Sales Performance - Net sales for the three months ended September 30, 2025, were $13.176 million, a 21.2% increase from $10.867 million in the same period in 2024[76]. - The food service technology (FST) segment generated $4.841 million in sales, up 12.0% from $4.321 million in the prior year[76]. - Casino and gaming sales surged to $7.144 million, reflecting a 57.6% increase from $4.534 million in the previous year[76]. - Net sales for Q3 2025 increased by $2.3 million, or 21%, compared to Q3 2024, with hardware unit sales volume up 18% to approximately 24,300 units[77]. - International sales accounted for $2.740 million, representing 20.8% of total sales, compared to 20.9% in the prior year[76]. - International sales increased by $467 thousand, or 21%, in Q3 2025, primarily driven by the casino and gaming market[78]. - Domestic casino and gaming product sales surged by $2.1 million, or 78%, in Q3 2025 compared to Q3 2024, with total casino and gaming revenue reaching $7.1 million[85]. - Net sales for the first nine months of 2025 increased by $6.9 million, or 21%, compared to the same period in 2024, with a 22% increase in hardware sales unit volume[101]. - Domestic casino and gaming sales increased by $6.5 million, or 71%, in the first nine months of 2025 compared to the same period in 2024, as customers worked through excess inventory[106]. - International casino and gaming sales decreased by $0.6 million, or 9%, in the first nine months of 2025, primarily due to a significant European OEM working down overstock[107]. Financial Metrics - Gross profit for Q3 2025 was $6.6 million, a 25.4% increase from Q3 2024, with a gross margin improvement to 50%[89]. - Gross profit increased by $2.6 million, or 15%, to $19,567 thousand for the first nine months of 2025, while gross margin decreased by 230 basis points to 49%[110]. - Operating income for Q3 2025 was $14 thousand, a significant improvement from an operating loss of $837 thousand in Q3 2024, attributed to a 21% increase in sales and a $1.3 million increase in gross profit[94]. - Net interest income increased to $61 thousand in Q3 2025 from $42 thousand in Q3 2024, reflecting higher interest income on increased levels of invested cash[95]. - Net income for Q3 2025 was $15 thousand, or $0.00 per diluted share, compared to a net loss of $600 thousand, or $(0.06) per diluted share, in Q3 2024[98]. - Operating loss decreased by $2.3 million, or 90%, to $(259) thousand for the first nine months of 2025 compared to $(2,576) thousand in 2024[114]. - Net loss for the first nine months of 2025 was $(109) thousand, or $(0.01) per diluted share, compared to a net loss of $(1.9) million, or $(0.19) per diluted share in 2024[118]. Expenses and Cost Management - Engineering, design, and product development expenses increased by $16 thousand, or 1%, in Q3 2025, primarily due to higher incentive compensation[90]. - Selling and marketing expenses increased by $211 thousand, or 11%, in Q3 2025 compared to Q3 2024, primarily due to higher sales commissions and incentive compensation on a 58% increase in casino and gaming sales[91]. - General and administrative expenses rose by $251 thousand, or 10%, in Q3 2025 compared to Q3 2024, driven largely by higher incentive and share-based compensation due to improved financial results[93]. - Engineering, design, and product development expenses decreased by $389 thousand, or 7.2%, to $5,016 thousand for the first nine months of 2025[111]. - Selling and marketing expenses increased by $119 thousand, or 2%, to $6,279 thousand for the first nine months of 2025[112]. - General and administrative expenses increased by $559 thousand, or 7%, to $8,531 thousand for the first nine months of 2025[113]. Cash Flow and Liquidity - Cash and cash equivalents increased by $5.6 million, or 39%, to $20.0 million as of September 30, 2025[119]. - As of September 30, 2025, the company had $3.0 million of outstanding borrowings under the Siena Credit Facility at an interest rate of 9.00%[128]. Strategic Initiatives and Risks - The company acquired a perpetual license for the BOHA! software source code for $2.55 million, with an additional $1.0 million for transition services[66]. - The company expects annualized savings of approximately $2 million from a cost reduction initiative initiated in Q2 2024[73]. - The U.S. government has imposed a 19% tariff on goods imported from Thailand, which may impact future financial results[69][71]. - The company continues to monitor macroeconomic factors and potential impacts of tariffs on sales levels[67][71]. - The company is dependent on a single contract manufacturer in Thailand for the majority of its products, which poses risks related to supply chain disruptions[68][72]. - The company expects total FST revenue for Q4 2025 to be higher than Q4 2024, focusing on growing the installed base of terminals and related recurring revenue[81]. - The company anticipates TSG sales to be somewhat lower in Q4 2025 compared to the same period in 2024 as it plans to cease selling remaining legacy consumable products[88].

For the quarterly period ended September 30, 2025 or 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 ☐ 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: 001-42403 | British Columbia | N/A | | --- | --- | | (State or other jurisdiction of | (I.R.S. Employer | | incorporation or or ...

Financial Performance - Platform revenue for Q3 2025 was $3.5 million, a decline of 53% compared to $7.4 million in Q3 2024[5] - Platform net loss for Q3 2025 was $4.4 million, or $1.70 per diluted share, compared to a net income of $0.2 million, or $0.11 per diluted share in Q3 2024[5] - Adjusted EBITDA loss for Q3 2025 was $0.7 million, compared to an Adjusted EBITDA of $2.4 million in Q3 2024[5] - Caliber's consolidated revenue for Q3 2025 was $3.6 million, down from $11.3 million in Q3 2024, reflecting the deconsolidation of certain funds[13] - Consolidated net loss attributable to Caliber for Q3 2025 was $4.4 million, or $1.65 per diluted share, compared to a net income of $0.1 million, or $0.12 per diluted share in Q3 2024[13] - Total revenue for the three months ended September 30, 2025, was $3,516,000, a decrease of 52.7% from $7,416,000 in the same period of 2024[1] - Asset management revenues decreased to $3,486,000 in Q3 2025 from $6,530,000 in Q3 2024, reflecting a decline of 46.5%[34] - Fee-Related Earnings for Q3 2025 showed a net loss of $4,371,000, compared to a net income of $146,000 in Q3 2024, indicating a significant decline in core revenue generation[46] - Distributable Earnings for Q3 2025 were reported at $(2,540,000), a decrease from $529,000 in Q3 2024, highlighting challenges in earnings available for distribution[41] - Platform Adjusted EBITDA for Q3 2025 was $(665,000), a sharp decline from $2,412,000 in Q3 2024, reflecting reduced performance of the asset management platform[44] - Consolidated Adjusted EBITDA for Q3 2025 was $(464,000), down from $4,248,000 in Q3 2024, indicating overall financial strain[45] Asset Management and Capital - The fair value of Assets Under Management (AUM) as of September 30, 2025, was $797,033,000, slightly up from $794,923,000 as of December 31, 2024[26] - Managed Capital increased to $505,989,000 as of September 30, 2025, compared to $492,542,000 as of December 31, 2024, representing a growth of 2.9%[28] - Managed Capital includes total capital raised from customers, impacting preferred returns and performance fees, which are crucial for predicting future earnings[38] - Fair Value AUM represents the aggregate fair value of managed real estate assets, influencing management fees and service income predictions based on AUM growth expectations[38] Digital Assets and Investments - As of the end of Q3 2025, Caliber held 467,632 LINK tokens, which increased to 562,535 tokens valued at $8.5 million as of the release date[5] - The company completed strategic purchases of LINK tokens, further supporting its Digital Asset Treasury strategy[7] - Caliber's Digital Asset Treasury strategy was formally approved by the Board of Directors, focusing on acquiring LINK tokens and maximizing risk-adjusted returns[7] - The company reported an unrealized loss on digital assets of $677,000 for Q3 2025[34] - The company reported an unrealized loss on digital assets of $677,000 in Q3 2025, impacting overall financial performance[46] Liabilities and Equity - Total liabilities decreased to $76,481,000 as of September 30, 2025, from $94,282,000 as of December 31, 2024, a reduction of 18.9%[35] - Cash and restricted cash increased to $13,138,000 as of September 30, 2025, from $4,348,000 as of December 31, 2024[35] - The total stockholders' equity decreased to $6,087,000 as of September 30, 2025, from $11,253,000 as of December 31, 2024[36] Strategic Initiatives - The company announced a partnership to deploy EV charging infrastructure, aimed at enhancing sustainability across its portfolio[8] - The impact of consolidated funds on fee-related earnings was $173,000 in Q3 2025, compared to $45,000 in Q3 2024, suggesting changes in fund performance dynamics[46] - The company’s platform performance is critical for understanding the value of CWD, as it generates revenues from managing the investment portfolio[39]

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 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____________________ Commission File Number: 001-42652 Linkhome Holdings Inc. (Exact name of registrant as specified in its charter ...

Financial Performance - Forge's marketplace solutions reported 875 trades in Q3 2025, a decrease of 52% from 927 trades in Q2 2025, while the volume decreased to $423.3 million from $756.1 million[142]. - Total revenues, less transaction-based expenses decreased by $6.6 million, or 24% in Q3 2025 compared to Q2 2025[173]. - Marketplace revenue decreased by $6.4 million, or 35%, driven by a 44% decrease in trading volume, despite a 40 basis point increase in net take rate[174]. - Total revenues, less transaction-based expenses increased by $13.3 million, or 22% in the nine months ended September 30, 2025 compared to the same period in 2024[175]. - Marketplace revenue increased by $17.8 million, or 62%, driven by an 82% increase in trading volume, offset by a 30 basis point decrease in net take rate[176]. - Adjusted EBITDA for Q3 2025 was $(11,556) thousand, compared to $(5,433) thousand in Q2 2025[149]. - Net loss attributable to Forge Global Holdings, Inc. for Q3 2025 was $(18,223) thousand, compared to $(12,580) thousand in Q2 2025[170]. - Adjusted EPS for Q3 2025 was $(1.40), compared to $(0.99) in Q2 2025[151]. Custodial Accounts and Assets - Total custodial accounts reached 2,703,045 as of September 30, 2025, an increase of 104,199 accounts from 2,598,846 in Q2 2025, and up 421,069 from 2,281,976 in Q3 2024[143]. - Assets under custody increased to $18.45 billion as of September 30, 2025, up $315.0 million from $18.13 billion in Q2 2025, and up $1.83 billion from $16.62 billion in Q3 2024[143]. - Custodial client cash stood at $454.4 million as of September 30, 2025, reflecting an increase of $14.1 million from $440.3 million in Q2 2025, but a decrease of $15.3 million from $469.7 million in Q3 2024[143]. Merger and Strategic Initiatives - The company entered into a merger agreement with The Charles Schwab Corporation, with each share of Forge common stock to be converted into $45.00 in cash at the effective time of the merger[129]. - The merger is expected to close in the first half of 2026, pending customary closing conditions and regulatory approvals[132]. - The company may require additional capital resources to execute strategic initiatives for growth, depending on various factors including growth rate and spending on platform development[198]. Operating Expenses - Total operating expenses for Q3 2025 were $41,521 thousand, compared to $40,419 thousand in Q2 2025[170]. - Compensation and benefits expense for Q3 2025 was $26,396 thousand, slightly down from $27,193 thousand in Q2 2025[170]. - Total compensation and benefits expense decreased by $2.1 million, or 8%, quarter-over-quarter, and by $9.3 million, or 10%, year-over-year[179][180]. - Salary expense decreased by $5.3 million, or 12%, due to cost initiatives implemented in the second half of 2024[180]. - Other operating expenses increased by $1.9 million, or 14%, quarter-over-quarter, and by $3.9 million, or 10.6%, year-over-year[183][185]. Cash Flow and Liquidity - As of September 30, 2025, cash and cash equivalents totaled $32.3 million, with investments of $28.4 million, indicating sufficient liquidity for the next twelve months[195][196]. - Cash used in operating activities for the nine months ended September 30, 2025 was $31.96 million, primarily due to a net loss of $46.8 million[203]. - Cash used in investing activities for the nine months ended September 30, 2025 was $36.96 million, primarily driven by investments of excess corporate cash balances[205]. - Cash used in financing activities was $5.0 million for the nine months ended September 30, 2025, compared to $3.4 million for the same period in 2024, primarily related to share repurchases and equity award activities[206]. Goodwill and Accounting Policies - No impairment charges were recognized during the nine months ended September 30, 2025, and September 30, 2024, indicating stable goodwill assessments[212]. - The company performed its annual goodwill impairment test on October 1, 2024, and a qualitative assessment as of September 30, 2025, concluding that fair value exceeded carrying value[212]. - There have been no material changes to critical accounting policies and estimates compared to the previous Annual Report[213]. - The company is classified as a smaller reporting company and is not required to provide extensive market risk disclosures[215]. Market Trends - The company emphasizes the importance of market trends, including supply and demand for private company shares, which are influenced by IPOs and mergers and acquisitions activity[134]. - Forge's asset management solution aims to enhance investment efficiency through single asset funds focused on private companies[126].

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 _________ Commission file number: 001-40233 ROYALTY MANAGEMENT HOLDING CORPORATION (Exact name of registrant as specified in its charter) (State or othe ...

Financial Performance - For the nine months ended September 30, 2025, total revenue was $3,553,219, a significant increase compared to $561,956 for the same period in 2024, representing a growth of approximately 531%[22] - The net loss for the nine months ended September 30, 2025, was $317,378, compared to a net loss of $83,160 for the same period in 2024, indicating a deterioration in financial performance[26] - Gross profit for the three months ended September 30, 2025, was $146,136, while for the same period in 2024, it was $140,173, showing a slight increase of about 4%[22] - The operating loss for the three months ended September 30, 2025, was $(98,370), while the nine-month operating loss was $(257,729)[149] - Total revenues for the three months ended September 30, 2025, were $1,302,814, with a gross profit of $146,136[149] - For the nine months ended September 30, 2025, total revenues reached $3,553,219, resulting in a gross profit of $629,331[149] - The company reported a segment net income from operations of $357,265 for the nine months ended September 30, 2025, compared to a loss of $290,572 for the same period in 2024[154] Assets and Liabilities - Total assets increased to $18,017,593 as of September 30, 2025, up from $15,040,664 on December 31, 2024, representing a growth of approximately 19.7%[18] - Total liabilities increased to $3,953,828 from $1,414,940, indicating a rise of about 179.5%[18] - Total current assets surged to $3,609,664, a significant increase from $753,196, reflecting a growth of approximately 378.5%[18] - Cash and cash equivalents rose to $173,174, compared to $114,138 at the end of the previous year, marking an increase of 51.8%[18] - The Company’s total cash, cash equivalents, and restricted cash amounted to $368,524 as of September 30, 2025, compared to $309,488 as of December 31, 2024, an increase of about 19%[38] - As of September 30, 2025, the Company had cash and cash equivalents of $173,174, up from $114,138 as of December 31, 2024, reflecting an increase of approximately 52%[38] Equity and Dividends - Stockholders' equity grew to $14,063,765, up from $13,625,724, which is an increase of approximately 3.2%[19] - The company declared dividends of $74,338 for the current period, compared to none in the previous period[19] - A dividend of $0.0025 per share was declared for each quarterly period ending June 30, 2025, resulting in a total payment of $37,410 on July 14, 2025[110] - The company paid dividends totaling $36,928 ($0.0025 per share) for the third quarter of 2025, with plans to increase the dividend to $0.01 per share for the next four quarters starting June 30, 2025[166] Cash Flow and Operating Activities - The company reported a net cash used in operating activities of $54,983 for the nine months ended September 30, 2025, compared to $252,631 for the same period in 2024, reflecting improved cash flow management[26] - Positive total cash flow for the nine months ended September 30, 2025, was $59,036, indicating a need for additional capital to support investment and growth plans[165] Revenue Sources and Growth - Environmental Services revenue for the nine months ended September 30, 2025, was $3,478,551, compared to $483,630 for the same period in 2024, indicating a growth of about 620%[52] - The increase in revenue was primarily due to additional business obtained through RMC Environmental Services LLC, which signed a new contractor services agreement[160] Investments and Financial Instruments - The Company has $195,350 in restricted cash as of September 30, 2025, which serves as a performance bond for a mining permit[36] - The Company recorded passthrough income from FUB Mineral LLC of $4,603 and $1,381 for the three-month periods ended September 30, 2025 and 2024, respectively, and $9,447 and $4,074 for the nine-month periods[71] - The company advanced $100,000 to Heart Water Inc. under an unsecured convertible promissory note with an 8.0% annual interest rate, maturing on October 6, 2028[75] - The company invested a total of $250,000 into convertible debt of Ferrox, which carries a 7.0% annual interest rate[76] Operating Expenses - Total operating expenses for the nine months ended September 30, 2025, were $887,060, compared to $830,996 for the same period in 2024, indicating an increase of approximately 7%[22] - Total other expenses for the three months ended September 30, 2025, were $110,725, while other income for the same period in 2024 was $50,315, indicating a significant shift in financial performance[163] Internal Controls and Compliance - Management concluded that disclosure controls and procedures were not effective due to insufficient staffing in accounting and reporting functions[172] - The company has not reported any changes in internal control over financial reporting that materially affected its operations during the fiscal quarter[174] - There were no off-balance sheet arrangements that required disclosure, and all transactions are recognized in accordance with U.S. GAAP[167] Future Outlook - The company anticipates continued growth and expansion in its business model, focusing on investments in natural resources and emerging technologies[159] - The company may need to raise additional funds through equity or debt securities to execute its investment and growth plans[165]

Financial Performance - For the three months ended September 30, 2025, the net loss was $2,814,623, a decrease of $1,531,126 compared to a net loss of $4,345,749 for the same period in 2024[90] - For the nine months ended September 30, 2025, the net loss was $5,011,239, a decrease of $1,784,162 from the net loss of $6,795,401 in the same period of 2024[95] - The loss from operations for the three months ended September 30, 2025, was $2,835,773, a decrease of $1,593,473 from $4,429,246 in the same period of 2024[90] - The loss from operations was $5,081,961 for the nine months ended September 30, 2025, compared to $7,146,761 in 2024, a decrease of $2,064,800[98] Expenses - Exploration expenses for the three months ended September 30, 2025, were $2,095,409, down from $3,911,335 in the same period of 2024, reflecting a decrease of $1,815,926[90] - Exploration expenses decreased to $2,538,765 in 2025 from $5,249,235 in 2024, reflecting a reduction of $2,710,470[96] - General and administrative expenses increased to $699,855 for the three months ended September 30, 2025, compared to $477,869 for the same period in 2024, an increase of $221,986[90] - General and administrative expenses increased to $2,422,030 in 2025, up by $628,150 from $1,793,880 in 2024[96] Cash Flow and Assets - As of September 30, 2025, cash and cash equivalents were $3,289,803, down from $3,880,747 as of December 31, 2024[99] - Total assets decreased to $4,711,217 as of September 30, 2025, from $5,149,151 as of December 31, 2024[99] - Net cash used in operating activities was $4,696,634 for the nine months ended September 30, 2025, a decrease from $6,640,446 in the same period of 2024[105] - Net cash provided by financing activities was $4,062,395 in 2025, significantly higher than $10,202 in 2024, primarily from the ATM Program[107] Share and Stock Information - The company sold 308,282 shares of Common Stock under the At-The-Market (ATM) Program for gross proceeds of $3,054,072 during the three months ended September 30, 2025[88] - Aggregate commissions paid to agents under the ATM Program were $80,776 for the three months ended September 30, 2025[88] - As of September 30, 2025, the company has 13,273,195 shares of Common Stock outstanding, including 254,000 performance-based Restricted Shares[117] - There are outstanding stock options to purchase 279,800 shares at an exercise price of $10 per share and Warrants to purchase 1,740,992 shares at an exercise price of $13 per share[117] Project Development - The company selected Ausenco Engineering Canada ULC to lead the proposed initial economic assessment for the Whistler Project announced on June 9, 2025[81] - The company’s principal project, the Whistler Project, is located in the Yentna Mining District, approximately 105 miles northwest of Anchorage, Alaska[78] - The 2025 Exploration Program commenced in July 2025 and was completed in October 2025, focusing on developing new potential porphyry gold-copper drill targets[82] Obligations and Liabilities - The company has an annual land payment obligation of $230,605 for the Whistler Project in 2025[108] - A work order for professional services related to the Whistler Project was amended to $2,094,000, with $1,969,848 already paid as of the date of the filing[110] - The asset retirement obligation represents the present value of estimated future costs for rehabilitation of mineral properties, which may vary due to uncertainties in cost estimates[119] - Management periodically reviews and adjusts the asset retirement obligation based on new information and regulatory changes[119] Royalty Interests - The company holds a 2.75% net smelter return (NSR) over 377 claims related to the Whistler Project, with a potential buy-down option to 2.0% for a one-time payment of $5,000,000[116] - A 2.0% net proceeds royalty interest is specified over the Whistler Deposit and Raintree West deposit, which will be transferred to RG Royalties in October 2025[116] - The company has a 1.0% NSR over the Whistler Project to Gold Royalty U.S. Corp. as per an agreement dated January 11, 2021[116] Regulatory and Compliance - The company is evaluating the impact of recently issued accounting standards, including ASU 2023-09, which expands income tax disclosures effective after December 15, 2024[122] - The company is also assessing the implications of ASU-2024-03, requiring detailed expense disclosures effective after December 15, 2026[123] - The company remains an emerging growth company until it meets certain revenue or debt thresholds, allowing it to rely on reduced reporting requirements under the JOBS Act[125]

Financial Performance - The company reported a net loss of $110.8 million for the three months ended September 30, 2025, compared to a net loss of $93.1 million for the same period in 2024, reflecting an increase in operating expenses[253]. - As of September 30, 2025, the company had an accumulated deficit of $808.9 million, primarily due to research and development costs[253]. - For the three months ended September 30, 2025, total revenue was $2.1 million, with collaboration revenue of $2.1 million and license revenue of $17.4 million for the nine months ended September 30, 2025[285]. - The net loss for the three months ended September 30, 2025, was $110.8 million, a 19% increase from a net loss of $93.1 million in the same period in 2024[284]. - The company has not generated any revenue from product sales since inception and does not expect to do so until regulatory approvals are obtained[255]. - The company does not expect to generate revenue from product sales until successful development and regulatory approval of its product candidates[316]. Expenses and Costs - Research and development expenses increased by 11% to $97.8 million for the three months ended September 30, 2025, compared to $87.8 million for the same period in 2024[286]. - General and administrative expenses rose by 85% to $19.5 million for the three months ended September 30, 2025, compared to $10.6 million for the same period in 2024[284]. - Total operating expenses for the three months ended September 30, 2025, were $117.4 million, an increase of 19% from $98.4 million in the same period in 2024[284]. - Research and development expenses for the nine months ended September 30, 2025, totaled $303.2 million, a 70% increase from $178.4 million in the same period in 2024[286]. - The company anticipates significant increases in expenses as it progresses multiple clinical trials and integrates the ACELYRIN business[254]. - The increase in research and development expenses is attributed to higher costs associated with clinical trials and professional consulting services, particularly for the envu program[288][289]. - Personnel-related costs rose by $36.6 million to $69.3 million for the nine months ended September 30, 2025, primarily due to severance costs related to the ACELYRIN Merger[296]. - CRO, CMO, and clinical trials expenses increased by $97.0 million to $187.6 million for the nine months ended September 30, 2025, driven by clinical trial progression and related expenses[294]. - General and administrative expenses surged by $52.5 million to $76.3 million for the nine months ended September 30, 2025, compared to $23.8 million for the same period in 2024[302]. Mergers and Collaborations - The company completed the ACELYRIN Merger on May 21, 2025, in a transaction valued at approximately $238.1 million, acquiring net assets with a fair value of $426.0 million[261]. - The company entered into a Collaboration Agreement with Kaken on March 25, 2025, granting Kaken exclusive rights to develop and commercialize envu in Japan, with an upfront payment of $20.0 million received[264][266]. - The company recognized a gain on bargain purchase of $187.9 million related to the ACELYRIN Merger[281]. - The company recognized a gain on bargain purchase of $187.9 million at the Closing Date of the ACELYRIN Merger[306]. Cash Flow and Funding - Cash, cash equivalents, and marketable securities totaled $377.7 million as of September 30, 2025, sufficient to meet operating and capital requirements for at least 12 months[312]. - Net cash used in operating activities was $297.6 million for the nine months ended September 30, 2025, compared to $180.3 million for the same period in 2024[318]. - Future funding requirements will depend on various factors, including clinical trial outcomes and regulatory approval processes[317]. - Net cash used in operating activities for the nine months ended September 30, 2025 was $297.6 million, compared to $180.3 million for the same period in 2024, primarily due to a net loss of $150.4 million[319]. - Net cash provided by investing activities for the nine months ended September 30, 2025 was $192.9 million, driven by proceeds from maturities of marketable securities totaling $305.4 million[324]. - Net cash provided by financing activities for the nine months ended September 30, 2025 was $0.7 million, mainly from the issuance of common stock under the 2024 Employee Stock Purchase Plan (ESPP)[326]. Obligations and Agreements - The company is obligated to pay contingent consideration of up to $120.0 million related to the acquisition of FronThera, with $23.0 million paid for a milestone achieved in August 2024[329]. - The Pierre Fabre Agreement includes potential milestone payments of up to $490.5 million and tiered royalties on worldwide net sales[333]. - As of September 30, 2025, total undiscounted lease payment obligations under non-cancelable leases were $54.9 million[336]. - Total value of non-cancellable obligations under contracts as of September 30, 2025 was $3.8 million, an increase from zero as of December 31, 2024[328]. Accounting and Financial Reporting - The company recognizes revenue based on the transaction price, which may include fixed and variable considerations such as non-refundable upfront payments and milestone payments[353]. - Revenue is allocated to distinct performance obligations based on relative standalone selling prices, considering factors like forecasted revenues and probabilities of success[354]. - Stock-based compensation expense is measured using the Black-Scholes model and is recognized on a straight-line basis over the requisite service period[356]. - The company is classified as an "emerging growth company," allowing it to delay the adoption of certain accounting standards until they apply to private companies[361]. - As of June 30, 2024, the company qualifies as a "smaller reporting company" with a market value of common stock below $700 million and annual revenue under $100 million[363]. Market and Economic Conditions - The company does not believe that a hypothetical 10% change in interest rates would materially affect its financial statements[364]. - Foreign currency transaction gains and losses have not been material, and the company does not have a formal hedging program for foreign currency[365]. - Inflation has not had a material effect on the company's business or financial condition[366].

Revenue Performance - Net revenue decreased by $7.2 million, or 27.5%, to $19.0 million for the three months ended September 30, 2025, compared to $26.2 million for the same period in 2024[143]. - Net revenue decreased by $20.6 million or 27.7% to $53.8 million for the nine months ended September 30, 2025, compared to $74.4 million for the same period in 2024[155]. - Direct net revenue fell by $7.3 million, or 28.4%, primarily due to increased costs from newly implemented tariffs, leading to higher retail prices and reduced consumer demand[143]. - Direct net revenue decreased by $22.4 million or 30.4% due to newly implemented tariffs and a reduction in consumer demand[155]. Cost and Expenses - Cost of goods sold decreased by $2.1 million, or 19.8%, to $8.3 million for the three months ended September 30, 2025, compared to $10.4 million for the same period in 2024[145]. - Cost of goods sold decreased by $5.4 million or 18.8% to $23.2 million for the nine months ended September 30, 2025, compared to $28.6 million for the same period in 2024[157]. - Sales and distribution expenses decreased by $4.1 million, or 29.3%, to $9.8 million for the three months ended September 30, 2025, compared to $13.9 million in 2024[141]. - Sales and distribution expenses for the nine months ended September 30, 2025, were $31.9 million, down from $42.3 million in the prior year, a decrease of $10.4 million or 24.7%[159]. - General and administrative expenses decreased by $767,000, or 21.0%, to $2.9 million for the three months ended September 30, 2025, compared to $3.6 million in 2024[141]. - General and administrative expenses decreased by $4.76 million, or 34.5%, to $9.05 million for the nine months ended September 30, 2025, primarily due to a reduction in stock-compensation and headcount expenses[162]. Profitability - Gross profit margin declined to 56.1% for the three months ended September 30, 2025, down from 60.3% in the same period of 2024, primarily due to product mix and higher costs from tariffs[146]. - Gross profit margin decreased to 56.9% for the nine months ended September 30, 2025, down from 61.6% for the same period in 2024[158]. - The Company reported a gross profit of $10.7 million for the three months ended September 30, 2025, compared to $15.8 million for the same period in 2024, representing a decrease of 32.8%[200]. - Contribution margin for the three months ended September 30, 2025, was $2.96 million, which is 15.5% of net revenue, down from 17.0% in the same period of 2024[200]. - Adjusted EBITDA for the three months ended September 30, 2025, was $(0.43) million, compared to $0.49 million for the same period in 2024, indicating a decline in operational performance[201]. Losses - The company experienced an operating loss of $2.0 million for the three months ended September 30, 2025, compared to an operating loss of $1.7 million in the same period of 2024[141]. - Net loss increased by $508,000, or 28.7%, to $2.3 million for the three months ended September 30, 2025, compared to a net loss of $1.8 million in 2024[141]. - The net loss for the three months ended September 30, 2025, was $(2.28) million, compared to $(1.77) million for the same period in 2024[201]. - The company incurred a net loss of $11.0 million and used net cash flows from operations of $9.9 million during the nine months ended September 30, 2025[174]. Cash Flow and Liquidity - Net cash used in operating activities was $9.9 million for the nine months ended September 30, 2025, driven by net cash losses from operations of $7.9 million and a $2.0 million outflow from changes in working capital[166]. - As of September 30, 2025, the company had unrestricted cash of $7.6 million and an accumulated deficit of $722.7 million[174]. - The Minimum Credit Party Liquidity covenant was reduced to $5.0 million, contingent upon the delivery of a Liquidity Certificate evidencing liquidity of at least $6.8 million[186]. - The company is required to remain in compliance with financial covenants under the MidCap Credit Facility and was in compliance as of September 30, 2025[175]. - As of September 30, 2025, the outstanding balance on the MidCap credit facility was $6.2 million, down from $6.9 million as of December 31, 2024[187]. Strategic Initiatives - The company is exploring alternative sourcing outside of China to mitigate the impact of tariffs on its supply chain and margins[136]. - The company announced a fixed cost reduction plan on May 14, 2025, which included a workforce reduction affecting approximately 20 employees, expected to generate annualized savings of approximately $5 to $6 million[177][178]. - The company plans to continue exploring additional sources of outside capital to fund its operations and growth strategy, particularly for potential M&A opportunities[173]. - The Company has temporarily suspended its share repurchase program, which was authorized to acquire up to $3.0 million of common stock[188]. Market Conditions - The new U.S. tariff policies could materially increase import costs, potentially leading to higher prices and reduced consumer demand[189]. - The change in fair market value of warrant liabilities was a loss of $0.161 million for the three months ended September 30, 2025, compared to a gain of $0.143 million in the prior year, reflecting an 88.8% change[152]. - The change in fair market value of warrant liabilities increased by $0.622 million, or 85.2%, for the nine months ended September 30, 2025, primarily due to a reduced share price[164]. Estimates and Judgments - Estimates of recoverability of asset groupings are subject to uncertainty, including judgments on market growth rates and future sales price increases[207]. - Key factors influencing estimates include fluctuations in exchange rates, raw material prices, discount rates, and operating efficiencies[207]. - The company will closely monitor actual results versus expectations and any significant changes in current events that may affect future estimated cash flows[206].