000 as of September 30, 2025, from $12,347,000 as of December 31, 2024[23] Operational Insights - The company reported a significant improvement in operating income for the cinema segment in the United States, with a loss of $72,000 in Q3 2025 compared to a loss of $957,000 in Q3 2024, representing a 92% improvement[24] - Unallocated corporate expenses included a depreciation and amortization expense of $75,000 in Q3 2025, down from $106,000 in Q3 2024[27] - Interest expense, net for Q3 2025 was $4,174,000, a decrease of 20.4% from $5,245,000 in Q3 2024[27] - Equity earnings from unconsolidated joint ventures increased to $121,000 in Q3 2025, compared to $71,000 in Q3 2024[27] Future Outlook - The company expects a strong rebound in Q4 2025, supported by high presales for upcoming films and a promising holiday movie lineup[6] EBITDA and Adjustments - Adjusted EBITDA for Q3 2025 was $3,572,000, compared to $2,843,000 in Q3 2024[26] - Adjusted EBITDA is used to evaluate the company's performance, excluding certain non-recurring items[34] - The company emphasizes that EBITDA is a widely accepted measure in the cinema exhibition and real estate industries[31] - Legal expenses related to extraordinary litigation are adjusted out of the EBITDA calculation[34] - The company aims to provide insights into operational performance separate from non-operational factors affecting net income[30]