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Opus Genetics, Inc.(IRD) - 2025 Q2 - Quarterly Results
2025-08-13 20:32
[Corporate Update and Pipeline Highlights](index=1&type=section&id=Corporate%20Update%20and%20Pipeline%20Highlights) The company received key regulatory designations, reported positive clinical trial results, and secured non-dilutive funding - The FDA granted **Regenerative Medicine Advanced Therapy (RMAT) designation** for OPGx-LCA5, a gene therapy for Leber Congenital Amaurosis (LCA), signaling potential for accelerated development[2](index=2&type=chunk) - **Positive 12-month Phase 1/2 clinical data** for OPGx-LCA5 in adults and encouraging early pediatric data support its potential for vision restoration[2](index=2&type=chunk) - Reported **positive topline results** from two Phase 3 trials (VEGA-3 and LYNX-2) for Phentolamine Ophthalmic Solution 0.75% in presbyopia and night vision disturbances[2](index=2&type=chunk) - The OPGx-BEST1 program for inherited retinal disease is on track to enter a **Phase 1/2 trial in the second half of 2025**[2](index=2&type=chunk) - Secured **non-dilutive funding** from patient advocacy groups to advance multiple early-stage gene therapy programs, including OPGx-RDH12 and OPGx-MERTK[2](index=2&type=chunk)[6](index=6&type=chunk) [Pipeline Updates](index=2&type=section&id=Pipeline%20Updates) This section details clinical and preclinical progress across the company's key therapeutic programs [OPGx-LCA5 – Gene Therapy for Leber Congenital Amaurosis (LCA)](index=2&type=section&id=OPGx-LCA5%20%E2%80%93%20Gene%20Therapy%20for%20Leber%20Congenital%20Amaurosis%20(LCA)) The OPGx-LCA5 program received RMAT designation and demonstrated sustained vision improvements in clinical trials - The FDA granted **Regenerative Medicine Advanced Therapy (RMAT) designation**, providing a pathway for accelerated development and review[6](index=6&type=chunk) - Twelve-month clinical data from the adult cohort in the Phase 1/2 trial showed **sustained improvements in visual function**, including gains in visual acuity and better mobility testing scores[6](index=6&type=chunk) - Initial one-month post-treatment data in the pediatric cohort indicated **vision improvement with no drug-related adverse events**[6](index=6&type=chunk) [OPGx-BEST1 – Gene Therapy for BEST1-Related IRD](index=2&type=section&id=OPGx-BEST1%20%E2%80%93%20Gene%20Therapy%20for%20BEST1-Related%20IRD) The OPGx-BEST1 program is advancing toward a Phase 1/2 trial supported by positive preclinical data - Preclinical data presented in May showed **restoration of the retinal pigment epithelium-photoreceptor interface** in a canine model using AAV-mediated gene delivery[6](index=6&type=chunk) - The company remains on track to submit an IND application and initiate a **Phase 1/2 trial in the second half of 2025**[6](index=6&type=chunk) [OPGx-RDH12 and OPGx-MERTK – Advancing with Non-Dilutive Support](index=2&type=section&id=OPGx-RDH12%20and%20OPGx-MERTK%20%E2%80%93%20Advancing%20with%20Non-Dilutive%20Support) Early-stage gene therapies OPGx-RDH12 and OPGx-MERTK are advancing with non-dilutive funding from patient groups - A partnership with the Global RDH12 Alliance provides up to **$1.6 million in non-dilutive funding** to advance OPGx-RDH12 for RDH12-LCA[6](index=6&type=chunk) - Received up to **$2 million in non-dilutive funding** from the Retinal Degeneration Fund to advance OPGx-MERTK for retinitis pigmentosa caused by MERTK mutations[6](index=6&type=chunk) [Phentolamine Ophthalmic Solution 0.75% – Advancing Toward sNDA Submissions](index=3&type=section&id=Phentolamine%20Ophthalmic%20Solution%200.75%25%20%E2%80%93%20Advancing%20Toward%20sNDA%20Submissions) Positive Phase 3 trial results for Phentolamine Ophthalmic Solution support planned sNDA submissions - The VEGA-3 Phase 3 trial for presbyopia met its primary endpoint, with **27.2% of treated patients achieving a ≥15-letter gain** in near visual acuity compared to 11.5% on placebo (p<0.0001)[12](index=12&type=chunk) - The LYNX-2 Phase 3 trial for keratorefractive patients with night vision disturbances also **met its primary and secondary endpoints**, showing significant gains in mesopic low contrast vision[12](index=12&type=chunk) [Outlook and Upcoming Milestones](index=3&type=section&id=Upcoming%20Expected%20Data%20Readouts%20and%20Program%20Advancements) The company outlines key clinical and regulatory milestones expected in the second half of 2025 - Key upcoming milestones for the second half of 2025 include: - Reporting three-month pediatric data from the OPGx-LCA5 Phase 1/2 trial (Q3 2025) - Initiating enrollment in the Phase 1/2 trial for OPGx-BEST1 (H2 2025) - Submitting the Phentolamine sNDA for presbyopia (H2 2025) - Initiating enrollment in the Phentolamine LYNX-3 Phase 3 trial (H2 2025)[12](index=12&type=chunk) [Second Quarter 2025 Financial Results](index=3&type=section&id=Financial%20Results%20for%20the%20Second%20Quarter%20Ended%20June%2030%2C%202025) The company reports Q2 2025 financial performance, including revenue growth and an updated cash runway [Financial Performance Summary](index=3&type=section&id=Financial%20Performance%20Summary) The company reported a net loss of $7.4 million on revenue of $2.9 million, with a cash runway into H2 2026 - As of June 30, 2025, the company had cash and cash equivalents of **$32.4 million**, which is expected to fund operations into the second half of 2026[9](index=9&type=chunk) Q2 2025 Key Financial Metrics (vs. Q2 2024) | Metric | Q2 2025 | Q2 2024 | Change | | :--- | :--- | :--- | :--- | | License & Collaboration Revenue | $2.9 million | $1.1 million | +163.6% | | G&A Expenses | $5.8 million | $3.4 million | +70.6% | | R&D Expenses | $6.0 million | $6.1 million | -1.6% | | Net Loss | $7.4 million | $7.8 million | Improved | | Net Loss per Share | $(0.12) | $(0.30) | Improved | [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets grew to $38.7 million, while liabilities increased to $21.2 million as of June 30, 2025 Balance Sheet Summary (in thousands) | Balance Sheet Item | June 30, 2025 | Dec 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | $32,429 | $30,321 | | Total assets | $38,665 | $36,862 | | Total liabilities | $21,192 | $11,295 | | Total stockholders' equity | $17,473 | $6,724 | [Condensed Consolidated Statements of Comprehensive Loss](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) The company's net loss improved to $7.4 million for Q2 2025, compared to $7.8 million in the prior-year period Statement of Comprehensive Loss (in thousands, except per share data) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | License and collaborations revenue | $2,882 | $1,112 | | Total operating expenses | $11,788 | $9,440 | | Loss from operations | $(8,906) | $(8,328) | | Net loss | $(7,420) | $(7,765) | | Net loss per share (basic and diluted) | $(0.12) | $(0.30) | | Weighted avg. shares outstanding | 63,376,392 | 25,827,265 | [Company Overview](index=4&type=section&id=About%20Opus%20Genetics) Opus Genetics is a clinical-stage biopharmaceutical company focused on gene therapies for inherited retinal diseases - Opus Genetics is a clinical-stage biopharmaceutical company specializing in **gene therapies for inherited retinal diseases (IRDs)** and small molecule therapies for other eye disorders[15](index=15&type=chunk) - The company's lead gene therapy candidates are **OPGx-LCA5** for Leber congenital amaurosis (LCA) and **OPGx-BEST1** for BEST1-related retinal degeneration[15](index=15&type=chunk) - Opus is also advancing a partnered therapy, **Phentolamine Ophthalmic Solution 0.75%**, which is being studied in Phase 3 programs for presbyopia and nighttime visual disturbances[15](index=15&type=chunk)
Israel Acquisitions p(ISRL) - 2025 Q2 - Quarterly Report
2025-08-13 20:32
Table of Contents FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41593 ISRAEL ACQUISITIONS CORP (Exact Name of Registrant as Specified in Its Charter) | Cayman Islands | 87-3587394 | | --- | --- | | (State or other jurisdiction of | (I.R.S. Employer | | incor ...
Israel Acquisitions Corp(ISRLU) - 2025 Q2 - Quarterly Report
2025-08-13 20:32
Table of Contents FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Exact Name of Registrant as Specified in Its Charter) For the quarter ended June 30, 2025 | Cayman Islands | 87-3587394 | | --- | --- | | (State or other jurisdiction of | (I.R.S. Employer | | incorporation or organization) | Identification No.) | ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 12600 Hill Country Blvd, Building R, Suite ...
Trailblazer Merger I(TBMC) - 2025 Q2 - Quarterly Report
2025-08-13 20:32
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 quarter ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41668 TRAILBLAZER MERGER CORPORATION I (Exact Name of Registrant as Specified in Its Charter) | Delaware | 87-3710376 | | --- | --- | | (Sta ...
Graf Global Corp.(GRAF) - 2025 Q2 - Quarterly Report
2025-08-13 20:31
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Exact Name of Registrant as Specified in Its Charter) | Cayman Islands | N/A | | --- | --- | | (State or other jurisdiction of | (I.R.S. Employer | | ...
BeyondSpring(BYSI) - 2025 Q2 - Quarterly Report
2025-08-13 20:31
[Forward-Looking Statements](index=4&type=section&id=FORWARD-LOOKING%20STATEMENTS) [Forward-Looking Statements](index=4&type=section&id=FORWARD-LOOKING%20STATEMENTS) This section cautions investors that forward-looking statements involve risks and uncertainties, and actual results may differ - The report identifies numerous forward-looking statements concerning the company's operations, including clinical trial progress, regulatory filings, commercialization potential, financial projections, and intellectual property strategy[12](index=12&type=chunk)[16](index=16&type=chunk) - Investors are directed to "Part II, Item 1A. Risk Factors" for a detailed discussion of risks that could cause actual results to differ from those projected in the forward-looking statements[11](index=11&type=chunk)[13](index=13&type=chunk) [PART I. FINANCIAL INFORMATION](index=6&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Financial Statements](index=6&type=section&id=Item%201.%20Financial%20Statements) Unaudited Q2 2025 financial statements report a net loss of $4.6 million, reclassifying SEED Therapeutics as a discontinued operation [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of June 30, 2025, total assets decreased to **$31.0 million**, while cash from continuing operations increased to **$9.5 million** Condensed Consolidated Balance Sheet Highlights (in thousands of U.S. Dollars) | Account | Dec 31, 2024 | June 30, 2025 (Unaudited) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $2,922 | $9,544 | | Current assets of discontinued operations | $25,347 | $15,712 | | Total assets | $34,315 | $31,043 | | **Liabilities & Equity** | | | | Total current liabilities | $11,010 | $11,730 | | Total liabilities | $48,600 | $48,588 | | Total shareholders' deficit | ($14,285) | ($17,545) | [Condensed Consolidated Statements of Comprehensive Income (Loss)](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income%20(Loss)) For H1 2025, net loss from continuing operations was **$4.5 million**, but a **$7.0 million** gain from subsidiary sale resulted in a total net income of **$2.7 million** Six Months Ended June 30, (in thousands of U.S. Dollars) | Metric | 2024 | 2025 | | :--- | :--- | :--- | | Revenue | $0 | $0 | | Research and development | ($1,550) | ($1,876) | | General and administrative | ($3,146) | ($2,683) | | Net loss from continuing operations | ($4,731) | ($4,462) | | Net income (loss) from discontinued operations | ($2,646) | $983 | | Net income (loss) attributable to BeyondSpring Inc. | ($7,262) | $2,671 | | Basic and diluted EPS | ($0.19) | $0.07 | [Condensed Consolidated Statements of Cash Flows](index=12&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For H1 2025, net cash used in operating activities was **$10.1 million**, offset by **$17.2 million** from investing activities, resulting in a net cash increase of **$7.1 million** Cash Flow Summary for Six Months Ended June 30, (in thousands of U.S. Dollars) | Cash Flow Activity | 2024 | 2025 | | :--- | :--- | :--- | | Net cash used in operating activities | ($12,254) | ($10,072) | | Net cash provided by investing activities | $0 | $17,154 | | Net cash provided by financing activities | $3,000 | $0 | | Net increase (decrease) in cash | ($9,354) | $7,080 | [Notes to Condensed Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Key notes detail the divestiture of SEED Therapeutics as a discontinued operation, collaboration agreements, and the company's deferred tax asset valuation allowance - The company approved a plan to sell 90-100% of its interest in SEED Therapeutics. The first closing occurred in February 2025 for **$7.35 million**, resulting in a recognized gain of **$7.0 million**. The company's ownership in SEED decreased to **40.12%** but it retained control[62](index=62&type=chunk)[68](index=68&type=chunk)[70](index=70&type=chunk) - The collaboration with Hengrui for Plinabulin in Greater China involves an upfront fee of **$31.0 million** (RMB 200 million) and potential milestones. No revenue has been recognized from this agreement as of June 30, 2025, and the upfront fee is recorded as deferred revenue[71](index=71&type=chunk)[72](index=72&type=chunk)[74](index=74&type=chunk) - The collaboration with Eli Lilly via subsidiary SEED involves an upfront fee of **$10 million** and potential milestones up to **$780 million**. Revenue from this agreement is recognized over time and is reported within discontinued operations[76](index=76&type=chunk)[77](index=77&type=chunk)[81](index=81&type=chunk) - As of June 30, 2025, the company maintained a full valuation allowance against its net deferred tax assets, believing it is more likely than not that they will not be realized[87](index=87&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=33&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Plinabulin development, SEED Therapeutics divestiture, and H1 2025 financial results, noting decreased G&A and increased R&D expenses - The company's lead asset, Plinabulin, is being developed as an anti-cancer agent, with a focus on non-small cell lung cancer (NSCLC) patients who have progressed on checkpoint inhibitors. The company plans to file a New Drug Application (NDA) with China's NMPA[122](index=122&type=chunk)[124](index=124&type=chunk) - The company entered into agreements to sell a portion of its SEED preferred shares for **$35.4 million** in three tranches. The first closing in February 2025 yielded **$7.35 million**. Future closings are expected by December 2025 and December 2026[134](index=134&type=chunk) - As of June 30, 2025, continuing operations held **$9.5 million** in cash and cash equivalents. Management anticipates that current financial resources will be sufficient to meet operational expenses for the next 12 months[130](index=130&type=chunk)[161](index=161&type=chunk) [Results of Operations](index=38&type=section&id=Results%20of%20Operations) For H1 2025, R&D expenses increased by **21%** to **$1.9 million**, while G&A expenses decreased by **15%** to **$2.7 million**, improving net loss from continuing operations Comparison of Operating Results for the Six Months Ended June 30, (in thousands of U.S. Dollars) | Item | 2024 | 2025 | Change % | | :--- | :--- | :--- | :--- | | Research and development | ($1,550) | ($1,876) | 21% | | General and administrative | ($3,146) | ($2,683) | -15% | | Loss from operations | ($4,696) | ($4,559) | -3% | | Net loss from continuing operations | ($4,731) | ($4,462) | -6% | - The **$0.3 million** increase in R&D expenses for H1 2025 was primarily due to higher professional service fees for regulatory and CMC activities and increased research on Plinabulin combination therapies[155](index=155&type=chunk) - The **$0.4 million** decrease in G&A expenses for H1 2025 was mainly due to lower salary expenses from reduced administrative headcount and lower investor relations and D&O insurance costs[157](index=157&type=chunk) [Liquidity and Capital Resources](index=41&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity improved in H1 2025, with cash from continuing operations reaching **$9.5 million** due to the SEED equity sale, and current resources are sufficient for the next 12 months - The company financed operations through a combination of equity offerings, loans, sale of subsidiary interests, and collaboration arrangements. In February 2025, it received **$7.4 million** from the first closing of the SEED sale[160](index=160&type=chunk) - Net cash used in operating activities decreased to **$10.1 million** in H1 2025 from **$12.3 million** in H1 2024[160](index=160&type=chunk)[162](index=162&type=chunk) - Management is evaluating various financing alternatives for medium to long-term funding, including equity/debt financing, licensing, partnerships, or other strategic transactions[161](index=161&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=45&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, BeyondSpring Inc. is exempt from providing quantitative and qualitative disclosures about market risk - The company is exempt from providing quantitative and qualitative disclosures about market risk because it qualifies as a smaller reporting company under Exchange Act Rule 12b-2[181](index=181&type=chunk) [Controls and Procedures](index=45&type=section&id=Item%204.%20Controls%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 - Based on an evaluation as of June 30, 2025, the Principal Executive and Financial Officer concluded that the company's disclosure controls and procedures were effective[182](index=182&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that materially affected, or are reasonably likely to materially affect, these controls[184](index=184&type=chunk) [PART II. OTHER INFORMATION](index=46&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=46&type=section&id=Item%201.%20Legal%20Proceedings) The company is not currently a party to any legal proceedings that would materially adversely affect its business or financial condition - As of the filing date, the company is not involved in any material legal proceedings[186](index=186&type=chunk) [Risk Factors](index=46&type=section&id=Item%201A.%20Risk%20Factors) There are no material changes to the risk factors previously disclosed in the company's 2024 Annual Report on Form 10-K - The company states there are no material changes from the risk factors disclosed in its 2024 Annual Report on Form 10-K[187](index=187&type=chunk) [Exhibits](index=47&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, primarily including officer certifications and Inline XBRL data files - Exhibits filed include CEO/CFO certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act[192](index=192&type=chunk)
BTCS(BTCS) - 2025 Q2 - Quarterly Report
2025-08-13 20:31
PART I - FINANCIAL INFORMATION [ITEM 1 Financial Statements](index=4&type=section&id=ITEM%201%20Financial%20Statements) This section presents BTCS Inc.'s unaudited condensed consolidated financial statements and detailed explanatory notes [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section presents the company's financial position, detailing assets, liabilities, and equity at specific reporting dates Condensed Consolidated Balance Sheets (June 30, 2025 vs. Dec 31, 2024) | Metric | Dec 31, 2024 (USD) | June 30, 2025 (Unaudited) (USD) | Change (USD) | % Change | | :-------------------------- | :------------------- | :------------------------------ | :----------- | :------- | | Total Assets | 38,245,389 | 40,809,558 | 2,564,169 | 6.70% | | Crypto assets | 646,539 | 10,837,423 | 10,190,884 | 1576.25% | | Staked crypto assets | 35,410,144 | 28,588,212 | (6,821,932) | -19.26% | | Total Liabilities | 4,245,435 | 9,739,393 | 5,493,958 | 129.41% | | Loan payable - DeFi protocol | - | 4,000,000 | 4,000,000 | N/A | | Convertible notes payable, net | - | 4,801,098 | 4,801,098 | N/A | | Total Stockholders' Equity | 33,999,954 | 31,070,165 | (2,929,789) | -8.62% | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section outlines the company's financial performance, including revenues, expenses, and net income or loss over specific periods Condensed Consolidated Statements of Operations (Three Months Ended June 30) | Metric | 2025 (USD) | 2024 (USD) | Change (USD) | % Change | | :------------------------------------------ | :--------- | :--------- | :----------- | :------- | | Blockchain infrastructure revenues | 2,772,198 | 561,192 | 2,211,006 | 394% | | Gross profit | (80,935) | 392,344 | (473,279) | -121% | | Realized (gains) losses on crypto asset transactions | 2,777,620 | (287,327) | 3,064,947 | -1067% | | Change in unrealized appreciation (depreciation) of crypto assets | 8,793,161 | (5,943,339) | 14,736,500 | -248% | | Net income (loss) | 3,881,532 | (6,727,869) | 10,609,401 | -158% | | Basic EPS | 0.18 | (0.43) | 0.61 | -141.86% | | Diluted EPS | 0.14 | (0.43) | 0.57 | -132.56% | Condensed Consolidated Statements of Operations (Six Months Ended June 30) | Metric | 2025 (USD) | 2024 (USD) | Change (USD) | % Change | | :------------------------------------------ | :--------- | :--------- | :----------- | :------- | | Blockchain infrastructure revenues | 4,461,133 | 1,012,578 | 3,448,555 | 341% | | Gross profit | 39,341 | 683,105 | (643,764) | -94% | | Realized (gains) losses on crypto asset transactions | 4,159,908 | (298,014) | 4,457,922 | -1496% | | Change in unrealized appreciation (depreciation) of crypto assets | (5,737,661) | 7,159,328 | (12,896,989) | -180% | | Net income (loss) | (13,387,165) | 5,528,717 | (18,915,882) | -342% | | Basic EPS | (0.65) | 0.35 | (1.00) | -285.71% | | Diluted EPS | (0.65) | 0.28 | (0.93) | -332.14% | [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity) This section details changes in the company's equity, including stock issuances, compensation, and net income impacts Condensed Consolidated Statements of Changes in Stockholders' Equity (Six Months Ended June 30, 2025) | Metric | Dec 31, 2024 (USD) | June 30, 2025 (USD) | Change (USD) | | :-------------------------------- | :----------------- | :------------------ | :----------- | | Balance at beginning of period | 33,999,954 | 33,999,954 | 0 | | Issuance of common stock, net | - | 4,079,085 | 4,079,085 | | Issuance of warrants | - | 2,533,311 | 2,533,311 | | Stock-based compensation | - | 4,107,038 | 4,107,038 | | Forfeiture of stock based awards | - | (262,058) | (262,058) | | Net income (loss) | - | (13,387,165) | (13,387,165) | | Balance at end of period | 33,999,954 | 31,070,165 | (2,929,789) | Condensed Consolidated Statements of Changes in Stockholders' Equity (Six Months Ended June 30, 2024) | Metric | Dec 31, 2023 (USD) | June 30, 2024 (USD) | Change (USD) | | :-------------------------------- | :----------------- | :------------------ | :----------- | | Balance at beginning of period | 26,165,791 | 26,165,791 | 0 | | Issuance of common stock, net | - | 240,305 | 240,305 | | Stock-based compensation | - | 1,178,084 | 1,178,084 | | Net income (loss) | - | 5,528,717 | 5,528,717 | | Balance at end of period | 26,165,791 | 33,112,897 | 6,947,106 | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section summarizes cash inflows and outflows from operating, investing, and financing activities Condensed Consolidated Statements of Cash Flows (Six Months Ended June 30) | Metric | 2025 (USD) | 2024 (USD) | Change (USD) | | :------------------------------------------ | :--------- | :--------- | :----------- | | Net cash used in operating activities | (3,235,514) | (1,693,099) | (1,542,415) | | Net cash provided by (used in) investing activities | (13,365,606) | 531,149 | (13,896,755) | | Net cash provided by financing activities | 15,262,531 | 240,305 | 15,022,226 | | Net (decrease)/increase in cash | (1,338,589) | (921,645) | (416,944) | | Cash, end of period | 639,189 | 536,682 | 102,507 | [Note 1 - Business Organization and Nature of Operations](index=10&type=section&id=Note%201%20-%20Business%20Organization%20and%20Nature%20of%20Operations) This note describes BTCS Inc.'s core business as an Ethereum-first blockchain technology company and its operational focus - BTCS Inc. is an "Ethereum-first" blockchain technology business focused on scalable revenue generation and ETH accumulation through its vertically integrated blockchain infrastructure operations[31](index=31&type=chunk) - Operates two core infrastructure initiatives: NodeOps (Ethereum validator nodes earning ETH-denominated staking rewards) and Builder+ (proprietary Ethereum block builder earning execution layer rewards like transaction fees and MEV)[32](index=32&type=chunk) - Implements a DeFi/TradFi Flywheel, a capital formation and reinvestment framework leveraging decentralized finance (on-chain borrowing) and traditional capital markets (ATM equity offerings, convertible notes)[33](index=33&type=chunk) - During the six months ended June 30, 2025, the Company completed a strategic wind-down of validator node operations on Avalanche, Cosmos, Akash, and Kava, and liquidated the majority of its non-Ethereum token holdings to align with its ETH-centric focus[34](index=34&type=chunk) [Note 2 - Basis of Presentation](index=10&type=section&id=Note%202%20-%20Basis%20of%20Presentation) This note outlines the accounting principles and presentation methods used for the interim financial statements - The unaudited condensed consolidated financial statements are prepared in accordance with GAAP for interim financial information and SEC rules, reflecting normal, recurring adjustments[37](index=37&type=chunk) - Interim results for the three months ended June 30, 2025, are not necessarily indicative of results for the full year ending December 31, 2025[37](index=37&type=chunk) - Certain prior period amounts were reclassified to conform with current period presentation, with no material impact on financial statements[38](index=38&type=chunk) [Note 3 - Summary of Significant Accounting Policies](index=11&type=section&id=Note%203%20-%20Summary%20of%20Significant%20Accounting%20Policies) This note details the key accounting policies, including recent changes for crypto assets and revenue recognition - No material changes in significant accounting policies from the 2024 Annual Report on Form 10-K, except for specific updates detailed within this note[39](index=39&type=chunk) - **Crypto Assets Accounting Changes (Effective Jan 1, 2025):** - Cost basis of crypto assets is now measured at fair value based on the spot price at the time of receipt (previously last close price of the day in UTC) - Adopted the Last-In, First-Out ("LIFO") method for determining the cost basis of crypto assets disposed of, replacing the specific identification method[50](index=50&type=chunk)[53](index=53&type=chunk) - **Revenue Recognition:** - Recognizes revenue from staking rewards (NodeOps) and gas fees/tips from block-building (Builder+), collectively termed 'Blockchain infrastructure revenues' - Revenue is measured at fair value of crypto asset awards and gas fees on the date received[64](index=64&type=chunk)[66](index=66&type=chunk) - **Warrant Accounting:** Warrants are classified as liabilities if they require net cash settlement or provide counterparty choice of cash/share settlement, or require registered shares without precluding cash settlement. Otherwise, they are equity-classified[99](index=99&type=chunk)[103](index=103&type=chunk) - **DeFi Lending Arrangements:** Borrowings are recognized as financial liabilities. Collateralized ETH remains on the balance sheet as the Company retains ownership, but is restricted from transfer[120](index=120&type=chunk) - **Recent Accounting Pronouncements:** Adopted ASU 2023-07 (Segment Reporting) for 2024, expanding segment expense disclosures. Evaluating ASU 2023-09 (Income Tax Disclosures) effective Jan 1, 2025, and ASU 2024-03 (Expense Disaggregation Disclosures) effective Dec 15, 2026[128](index=128&type=chunk)[129](index=129&type=chunk)[130](index=130&type=chunk) [Note 4 – Crypto Assets](index=23&type=section&id=Note%204%20%E2%80%93%20Crypto%20Assets) This note provides details on the company's crypto asset holdings, including fair market values and restricted ETH Crypto Assets Held as of June 30, 2025 | Asset | Tokens | Cost (USD) | Fair Market Value (USD) | | :-------------- | :------- | :----------- | :---------------------- | | Ethereum (ETH) | 14,659 | 26,893,611 | 36,444,451 | | Cosmos (ATOM) | 355,813 | 5,394,231 | 1,458,228 | | Solana (SOL) | 7,247 | 521,625 | 1,122,321 | | Avalanche (AVAX) | 19,628 | 1,179,923 | 352,714 | | BNB Chain (BNB) | 68 | 48,246 | 44,864 | | Rocket Pool (RPL) | 609 | 6,749 | 3,057 | | Total | | 34,044,385 | 39,425,635 | - ETH holdings include 10,460 ETH staked to validator nodes (approx. **$26.01M fair value**) and 3,903 ETH deposited as collateral for DeFi borrowings (approx. **$9.70M fair value**), which is restricted from transfer[133](index=133&type=chunk)[134](index=134&type=chunk) [Note 5 – Fair Value of Financial Assets and Liabilities](index=24&type=section&id=Note%205%20%E2%80%93%20Fair%20Value%20of%20Financial%20Assets%20and%20Liabilities) This note presents the fair value measurements of financial assets and liabilities, categorized by valuation levels Fair Value Measured at June 30, 2025 | Asset/Liability | Balance (USD) | Level 1 (USD) | Level 2 (USD) | Level 3 (USD) | | :-------------- | :------------ | :------------ | :------------ | :------------ | | Crypto Assets | 39,425,635 | 39,425,635 | - | - | | Investments | 350,000 | - | - | 350,000 | | Warrant Liabilities | 208,050 | - | - | 208,050 | - Warrant liabilities were reclassified from equity to Level 3 liabilities as of June 30, 2025, because the Company no longer controlled certain fundamental transactions, potentially requiring cash settlement[145](index=145&type=chunk)[146](index=146&type=chunk) - Level 3 investments are carried at original cost (**$350,000** as of June 30, 2025) using the measurement alternative under ASC 321[141](index=141&type=chunk) [Note 6 – Stockholders' Equity](index=27&type=section&id=Note%206%20%E2%80%93%20Stockholders%27%20Equity) This note details changes in stockholders' equity, including common stock issuances, stock options, and restricted stock units - As of June 30, 2025, there were **21,968,566 shares** of Common Stock issued and outstanding[150](index=150&type=chunk) ATM Offering Sales (Six Months Ended June 30, 2025) | Metric | Value | | :-------------------------------- | :---------- | | Shares sold | 1,871,889 | | Aggregate total gross proceeds | $4,220,000 | | Average selling price per share | $2.25 | | Net proceeds (after commissions) | $4,079,000 | - **1,020,834 restricted shares** of Series V Preferred Stock were issued in connection with RSU vesting, subject to market capitalization and time-based vesting[161](index=161&type=chunk) Stock Option Activity (Six Months Ended June 30, 2025) | Metric | Number of Shares | Weighted Average Exercise Price | | :-------------------------------- | :--------------- | :------------------------------ | | Options outstanding as of Dec 31, 2024 | 1,302,500 | $1.96 | | Employee options granted | 1,477,068 | $2.43 | | Options outstanding as of Jun 30, 2025 | 2,661,410 | $2.22 | - On January 13, 2025, the Company accelerated the vesting of **1,170,834 LTI RSUs**, settling them through restricted Common Stock and Series V preferred stock, which remain subject to original performance and time-based conditions[169](index=169&type=chunk)[170](index=170&type=chunk) [Note 7 – Debt](index=32&type=section&id=Note%207%20%E2%80%93%20Debt) This note describes the company's debt obligations, including DeFi protocol borrowings and convertible notes DeFi Protocol Lending Activity (Six Months Ended June 30, 2025) | Metric | Value (USD) | | :-------------------------- | :---------- | | Beginning balance | - | | Proceeds from DeFi borrowings | 5,447,000 | | Repayments of principal | (1,447,000) | | Ending balance | 4,000,000 | - DeFi borrowings are collateralized by approximately **3,903 ETH** with a fair market value of **$9.70 million** as of June 30, 2025[177](index=177&type=chunk) - In May 2025, the Company issued **$7.81 million** in 5% Original Issue Discount Senior Secured Convertible Notes for **$7.42 million** gross cash proceeds, along with **1,901,916 warrants**[181](index=181&type=chunk) - Convertible Notes terms: convertible at **$5.85/share**, mature in 24 months (May 2027), **6% annual interest**, secured by all Company assets (excluding ETH collateralized on Aave)[182](index=182&type=chunk) [Note 8 – Accrued Expenses](index=34&type=section&id=Note%208%20%E2%80%93%20Accrued%20Expenses) This note provides a breakdown of accrued expenses and explains significant changes in compensation accruals Accrued Expenses (June 30, 2025 vs. Dec 31, 2024) | Accrued Expense | June 30, 2025 (USD) | Dec 31, 2024 (USD) | Change (USD) | % Change | | :-------------------------- | :------------------ | :----------------- | :----------- | :------- | | Accrued compensation | 621,017 | 3,907,091 | (3,286,074) | -84.10% | | Accrued interest | 6,621 | - | 6,621 | N/A | | Accounts payable and accrued expenses | 102,607 | 70,444 | 32,163 | 45.66% | | Total | 730,245 | 3,977,535 | (3,247,290) | -81.64% | - The significant decrease in accrued compensation reflects bonus payments made during the first quarter of 2025[188](index=188&type=chunk) [Note 9 – Employee Benefit Plans](index=34&type=section&id=Note%209%20%E2%80%93%20Employee%20Benefit%20Plans) This note details the company's contributions to employee benefit plans, specifically the 401(k) plan 401(k) Plan Contributions (Six Months Ended June 30) | Year | Contributions (USD) | | :--- | :------------------ | | 2025 | 122,000 | | 2024 | 109,000 | [Note 10 – Liquidity](index=34&type=section&id=Note%2010%20%E2%80%93%20Liquidity) This note assesses the company's ability to meet its short-term and long-term financial obligations - The Company has an accumulated deficit of approximately **$153.34 million** as of June 30, 2025, and net cash used in operating activities was approximately **$3.24 million** for the six months ended June 30, 2025[191](index=191&type=chunk) - Management believes existing cash and liquid crypto assets, combined with ongoing financing strategies (DeFi borrowing, convertible notes, ATM offerings), provide sufficient liquidity to support operations for at least the next twelve months[191](index=191&type=chunk) [Note 11 – Segment Information](index=34&type=section&id=Note%2011%20%E2%80%93%20Segment%20Information) This note provides financial information for the company's single reportable segment: blockchain infrastructure - The Company operates as a single reportable segment focused on blockchain infrastructure, which consists of two primary revenue-generating activities: Validator Node Operations ("NodeOps") and Ethereum Block Building ("Builder+")[192](index=192&type=chunk) - Gross profit (loss) is the primary segment performance measure reviewed by the CODM for operational and capital allocation decisions[193](index=193&type=chunk) Segment Revenue and Gross Profit (Loss) (Three Months Ended June 30, 2025) | Metric | NodeOps (USD) | Builder+ (USD) | Total (USD) | | :-------------------------------- | :------------ | :------------- | :------------ | | Revenues from blockchain infrastructure operations | 262,972 | 2,509,226 | 2,772,198 | | Cost of Revenues | 13,255 | 2,839,878 | 2,853,133 | | Gross profit (loss) | 249,717 | (330,652) | (80,935) | Segment Revenue and Gross Profit (Loss) (Six Months Ended June 30, 2025) | Metric | NodeOps (USD) | Builder+ (USD) | Total (USD) | | :-------------------------------- | :------------ | :------------- | :------------ | | Revenues from blockchain infrastructure operations | 602,263 | 3,858,870 | 4,461,133 | | Cost of Revenues | 60,021 | 4,361,771 | 4,421,792 | | Gross profit (loss) | 542,242 | (502,901) | 39,341 | [Note 12 – Subsequent Events](index=36&type=section&id=Note%2012%20%E2%80%93%20Subsequent%20Events) This note discloses significant events that occurred after the reporting period but before the financial statements were issued - From July 1, 2025, to August 12, 2025, the Company sold **24,522,525 shares** of Common Stock under the ATM Agreement for approximately **$131.08 million** net proceeds[196](index=196&type=chunk) - Borrowed an additional **$47.5 million** in USDT through Aave from July 1 to August 12, 2025, bringing total outstanding DeFi borrowings to approximately **$51.70 million**, collateralized by approximately **38,400 ETH** (fair value **$176.06 million**)[197](index=197&type=chunk) - On July 21, 2025, entered into a new Securities Purchase Agreement for **$10.05 million** in 5% OID Senior Secured Convertible Notes, with a **$9.55 million** purchase price, and **879,375 five-year warrants**[199](index=199&type=chunk) - Subsequent to June 30, 2025, **1,561,687 shares** of Common Stock were issued from cashless exercise of stock options and warrants[202](index=202&type=chunk) - On August 7, 2025, market capitalization vesting condition for certain Long-Term Incentive (LTI) awards was satisfied, resulting in **318,055 shares** of Common Stock and **318,055 shares** of Series V Preferred Stock becoming fully vested[203](index=203&type=chunk)[204](index=204&type=chunk) - On August 7, 2025, the Board approved performance-based stock options for executive officers for exceeding the highest liquidity milestone (**$75M cash and crypto balance** for 20 consecutive days) under the 2025 Annual Performance Incentive Plan[206](index=206&type=chunk)[207](index=207&type=chunk)[208](index=208&type=chunk) [ITEM 2 Management's Discussion and Analysis of Financial Condition and Results of Operations](index=38&type=section&id=ITEM%202%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section analyzes BTCS's financial condition, operations, and liquidity, highlighting strategic focus and performance drivers - BTCS is an "Ethereum-first" blockchain infrastructure and digital asset treasury company, leveraging a DeFi/TradFi Flywheel strategy to optimize capital efficiency and grow its ETH treasury[211](index=211&type=chunk)[212](index=212&type=chunk) - Streamlined focus during H1 2025 involved pausing ChainQ development, winding down non-Ethereum validator operations (Avalanche, Cosmos, Akash, Kava), and liquidating most alt-coin holdings to concentrate on Ethereum-based revenue and ETH accumulation[215](index=215&type=chunk) Total Revenue by Segment (Quarterly) | Segment | 2024 Q2 (USD) | 2024 Q3 (USD) | 2024 Q4 (USD) | 2025 Q1 (USD) | 2025 Q2 (USD) | | :-------------------------------- | :------------ | :------------ | :------------ | :------------ | :------------ | | NodeOps | 485,340 | 334,654 | 381,958 | 339,291 | 262,972 | | Builder+ | 75,852 | 404,503 | 1,939,825 | 1,349,644 | 2,509,226 | | Total Revenue | 561,192 | 739,157 | 2,321,783 | 1,688,935 | 2,772,198 | - Revenue for Q2 2025 increased by **394% YoY** to **$2.77 million**, primarily due to the expansion of Builder+ operations, including the commencement of Binance Smart Chain (BSC) block building, which contributed **$0.41 million** (15% of overall revenue)[224](index=224&type=chunk)[225](index=225&type=chunk) - Cost of revenues increased significantly (**1,590% YoY** for Q2 2025) due to higher Validator Payments for block-building activities, leading to negative gross margins for Q2 2025[228](index=228&type=chunk)[230](index=230&type=chunk)[222](index=222&type=chunk) - Net income for Q2 2025 was **$3.88 million** (vs. **-$6.73 million** in Q2 2024), driven by positive changes in the fair value of crypto assets. However, the six-month period ended June 30, 2025, resulted in a net loss of **$13.39 million** (vs. **$5.53 million** net income in H1 2024) due to unrealized depreciation and realized losses on non-ETH crypto asset sales[243](index=243&type=chunk)[244](index=244&type=chunk)[245](index=245&type=chunk) - As of August 12, 2025, the Company had approximately **$4.21 million** cash and cash equivalents, and **$323.04 million** in crypto assets. Total debt obligations were **$69.56 million** (**$51.70 million** DeFi, **$17.86 million** convertible notes)[258](index=258&type=chunk) [ITEM 3 Quantitative and Qualitative Disclosures About Market Risk](index=53&type=section&id=ITEM%203%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not applicable for smaller reporting companies, exempting detailed market risk disclosures - This section is not applicable to smaller reporting companies[283](index=283&type=chunk) [ITEM 4 Controls and Procedures](index=53&type=section&id=ITEM%204%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the effectiveness of the Company's disclosure controls and procedures as of June 30, 2025, and concluded they were effective - Disclosure controls and procedures were evaluated and deemed effective as of June 30, 2025[278](index=278&type=chunk) - No material changes in internal control over financial reporting occurred during the period[279](index=279&type=chunk) PART II - OTHER INFORMATION [ITEM 1 Legal Proceedings](index=54&type=section&id=ITEM%201%20Legal%20Proceedings) The Company reported no legal proceedings during the period covered by this report - No legal proceedings to report[282](index=282&type=chunk) [ITEM 1A Risk Factors](index=54&type=section&id=ITEM%201A%20Risk%20Factors) This section is not applicable for smaller reporting companies, exempting a detailed discussion of risk factors - This section is not applicable to smaller reporting companies[283](index=283&type=chunk) [ITEM 2 Unregistered Sales of Equity Securities and Use of Proceeds](index=54&type=section&id=ITEM%202%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The Company reported no unregistered sales of equity securities or use of proceeds during the period - No unregistered sales of equity securities or use of proceeds to report[284](index=284&type=chunk) [ITEM 3 Defaults Upon Senior Securities](index=54&type=section&id=ITEM%203%20Defaults%20Upon%20Senior%20Securities) The Company reported no defaults upon senior securities during the period - No defaults upon senior securities to report[285](index=285&type=chunk) [ITEM 4 Mine Safety Disclosures](index=54&type=section&id=ITEM%204%20Mine%20Safety%20Disclosures) This section is not applicable for the Company - This section is not applicable[286](index=286&type=chunk) [ITEM 5 Other Information](index=54&type=section&id=ITEM%205%20Other%20Information) This section details personnel transitions, a CFO trading plan, and company investor communication channels - Michal Handerhan transitioned from Chief Operating Officer to Operations Specialist, effective August 13, 2025, as part of a company realignment[287](index=287&type=chunk)[288](index=288&type=chunk) - CFO Michael Prevoznik adopted a Rule 10b5-1 trading plan, effective September 2, 2025, to sell up to **350,000 shares** of Common Stock[289](index=289&type=chunk) - The Company uses @Charles_BTCS and @Nasdaq_BTCS on X (formerly Twitter) as supplemental communication channels for public updates[291](index=291&type=chunk) [ITEM 6 Exhibits](index=54&type=section&id=ITEM%206%20Exhibits) This section lists exhibits filed or incorporated by reference, including corporate governance and financing agreements - Lists various exhibits filed or incorporated by reference, including corporate governance documents, equity plans, and financing agreements[292](index=292&type=chunk)[298](index=298&type=chunk) [Signature](index=55&type=section&id=Signature) The report was duly signed on behalf of BTCS Inc. by its Chief Executive Officer - Report signed by Charles W. Allen, Chief Executive Officer, on August 13, 2025[296](index=296&type=chunk)
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