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 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (512) 200-2533 (Issuer's telephone number) Securities registered pursuant to Section 12(b) of the Act: Commission file number: 001-42642 Perimeter Acquisition Corp. I ( ...

WASHINGTON, D.C. 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38306 ENSYSCE BIOSCIENCES, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION (Exact name of registrant as specified in its charter) | Delaware | 82-2755287 | | --- | --- | | (State or ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) (Exact Name of Registrant as Specified in Its Charter) (State or other jurisdiction of incorporation or organization) NEVADA 85-2946784 IB ACQUISITION CORP. ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period 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 Co ...

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 A SPAC III ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) British Virgin Islands N/A (State or other jurisdiction of incorporation or organization) The Sun's Group Center, 29th ...

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: 001-42401 A SPAC III ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) British Virgin Islands N/A (State or other jurisdi ...

```markdown PART I - FINANCIAL INFORMATION [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed financial statements of NMP Acquisition Corp. for the period ended June 30, 2025, including balance sheets, statements of operations, changes in shareholder's deficit, and cash flows, along with detailed notes explaining the company's organization, accounting policies, and recent transactions [Condensed Balance Sheets](index=5&type=section&id=Condensed%20Balance%20Sheets) The condensed balance sheets show a significant increase in total assets and liabilities from December 31, 2024, to June 30, 2025, primarily driven by cash from financing activities and related advances, resulting in a larger shareholder's deficit | Metric | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :------------------ | | Cash | $1,325,110 | $— | | Total Current Assets | $1,354,949 | $17,800 | | Total Assets | $1,569,092 | $17,800 | | Total Current Liabilities | $1,728,309 | $72,800 | | Total Shareholder's Deficit | $(159,217) | $(55,000) | [Condensed Statements of Operations](index=6&type=section&id=Condensed%20Statements%20of%20Operations) The condensed statements of operations indicate that the company incurred net losses for both the three and six months ended June 30, 2025, due to formation and operating expenses, with no operating revenues generated | Metric | Three Months Ended June 30, 2025 (Unaudited) | Six Months Ended June 30, 2025 (Unaudited) | | :---------------------------------- | :------------------------------------------- | :----------------------------------------- | | Formation and operating expenses | $77,889 | $133,456 | | Total Expenses | $77,889 | $133,456 | | Net Loss | $(77,889) | $(133,456) | | Basic and diluted net loss per ordinary share | $(0.02) | $(0.04) | [Condensed Statements of Changes in Shareholder's Deficit](index=7&type=section&id=Condensed%20Statements%20of%20Changes%20in%20Shareholder's%20Deficit) The condensed statements of changes in shareholder's deficit show an increase in the accumulated deficit due to net losses, partially offset by the issuance of Class B ordinary shares and additional paid-in capital | Metric | December 31, 2024 | March 31, 2025 | June 30, 2025 | | :-------------------------- | :------------------ | :--------------- | :-------------- | | Balance, Shareholder's Deficit | $(55,000) | $(85,567) | $(159,217) | | Net loss (3 months) | N/A | $(55,567) | $(77,889) | | Issuance of Class B ordinary shares | N/A | **3,833,333 shares**, **$383 amount** | N/A | | Additional Paid-In Capital | $— | **$24,617** | **$28,856** | | Accumulated Deficit | $(55,000) | $(110,567) | $(188,456) | [Condensed Statements of Cash Flows](index=8&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) The condensed statements of cash flows indicate that the company generated significant cash from financing activities, primarily from the issuance of a sponsor promissory note and proceeds from investors, which offset the net loss from operating activities | Metric | Six Months Ended June 30, 2025 (Unaudited) | | :------------------------------------ | :----------------------------------------- | | Net loss | $(133,456) | | Net Cash Provided by Operating Activities | $140,243 | | Net Cash Provided by Financing Activities | $1,184,867 | | Net change in cash | $1,325,110 | | Cash at end of period | $1,325,110 | | Class B ordinary shares issued for payment to vendor | $25,000 | | Class B ordinary shares issued for subscription receivable | $4,239 | | Accrued offering costs | $14,219 | [NOTES TO FINANCIAL STATEMENTS](index=9&type=section&id=NOTES%20TO%20FINANCIAL%20STATEMENTS) These notes provide detailed explanations of the company's business, significant accounting policies, and financial activities, including its status as a blank check company, the Initial Public Offering, private placements, related party transactions, and commitments [NOTE 1 — DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN](index=9&type=section&id=NOTE%201%20%E2%80%94%20DESCRIPTION%20OF%20ORGANIZATION%20AND%20BUSINESS%20OPERATIONS%20AND%20GOING%20CONCERN) NMP Acquisition Corp. is a blank check company formed to effect a business combination, having completed its Initial Public Offering and private placement in July 2025. The company has not commenced operations and will generate non-operating income from trust account proceeds. It faces a going concern risk due to its working capital deficit but expects sufficient liquidity through IPO proceeds and sponsor loans - The Company is a **blank check company** incorporated on December 18, 2024, for the purpose of effecting a business combination, and has not commenced any operations as of June 30, 2025[27](index=27&type=chunk)[29](index=29&type=chunk) - The **Initial Public Offering** (**IPO**) of **10,000,000 units** at **$10.00 per unit** was consummated on July 2, 2025, with an additional **1,500,000 units** sold on July 10, 2025, due to the underwriters' full exercise of the **over-allotment option**[30](index=30&type=chunk)[32](index=32&type=chunk) - Simultaneously with the **IPO**, **170,000 Private Placement Units** were sold at **$10.00 per unit**, generating **$1,700,000**, with an additional **7,500 units** sold to the Sponsor on July 10, 2025, for **$75,000**[31](index=31&type=chunk)[32](index=32&type=chunk) - **Transaction costs** for the **IPO** amounted to **$5,458,023**, including cash underwriting fees, fair value of shares issued to underwriters, and other offering costs[33](index=33&type=chunk) - As of June 30, 2025, the Company had **cash** of **$1,325,110** and a **working capital deficit** of **$159,217**, but management believes it has sufficient **working capital** and **borrowing capacity** for the next year due to **IPO** proceeds and **sponsor loans**[45](index=45&type=chunk)[46](index=46&type=chunk)[47](index=47&type=chunk) [NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=14&type=section&id=NOTE%202%20%E2%80%94%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This section outlines the significant accounting policies, including the basis of presentation under GAAP, the company's status as an emerging growth company, use of estimates, and accounting for deferred offering costs, income taxes, net loss per share, fair value measurements, and financial instruments - The Company is an '**emerging growth company**' and has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards, which may affect comparability with other public companies[52](index=52&type=chunk)[53](index=53&type=chunk) - **Deferred offering costs**, including professional and registration fees, amounted to **$214,143** as of June 30, 2025, and will be allocated to separable financial instruments issued in the **IPO**[58](index=58&type=chunk) - The Company does not have **income tax liabilities** as no taxation is imposed on income by the Government of the Cayman Islands[60](index=60&type=chunk) - **Net loss per ordinary share** is computed by dividing **net loss** by the weighted average number of ordinary shares outstanding, with diluted loss per share being the same as basic loss per share due to no dilutive securities[61](index=61&type=chunk) - The Company had no **derivative financial instruments**, **over-allotment options**, or rights outstanding as of June 30, 2025, and December 31, 2024[66](index=66&type=chunk)[67](index=67&type=chunk)[68](index=68&type=chunk) [NOTE 3 — INITIAL PUBLIC OFFERING](index=17&type=section&id=NOTE%203%20%E2%80%94%20INITIAL%20PUBLIC%20OFFERING) The Initial Public Offering involved the sale of 10,000,000 Public Units, each consisting of one Class A ordinary share and one right, generating $100,000,000. An additional 1,500,000 units were sold through the full exercise of the over-allotment option, raising an extra $15,000,000 - The Company sold **10,000,000 Public Units** at **$10.00 each**, generating **$100,000,000** in gross proceeds[73](index=73&type=chunk) - The underwriters fully exercised the **over-allotment option**, resulting in the sale of an additional **1,500,000 units** for **$15,000,000**[74](index=74&type=chunk) [NOTE 4 — PRIVATE PLACEMENT](index=17&type=section&id=NOTE%204%20%E2%80%94%20PRIVATE%20PLACEMENT) Simultaneously with the IPO, the Sponsor and other investors purchased 170,000 Private Placement Units for $1,700,000. An additional 7,500 Private Placement Units were sold to the Sponsor for $75,000 when the over-allotment option was exercised - **170,000 Private Placement Units** were sold to the Sponsor and at-risk capital investors for **$1,700,000**, with proceeds added to the **Trust Account**[75](index=75&type=chunk) - An additional **7,500 Private Placement Units** were sold to the Sponsor for **$75,000** upon the full exercise of the **over-allotment option**[76](index=76&type=chunk) [NOTE 5 — RELATED PARTIES](index=17&type=section&id=NOTE%205%20%E2%80%94%20RELATED%20PARTIES) This note details transactions with related parties, including the issuance and forfeiture of Founder Shares to the Sponsor and at-risk capital investors, administrative service agreements, and working capital loans from the Sponsor - The Sponsor received **3,833,333 Class B ordinary shares** (**Founder Shares**) for **$25,000** in advances[77](index=77&type=chunk) - The Sponsor forfeited **650,000 Founder Shares**, and at-risk capital investors purchased **650,000 Founder Shares** for approximately **$4,239**[78](index=78&type=chunk) - The Company will accrue **$20,000 per month** for **administrative services** (office space, utilities, secretarial support) payable to the Sponsor or an affiliate[83](index=83&type=chunk) - The Sponsor agreed to loan up to **$300,000** (potentially **$500,000**) to cover organizational and offering expenses, with **$155,093** drawn as of June 30, 2025[85](index=85&type=chunk) [NOTE 6 — ADVANCES FROM INVESTORS](index=19&type=section&id=NOTE%206%20%E2%80%94%20ADVANCES%20FROM%20INVESTORS) As of June 30, 2025, the Company received advance payments totaling $1,260,000 from the Sponsor and Maxim individuals for the purchase of Private Placement Units, which were settled upon the closing of the IPO and over-allotment option exercise - The Company received **$975,000** from the Sponsor and **$285,000** from Maxim individuals as advance payments for **Private Placement Units** as of June 30, 2025[87](index=87&type=chunk) [NOTE 7 — COMMITMENTS AND CONTINGENCIES](index=19&type=section&id=NOTE%207%20%E2%80%94%20COMMITMENTS%20AND%20CONTINGENCIES) This section outlines the company's commitments, including registration rights for certain shareholders, and discusses risks and uncertainties such as global events. It also details the underwriting agreement, including the over-allotment option and underwriting compensation - Holders of **Founder Shares**, **Representative Shares**, and **Private Placement Units** are entitled to **registration rights**, requiring the Company to register these securities for resale after a business combination[88](index=88&type=chunk)[89](index=89&type=chunk) - Management is evaluating the impact of significant global events (COVID-19, Russia/Ukraine, Israel/Hamas conflicts) on the Company's financial position and search for a target company, though the specific impact is not yet determinable[91](index=91&type=chunk) - The underwriters received a cash **underwriting discount** of **$0.05 per Public Unit** sold, totaling **$500,000**, and **400,000 Representative Shares** as compensation, with an additional **60,000 Representative Shares** issued upon **over-allotment exercise**[93](index=93&type=chunk)[94](index=94&type=chunk) [NOTE 8 — SHAREHOLDER'S DEFICIT](index=21&type=section&id=NOTE%208%20%E2%80%94%20SHAREHOLDER'S%20DEFICIT) This note details the authorized and outstanding share capital, including preference shares, Class A ordinary shares, and Class B ordinary shares (Founder Shares). It also explains the conversion rights of Founder Shares and the rights attached to units - The Company is authorized to issue **5,000,000 preference shares** and **500,000,000 Class A ordinary shares**, with none issued or outstanding as of June 30, 2025, and December 31, 2024[95](index=95&type=chunk)[96](index=96&type=chunk) - **3,833,333 Class B ordinary shares** (**Founder Shares**) were issued to the Sponsor, with **650,000** forfeited and subsequently purchased by at-risk capital investors[97](index=97&type=chunk) - **Founder Shares** automatically convert to **Class A ordinary shares** at a **one-for-one ratio** upon an initial Business Combination[98](index=98&type=chunk) - Each holder of a right will automatically receive **one-fifth (1/5) of one Class A ordinary share** upon consummation of the initial Business Combination[101](index=101&type=chunk) [NOTE 9 — SEGMENT INFORMATION](index=23&type=section&id=NOTE%209%20%E2%80%94%20SEGMENT%20INFORMATION) The Company operates as a single reportable segment, with the Chief Executive Officer acting as the chief operating decision maker, reviewing overall assets, operating results, and financial metrics to allocate resources and assess performance - The Company has determined it has only one **single reportable segment**, with the **Chief Executive Officer** serving as the **chief operating decision maker** (**CODM**)[103](index=103&type=chunk) - The **CODM** assesses performance and allocates resources based on **net income or loss** and **total assets**, with **formation and operating expenses** being key monitored metrics[104](index=104&type=chunk)[105](index=105&type=chunk) [NOTE 10 — SUBSEQUENT EVENTS](index=23&type=section&id=NOTE%2010%20%E2%80%94%20SUBSEQUENT%20EVENTS) This note discloses significant events occurring after the balance sheet date, including the consummation of the Initial Public Offering, the private placement of units, and the full exercise of the underwriters' over-allotment option in July 2025 - On July 2, 2025, the Company consummated its **IPO** of **10,000,000 Public Units**, generating **$100,000,000** in gross proceeds[108](index=108&type=chunk) - Simultaneously with the **IPO**, **170,000 Private Placement Units** were sold for **$1,700,000**[109](index=109&type=chunk) - On July 10, 2025, the underwriters fully exercised the **over-allotment option**, leading to the issuance of **1,500,000 additional units** for **$15,000,000**, and an additional **7,500 Private Placement Units** to the Sponsor for **$75,000**[110](index=110&type=chunk)[111](index=111&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and results of operations, highlighting its status as a blank check company, its lack of operating revenues, and its liquidity strategy following the IPO to fund a business combination [Overview](index=25&type=section&id=Overview) NMP Acquisition Corp. is a blank check company formed to pursue a business combination within 18 months of its IPO. Funds from the IPO and private placement are held in a Trust Account for this purpose, with limited permitted withdrawals for working capital and taxes - The Company is a **blank check company** aiming to complete an initial business combination within **18 months** from the **IPO** closing[116](index=116&type=chunk) - Following the **IPO** and **over-allotment**, **$115,000,000** was placed in a **Trust Account**, to be invested in U.S. government securities or money market funds, primarily for the business combination[117](index=117&type=chunk) [Results of Operations and Known Trends or Future Events](index=25&type=section&id=Results%20of%20Operations%20and%20Known%20Trends%20or%20Future%20Events) The company has not generated any operating revenues since its inception, with all activities focused on organizational efforts and preparing for the IPO. It incurred net losses for the three and six months ended June 30, 2025, due to formation and operating costs - The Company has not engaged in operations or generated revenues, with activities focused on organizational efforts and **IPO** preparation[119](index=119&type=chunk) | Metric | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | | :------- | :------------------------------- | :----------------------------- | | Net Loss | $(77,889) | $(133,456) | [Liquidity and Capital Resources](index=26&type=section&id=Liquidity%20and%20Capital%20Resources) As of June 30, 2025, the company had $1,325,110 in cash and a working capital deficit of $159,217. Post-IPO, liquidity is primarily from the net proceeds of the IPO and private placement, along with potential loans from the Sponsor, to fund a business combination and ongoing expenses | Metric | June 30, 2025 | | :-------------------- | :------------ | | Cash Balance | $1,325,110 | | Working Capital Deficit | $(159,217) | - The Sponsor has agreed to loan up to **$300,000** (potentially **$500,000**) to cover organizational, offering-related, and post-offering expenses[121](index=121&type=chunk) - The **IPO** generated **$100,000,000**, and the **private placement** generated **$1,700,000**, with an additional **$15,000,000** from the **over-allotment option** and **$75,000** from an additional private sale to the Sponsor[122](index=122&type=chunk)[123](index=123&type=chunk) - **Transaction costs** for the **IPO** totaled **$5,458,023**, including underwriting fees, fair value of shares issued to underwriters, and other offering costs[124](index=124&type=chunk) [Going Concern Consideration](index=27&type=section&id=Going%20Concern%20Consideration) Despite a working capital deficit at June 30, 2025, management believes the company has sufficient liquidity from IPO and private placement proceeds held outside the Trust Account, along with potential sponsor loans and permitted withdrawals from interest earned in the Trust Account, to meet its needs for at least one year or until a business combination is consummated - As of June 30, 2025, the Company had a **working capital deficit** of **$159,217**[129](index=129&type=chunk) - Management believes the Company has sufficient **working capital** and **borrowing capacity** through **IPO** proceeds, private placement funds, and potential **sponsor loans** to meet its needs for the next year or until a business combination[130](index=130&type=chunk)[131](index=131&type=chunk) [Off-Balance Sheet Financing Arrangements](index=27&type=section&id=Off-Balance%20Sheet%20Financing%20Arrangements) The company has no off-balance sheet arrangements, obligations, assets, or liabilities as of June 30, 2025, and does not engage in transactions with unconsolidated entities for such purposes - The Company has no off-balance sheet arrangements, obligations, assets, or liabilities as of June 30, 2025[132](index=132&type=chunk) [Related Party Transactions](index=27&type=section&id=Related%20Party%20Transactions) This section refers to Note 5 for detailed information on related party transactions, which include arrangements with the Sponsor and other affiliated individuals - Details regarding related party transactions are provided in Note 5 of the unaudited condensed consolidated financial statements[133](index=133&type=chunk) [Contractual Obligations](index=27&type=section&id=Contractual%20Obligations) The company's primary contractual obligations include a monthly administrative services fee of $20,000 to the Sponsor and a non-interest bearing promissory note to the Sponsor, under which $155,093 was owed as of June 30, 2025 - The Company has an **administrative services** agreement with the Sponsor for **$20,000 per month** for office space, utilities, and secretarial support[134](index=134&type=chunk) - As of June 30, 2025, the Company owed **$155,093** to the Sponsor under a non-interest bearing, unsecured **promissory note**, which may be increased to **$500,000**[135](index=135&type=chunk) [Critical Accounting Estimates](index=27&type=section&id=Critical%20Accounting%20Estimates) As of June 30, 2025, management has not identified any critical accounting policies or estimates that require significant judgment and could materially affect reported amounts - As of June 30, 2025, the Company has not identified any **critical accounting policies or estimates**[136](index=136&type=chunk) [JOBS Act](index=27&type=section&id=JOBS%20Act) As an 'emerging growth company' under the JOBS Act, the company is allowed to comply with new or revised accounting pronouncements based on private company effective dates and may rely on other reduced reporting requirements, potentially affecting comparability with non-emerging growth companies - The Company qualifies as an '**emerging growth company**' under the **JOBS Act** and elects to delay the adoption of new or revised accounting standards, aligning with private company effective dates[137](index=137&type=chunk) - The Company may rely on reduced reporting requirements, including exemptions from auditor's attestation reports on internal controls, certain executive compensation disclosures, and PCAOB requirements[139](index=139&type=chunk) [Recent Accounting Standards](index=29&type=section&id=Recent%20Accounting%20Standards) The FASB issued ASU 2023-07 on Segment Reporting, effective for fiscal years beginning after December 15, 2023. As the company reports as a single segment, this guidance does not materially affect its disclosures. Management does not anticipate other recently issued, but not yet effective, accounting standards to have a material effect - **FASB ASU 2023-07** on **Segment Reporting**, effective for fiscal years beginning after December 15, 2023, requiring disclosure of significant segment expense categories[140](index=140&type=chunk) - As the Company reports its operations as a **single segment**, the new segment reporting guidance does not affect its disclosures[140](index=140&type=chunk) - Management does not believe any recently issued, but not yet effective, accounting standards would have a material effect on the Company's financial statements[141](index=141&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=29&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, NMP Acquisition Corp. is not required to provide quantitative and qualitative disclosures about market risk - The Company is a **smaller reporting company** and is not required to provide quantitative and qualitative disclosures about **market risk**[142](index=142&type=chunk) [Item 4. Controls and Procedures](index=29&type=section&id=Item%204.%20Controls%20and%20Procedures) This section details the evaluation of the company's disclosure controls and procedures and reports on any changes in internal control over financial reporting [Evaluation of Disclosure Controls and Procedures](index=29&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) As of June 30, 2025, the Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective, though acknowledging that such controls provide reasonable, not absolute, assurance - The **CEO** and **CFO** concluded that the Company's **disclosure controls and procedures** were effective as of June 30, 2025[144](index=144&type=chunk) - **Disclosure controls and procedures** provide reasonable, not absolute, assurance that objectives are met, and may not prevent all errors or instances of fraud[145](index=145&type=chunk) [Changes in Internal Control over Financial Reporting](index=29&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) There were no material changes in the company's internal control over financial reporting during the fiscal quarter ended June 30, 2025 - No **material changes** in **internal control over financial reporting** occurred during the most recent fiscal quarter[146](index=146&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=30&type=section&id=Item%201.%20Legal%20Proceedings) NMP Acquisition Corp. is not currently involved in any legal proceedings - The Company has no **legal proceedings**[148](index=148&type=chunk) [Item 1A. Risk Factors](index=30&type=section&id=Item%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Prospectus dated June 30, 2025, during the 2025 fiscal year - No **material changes** to **risk factors** have occurred during the 2025 fiscal year, as discussed in the **Prospectus** dated June 30, 2025[149](index=149&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=30&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports on any unregistered sales of equity securities and details the use of proceeds from the Initial Public Offering and private placement, which are primarily held in a Trust Account for a business combination [Unregistered Sales of Equity Securities](index=30&type=section&id=Unregistered%20Sales%20of%20Equity%20Securities) There have been no unregistered sales of equity securities that have not been previously reported in a Current Report on Form 8-K - No **unregistered sales of equity securities** have occurred that were not previously reported in a **Form 8-K**[150](index=150&type=chunk) [Use of Proceeds](index=30&type=section&id=Use%20of%20Proceeds) The IPO and over-allotment option generated $115,000,000, which, along with private placement proceeds, was placed in a Trust Account. These funds are primarily intended for an initial business combination, with limited permitted withdrawals for working capital and dissolution expenses. Transaction costs amounted to $5,458,023 - The **IPO** and **over-allotment option** generated **$115,000,000**, which, along with private placement proceeds, was placed in a **Trust Account**[151](index=151&type=chunk)[152](index=152&type=chunk) - Substantially all funds in the **Trust Account** are intended for an initial business combination, with permitted withdrawals for working capital and dissolution expenses[152](index=152&type=chunk) - **Transaction costs** related to the **IPO** amounted to **$5,458,023**[153](index=153&type=chunk) [Item 3. Defaults Upon Senior Securities](index=30&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) NMP Acquisition Corp. has no defaults upon senior securities - The Company has no **defaults upon senior securities**[154](index=154&type=chunk) [Item 4. Mine Safety Disclosure](index=30&type=section&id=Item%204.%20Mine%20Safety%20Disclosure) This item is not applicable to NMP Acquisition Corp - **Mine Safety Disclosure** is not applicable to the Company[155](index=155&type=chunk) [Item 5. Other Information](index=30&type=section&id=Item%205.%20Other%20Information) None of the company's directors or officers adopted, modified, or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the fiscal quarter ended June 30, 2025 - No directors or officers adopted, modified, or terminated **Rule 10b5-1** or **non-Rule 10b5-1 trading arrangements** during the quarter ended June 30, 2025[156](index=156&type=chunk) [Item 6. Exhibits](index=32&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including organizational documents, agreements, certifications, and XBRL-related documents - The **exhibits** include the Amended and Restated Memorandum and Articles of Association, Rights Agreement, First Amendment to **Promissory Note**, Letter Agreement, Investment Management **Trust Agreement**, **Registration Rights Agreement**, Sponsor Units Purchase Agreement, Form of Subscription Agreement, **Administrative Services Agreement**, Form of Indemnity Agreement, **Certifications** of **Principal Executive and Financial Officers**, and Inline **XBRL** documents[158](index=158&type=chunk) [SIGNATURES](index=33&type=section&id=SIGNATURES) The report is duly signed on behalf of NMP Acquisition Corp. by Melanie Figueroa, Chief Executive Officer and Director, and Nadir Ali, Chief Financial Officer and Director, on August 13, 2025 - The report is **signed** by Melanie Figueroa, **Chief Executive Officer and Director**, and Nadir Ali, **Chief Financial Officer and Director**, on August 13, 2025[162](index=162&type=chunk) ```

[PART I – FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20%E2%80%93%20FINANCIAL%20INFORMATION) This section presents the company's unaudited financial information, including statements and management's discussion and analysis [Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents the unaudited condensed consolidated financial statements for the periods ended June 30, 2025, including Balance Sheets, Statements of Operations, Cash Flows, and Stockholders' Equity, along with detailed explanatory notes [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section provides the unaudited condensed consolidated balance sheets as of June 30, 2025, and December 31, 2024 Condensed Consolidated Balance Sheets (Unaudited) | | June 30, 2025 (USD) | December 31, 2024 (USD) | | :--- | :--- | :--- | | **Total current assets** | 38,862,072 | 22,079,169 | | **Total long-term assets** | 114,275,611 | 111,813,094 | | **TOTAL ASSETS** | **153,137,683** | **133,892,263** | | **Total current liabilities** | 82,108,661 | 75,754,564 | | **Total non-current liabilities** | 73,420,399 | 56,865,054 | | **TOTAL LIABILITIES** | **155,529,060** | **132,619,618** | | **TOTAL STOCKHOLDERS' EQUITY/(DEFICIT)** | **(2,391,377)** | **1,272,645** | [Condensed Consolidated Statements of Operations](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section presents the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2025 and 2024 Condensed Consolidated Statements of Operations (Unaudited) | | Three Months Ended June 30, | Six Months Ended June 30, | | :--- | :--- | :--- | | | **2025 (USD)** | **2024 (USD)** | **2025 (USD)** | **2024 (USD)** | | **Total expenses** | (4,289,073) | (2,386,488) | (7,339,602) | (5,099,380) | | **Income/(loss) from equity investment in Peak Gold, LLC** | 27,326,184 | (695,633) | 49,646,218 | (835,886) | | **Total income/(loss) from operations** | 23,037,111 | (3,082,121) | 42,306,616 | (5,935,266) | | **Loss on derivative contracts** | (12,844,803) | (12,553,491) | (53,320,459) | (28,178,821) | | **NET INCOME/(LOSS)** | **15,924,865** | **(18,545,753)** | **(6,623,460)** | **(39,042,992)** | | **Basic EPS** | 1.26 | (1.90) | (0.55) | (4.03) | | **Diluted EPS** | 1.24 | (1.90) | (0.55) | (4.03) | [Condensed Consolidated Statements of Cash Flows](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section outlines the unaudited condensed consolidated statements of cash flows for the six months ended June 30, 2025 and 2024 Condensed Consolidated Statements of Cash Flows (Unaudited) | | Six Months Ended June 30, | | :--- | :--- | :--- | | | **2025 (USD)** | **2024 (USD)** | | **Net cash provided by (used in) operating activities** | 36,936,388 | (6,855,143) | | **Net cash used in investing activities** | (159,870) | (27,247,167) | | **Net cash provided by (used in) financing activities** | (20,532,250) | 42,718,270 | | **NET CHANGE IN CASH AND RESTRICTED CASH** | **16,244,268** | **8,615,960** | | **CASH AND RESTRICTED CASH, BEGINNING OF PERIOD** | 20,315,522 | 15,737,391 | | **CASH AND RESTRICTED CASH, END OF PERIOD** | **36,559,790** | **24,353,351** | [Condensed Consolidated Statements of Stockholders' Equity (Deficit)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity%20(Deficit)) This section details the unaudited condensed consolidated statements of stockholders' equity (deficit) for the periods presented - Total stockholders' deficit increased from a surplus of **$1.27 million** at the end of 2024 to a deficit of **$2.39 million** as of June 30, 2025, primarily driven by a net loss of **$6.62 million** for the six-month period, partially offset by stock-based compensation and common stock issuances[17](index=17&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanatory notes to the unaudited condensed consolidated financial statements, offering context and additional information - The company's Manh Choh Project is in the production stage, while all other projects are in the exploration stage, with the company holding a **30% interest** in the Peak Gold JV which operates the Manh Choh Project[19](index=19&type=chunk)[21](index=21&type=chunk) - As of June 30, 2025, the company has a working capital deficit of **$43.2 million**, but generated **$36.9 million** from operating activities and received **$54.0 million** in cash distributions from the Peak Gold JV, leading management to believe it has sufficient liquidity for the next twelve months[25](index=25&type=chunk) Investment in Peak Gold JV Roll-Forward | | Amount (USD) | | :--- | :--- | | **Investment balance at Dec 31, 2024** | **60,523,622** | | Distributions received from Peak Gold, LLC (H1 2025) | (54,000,000) | | Income from equity investment in Peak Gold, LLC (H1 2025) | 49,646,218 | | **Investment balance at June 30, 2025** | **56,169,840** | Peak Gold JV Net Income/(Loss) (100% Basis) | | Three Months Ended June 30, 2025 (USD) | Six Months Ended June 30, 2025 (USD) | | :--- | :--- | :--- | | **Revenue** | 195,062,829 | 363,292,223 | | **Gross profit** | 109,471,334 | 199,078,004 | | **Net Income** | 91,087,279 | 165,487,392 | Debt Summary (as of June 30, 2025) | Debt Instrument | Principal Amount (USD) | Debt, net (USD) | | :--- | :--- | :--- | | Secured Debt Facility | 30,100,000 | 28,884,007 | | Unsecured, Subordinated Convertible Debenture | 20,000,000 | 19,659,056 | | **Total Debt, net** | **50,100,000** | **48,543,063** | - The company has hedging agreements for the sale of an aggregate of **124,600 ounces of gold**, with **74,800 ounces** remaining to be delivered through June 2027 at a weighted average price of **$2,007 per ounce**[79](index=79&type=chunk)[80](index=80&type=chunk) Derivative Liability (Fair Value) | | June 30, 2025 (USD) | December 31, 2024 (USD) | | :--- | :--- | :--- | | **Derivative Liability - current** | 59,731,655 | 29,076,582 | | **Derivative Liability - noncurrent** | 40,542,862 | 28,615,525 | | **Total Derivative Liability** | **100,274,517** | **57,692,107** | - The company operates two segments: Peak Gold JV and Exploration, with the Peak Gold JV segment generating **$49.6 million** in equity investment income and the Exploration segment incurring **$1.5 million** in expenses for the six months ended June 30, 2025[105](index=105&type=chunk)[106](index=106&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition and results of operations, comparing the three and six months ended June 30, 2025, to the same periods in 2024, covering project highlights, operational analysis, liquidity, and non-GAAP measures - The Manh Choh Project commenced ore processing in July 2024, and the company received **$54.0 million** in cash distributions from the Peak Gold JV in the first half of 2025[117](index=117&type=chunk) Manh Choh Production (Contango's 30% Share) | Period | Recovered Gold (oz) | Gold Delivered to Contango (oz) | | :--- | :--- | :--- | | **Q1 2025** | 19,500 | 17,382 | | **Q2 2025** | 15,700 | 17,764 | - An Initial Assessment for the Johnson Tract Project outlined a potential seven-year mine life with a post-tax NPV5 of **$224.5 million** and an IRR of **30.2%**, based on an All-In Sustaining Cost (AISC) of **$860 per gold equivalent ounce**[121](index=121&type=chunk)[128](index=128&type=chunk) Comparison of Results of Operations (Six Months Ended June 30) | | 2025 (Millions USD) | 2024 (Millions USD) | Change (Millions USD) | | :--- | :--- | :--- | :--- | | **Exploration Expense** | 1.5 | 0.1 | +1.4 | | **General & Admin Expense** | 5.6 | 4.7 | +0.9 | | **Income/(Loss) from Peak Gold JV** | 49.6 | (0.8) | +50.4 | | **Loss on Derivative Contracts** | (53.3) | (28.2) | +(25.1) | | **Net Loss** | (6.6) | (39.0) | +32.4 | - As of June 30, 2025, the company had **$36.5 million** in cash, and management anticipates probable distributions from the Peak Gold JV will provide sufficient liquidity for working capital and debt repayment obligations over the next twelve months[154](index=154&type=chunk)[157](index=157&type=chunk) Peak Gold JV Non-GAAP Costs per Ounce Sold (H1 2025) | Metric | Amount per Ounce (USD) | | :--- | :--- | | **Cash Cost on a By-product Basis** | 1,375 | | **AISC on a By-product Basis** | 1,462 | [Quantitative and Qualitative Disclosures about Market Risk](index=42&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company, classified as a "smaller reporting company," is exempt from the requirement to provide quantitative and qualitative disclosures about market risk - As a "smaller reporting company," the Company is not required to provide this information[162](index=162&type=chunk) [Controls and Procedures](index=42&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the principal executive and financial officers, evaluated the company's disclosure controls and procedures and concluded they were effective at a reasonable assurance level as of June 30, 2025, with no material changes to internal control over financial reporting identified during the quarter - Based on an evaluation as of the end of the period, the principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective at the reasonable assurance level[163](index=163&type=chunk) - There were no changes in internal control over financial reporting during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, these controls[164](index=164&type=chunk) [PART II – OTHER INFORMATION](index=43&type=section&id=PART%20II%20%E2%80%93%20OTHER%20INFORMATION) This section provides additional information beyond the financial statements, including legal proceedings, risk factors, and other disclosures [Legal Proceedings](index=43&type=section&id=Item%201.%20Legal%20Proceedings) This section details legal challenges related to the Manh Choh and Johnson Tract projects, with dismissals for Manh Choh complaints and a new challenge to the Johnson Tract project's Clean Water Act permit where the company is intervening - The lawsuit filed by the Committee for Safe Communities regarding the Manh Choh ore haul plan was dismissed in May 2025[167](index=167&type=chunk) - The complaint from the Village of Dot Lake against the U.S. Army Corps of Engineers concerning a wetlands permit for the Manh Choh mine was dismissed in July 2025[168](index=168&type=chunk) - A lawsuit has been filed by several groups challenging the Clean Water Act Section 404 permit for the Johnson Tract project, and the company has filed a motion to intervene as a defendant to protect its legal rights and significant investment[169](index=169&type=chunk) [Risk Factors](index=43&type=section&id=Item%201A.%20Risk%20Factors) The company states there have been no material changes to the risk factors previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024 - There have been no material changes in the company's risk factors from those described in the Annual Report on Form 10-K for the year ended December 31, 2024[170](index=170&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=43&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reports no unregistered sales of equity securities during the period covered by this report - None[171](index=171&type=chunk) [Mine Safety Disclosures](index=44&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company is not required to provide mine safety disclosures because it does not operate the Manh Choh mine, and all its other projects are in the exploration stage, thus not subject to MSHA regulation - The Company does not operate the Manh Choh mine and its other projects are in the exploration stage, therefore its operations were not subject to MSHA regulation, and no disclosure is required[173](index=173&type=chunk) [Other Information](index=44&type=section&id=Item%205.%20Other%20Information) During the six months ended June 30, 2025, no director or officer of the company adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement - No director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" during the six months ended June 30, 2025[174](index=174&type=chunk) [Exhibits](index=45&type=section&id=Item%206.%20Exhibits) This section provides a list of all exhibits filed as part of the Form 10-Q, including certifications by the Principal Executive Officer and Principal Financial Officer, and financial statements formatted in Inline XBRL - The exhibits filed with this Form 10-Q include CEO and CFO certifications pursuant to Rules 13a-14, 15d-14, and 18 U.S.C. 1350, as well as financial statements formatted in Inline XBRL[177](index=177&type=chunk)

1H 2025 Kicks Of AI Nose's Growing Commercial Momentum with First Senior Care Revenue and New Strategic Partnerships AI Nose 90-Day Roadmap to Power 2H 2025, With First Multi-Year $2.1M Order and Traction Across Robotics, Semiconductors, and Smart Manufacturing Exhibit 99.1 Ainos Reports Second Quarter 2025 Financial Results SAN DIEGO, CA/ ACCESSWIRE/ August 13, 2025/ Ainos, Inc. (NASDAQ:AIMD)(NASDAQ:AIMDW) ("Ainos" or the "Company"), a leader in AI-driven scent digitization, today announced its financial r ...

Part I — Financial Information [Item 1. Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements.) The company reported significant year-over-year growth in revenues and net income for the three and six months ended June 30, 2025. Total assets increased to **$1.48 billion** from **$1.29 billion** at year-end 2024, driven by higher receivables and contract assets. Net cash provided by operating activities improved substantially to **$32.5 million** for the first six months of 2025, compared to **$3.7 million** in the prior year period, reflecting higher net income Condensed Consolidated Statements of Income (Unaudited) | | Three months ended June 30, | Six months ended June 30, | | :--- | :--- | :--- | | (In thousands, except per share amounts) | **2025** | **2024** | **2025** | **2024** | | **Operating revenues** | $921,466 | $703,373 | $1,748,095 | $1,329,062 | | **Gross profit** | $119,869 | $88,577 | $212,362 | $163,294 | | **Operating income** | $72,507 | $51,309 | $123,491 | $90,193 | | **Net income** | $52,843 | $38,972 | $89,515 | $67,186 | | **Diluted EPS** | $1.03 | $0.76 | $1.75 | $1.32 | Condensed Consolidated Balance Sheet Highlights (Unaudited) | (In thousands) | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Total current assets** | $1,089,026 | $917,229 | | **Total assets** | $1,481,377 | $1,288,463 | | **Total current liabilities** | $614,314 | $513,370 | | **Total liabilities** | $966,968 | $865,851 | | **Total stockholders' equity** | $514,409 | $422,612 | Condensed Consolidated Statements of Cash Flows Highlights (Unaudited) | (In thousands) | Six months ended June 30, 2025 | Six months ended June 30, 2024 | | :--- | :--- | :--- | | **Net cash provided by operating activities** | $32,470 | $3,751 | | **Net cash used in investing activities** | ($25,686) | ($11,496) | | **Net cash provided by (used in) financing activities** | ($8,088) | $6,500 | | **Decrease in cash, cash equivalents and restricted cash** | ($1,304) | ($1,245) | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's operations, its recent separation from MDU Resources, and key accounting policies. Revenue is primarily driven by the Electrical & Mechanical (E&M) and Transmission & Distribution (T&D) segments, with significant growth in the E&M segment's commercial customer base. The company has a **$300 million** term loan and a **$225 million** revolving credit facility established post-separation. As of June 30, 2025, remaining performance obligations (backlog) stood at **$2.68 billion**. The company also discloses significant off-balance sheet arrangements, including surety bonds and performance guarantees - The company operates through two reportable segments: Electrical & Mechanical (E&M) and Transmission & Distribution (T&D)[29](index=29&type=chunk)[30](index=30&type=chunk) - The company completed its separation from MDU Resources on October 31, 2024, and is now an independent publicly traded company under the ticker 'ECG'. Financials for periods prior to the separation were prepared on a 'carve-out' basis[32](index=32&type=chunk)[33](index=33&type=chunk)[35](index=35&type=chunk) Remaining Performance Obligations (Backlog) as of June 30, 2025 | (In thousands) | Within 12 months | Greater than 12 months | | :--- | :--- | :--- | | **Electrical & Mechanical** | $1,944,794 | $392,232 | | **Transmission & Distribution** | $266,529 | $73,500 | | **Total** | **$2,211,323** | **$465,732** | - As of June 30, 2025, the company had **$292.5 million** outstanding on its term loan and a borrowing capacity of **$209.4 million** under its revolving credit facility[106](index=106&type=chunk)[108](index=108&type=chunk) - The company has significant off-balance sheet commitments, including potential maximum payments under surety bonds of approximately **$739.2 million** and job performance guarantees of **$659.8 million** as of June 30, 2025[165](index=165&type=chunk)[166](index=166&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=34&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Management attributes the strong Q2 2025 performance to significant growth in the Electrical & Mechanical (E&M) segment, driven by data center and hospitality projects. Operating revenues increased **31.0%** to **$921.5 million**, and net income rose **35.4%** to **$52.8 million** year-over-year for the quarter. The company's backlog grew to **$2.98 billion**. Liquidity remains strong with **$209.4 million** available under the revolving credit facility. Management expects full-year 2025 capital expenditures to be between **$65.0 million** and **$70.0 million** - The company sees strong project opportunities, particularly for data center, underground, and hospitality work, driven by high tech reshoring and utility infrastructure investments[189](index=189&type=chunk) Consolidated Results of Operations - Q2 Comparison | (In millions) | Q2 2025 | Q2 2024 | % Change | | :--- | :--- | :--- | :--- | | **Operating revenues** | $921.5 | $703.3 | 31.0% | | **Gross profit** | $119.9 | $88.5 | 35.5% | | **Operating income** | $72.5 | $51.3 | 41.3% | | **Net income** | $52.8 | $39.0 | 35.4% | - The E&M segment was the primary growth driver, with revenues increasing **41.6%** in Q2 2025, largely due to higher activity in the commercial end market (data centers, hospitality)[202](index=202&type=chunk)[203](index=203&type=chunk) Backlog Trend | (In millions) | June 30, 2025 | Dec 31, 2024 | June 30, 2024 | | :--- | :--- | :--- | :--- | | **Total Backlog** | $2,978.2 | $2,780.6 | $2,403.4 | - Working capital increased to **$474.7 million** as of June 30, 2025, from **$403.9 million** at year-end 2024, supporting project growth[263](index=263&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=48&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) The company is exposed to market risks from interest rate changes, commodity price fluctuations, and inflation. The primary interest rate risk stems from its **$292.5 million** variable-rate term loan; a **1%** increase in the rate would raise annual interest expense by approximately **$2.9 million**. Commodity price volatility for materials like copper, aluminum, and steel, along with rising labor costs, could impact project profitability, though the company aims to mitigate these through pricing and efficiency strategies - The company has **$292.5 million** in variable-rate debt outstanding. A hypothetical **1%** increase in the interest rate would increase annual interest expense by approximately **$2.9 million**[284](index=284&type=chunk) - Operations are affected by fluctuations in commodity prices for materials such as copper, aluminum, and steel, as well as potential increases in labor costs due to inflation[285](index=285&type=chunk)[286](index=286&type=chunk) [Item 4. Controls and Procedures](index=49&type=section&id=Item%204.%20Controls%20and%20Procedures.) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures as of June 30, 2025. They concluded that these controls and procedures were effective at a reasonable assurance level. No material changes were made to the company's internal control over financial reporting during the second quarter of 2025 - The CEO and CFO concluded that as of June 30, 2025, the company's disclosure controls and procedures were effective at a reasonable assurance level[287](index=287&type=chunk) - There were no changes in internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, these controls[288](index=288&type=chunk) Part II — Other Information [Item 1. Legal Proceedings](index=50&type=section&id=Item%201.%20Legal%20Proceedings.) The company reports no material changes to legal proceedings disclosed in its 2024 Annual Report. A previously filed securities class action lawsuit, Scofield v. Everus Construction Group, Inc., et al., which alleged false and misleading statements related to the company's backlog, was voluntarily dismissed on May 29, 2025 - A securities class action lawsuit filed on April 4, 2025, alleging misleading statements about the company's backlog, was voluntarily dismissed on May 29, 2025[292](index=292&type=chunk) - As of June 30, 2025, there were no other material changes to the legal proceedings disclosed in the company's 2024 Annual Report[291](index=291&type=chunk) [Item 1A. Risk Factors & Other Items](index=50&type=section&id=Item%201A.%20Risk%20Factors.) The company states there were no material changes to the risk factors previously disclosed in its 2024 Annual Report. Additionally, the report confirms no unregistered sales of equity securities, no defaults upon senior securities, and no new Rule 10b5-1 trading arrangements by directors or officers during the quarter - There were no material changes to the company's risk factors as of June 30, 2025, from those disclosed in the 2024 Annual Report[293](index=293&type=chunk) - The company reported no unregistered sales of equity securities or defaults on senior securities[294](index=294&type=chunk)[295](index=295&type=chunk)

[Part I. FINANCIAL INFORMATION](index=3&type=section&id=Part%20I.%20FINANCIAL%20INFORMATION) [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Unaudited Q2 2025 financials show increased assets and operating cash flow, with a net loss for the period [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets reached **$45.7 million** by June 30, 2025, driven by cash and contract assets, and liabilities increased Condensed Consolidated Balance Sheet Highlights (in thousands) | Balance Sheet Item | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | **Assets** | | | | | Cash and cash equivalents | $16,228 | $1,385 | +$14,843 | | Accounts receivable, net | $3,524 | $9,970 | -$6,446 | | Contract assets | $7,454 | $391 | +$7,063 | | Total current assets | $31,428 | $14,541 | +$16,887 | | Property and equipment, net | $11,330 | $12,979 | -$1,649 | | **Total assets** | **$45,684** | **$30,870** | **+$14,814** | | **Liabilities & Equity** | | | | | Deferred revenue | $17,935 | $1,570 | +$16,365 | | Total current liabilities | $26,545 | $9,930 | +$16,615 | | Total liabilities | $29,271 | $13,589 | +$15,682 | | Total stockholders' equity | $16,413 | $17,281 | -$868 | [Condensed Consolidated Statements of Operations](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20(Loss)%20Income) Q2 2025 net loss was **$2.3 million**, an improvement, but YTD net loss was **$1.4 million** from reduced revenues Statement of Operations Summary (in thousands, except per share data) | Metric | Q2 2025 | Q2 2024 | YTD 2025 | YTD 2024 | | :--- | :--- | :--- | :--- | :--- | | Total Operating Revenues | $9,851 | $12,512 | $25,929 | $44,096 | | (Loss) Income from Operations | $(2,371) | $(3,769) | $(1,337) | $2,033 | | Net (Loss) Income | $(2,349) | $(3,546) | $(1,357) | $2,300 | | Basic (Loss) Income per Share | $(0.08) | $(0.12) | $(0.04) | $0.07 | [Condensed Consolidated Statements of Cash Flows](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operations significantly increased to **$16.6 million** for H1 2025, primarily due to deferred revenue Cash Flow Summary for the Six Months Ended June 30 (in thousands) | Cash Flow Category | 2025 | 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $16,627 | $7,790 | | Net cash used in investing activities | $(305) | $(1,254) | | Net cash used in financing activities | $(1,497) | $(11,053) | | **Net increase (decrease) in cash** | **$14,843** | **$(4,614)** | | Cash at beginning of period | $1,385 | $15,772 | | **Cash at end of period** | **$16,228** | **$11,158** | [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail accounting policies, segment operations, and a **$24.2 million** equipment purchase from GTC - The company operates as a provider of North American onshore seismic data acquisition services for major and independent oil and gas companies[18](index=18&type=chunk) - Revenue is recognized as services are performed, generally based on square miles of data recorded compared to the total anticipated for the contract[31](index=31&type=chunk) - On **August 8, 2025**, the company entered into an agreement to purchase seismic equipment from GTC, Inc. for an aggregate price of approximately **$24.2 million**. The purchase is financed through a combination of cash and **three 36-month promissory notes** at an **8.75% interest rate**[73](index=73&type=chunk)[74](index=74&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=19&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses decreased Q2 and H1 2025 revenues, a **$24.2 million** equipment investment, and improved liquidity - The company made a significant capital investment by agreeing to purchase new single point node channels from GTC for approximately **$24.2 million** to meet increased demand for high-resolution surveys[79](index=79&type=chunk)[80](index=80&type=chunk) Revenue by Segment (in thousands) | Segment & Period | Fee Revenue 2025 | Fee Revenue 2024 | % Change | | :--- | :--- | :--- | :--- | | **U.S. Operations** | | | | | Q2 | $8,404 | $8,321 | +1.0% | | YTD | $11,130 | $26,608 | -58.2% | | **Canada Operations** | | | | | Q2 | $331 | $5 | N/A | | YTD | $12,864 | $8,456 | +52.1% | - Net cash from operating activities increased to **$16.6 million** for the first six months of 2025, up from **$7.8 million** in the same period of 2024, mainly due to an increase in deferred revenue[100](index=100&type=chunk) - The company's **$5 million revolving credit facility** with Dominion Bank was terminated on **May 2, 2024**, upon the release of the collateral deposit[48](index=48&type=chunk)[108](index=108&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=28&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) No material change in market risk profile for Q2 2025, with risks from credit, interest rates, and foreign currency - There has been no material change in the company's market risk profile during the **three months ended June 30, 2025**[118](index=118&type=chunk) - Primary market risks arise from credit risk concentration, interest rate changes, and foreign currency exchange risk related to Canadian business[119](index=119&type=chunk) [Controls and Procedures](index=30&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective as of June 30, 2025, with no material changes - The President and Chief Executive Officer and the Chief Financial Officer concluded that as of **June 30, 2025**, the company's disclosure controls and procedures were effective in all material respects[120](index=120&type=chunk) - No material changes to the company's internal control over financial reporting occurred during the **three and six months ended June 30, 2025**[121](index=121&type=chunk) [Part II. OTHER INFORMATION](index=31&type=section&id=Part%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=31&type=section&id=Item%201.%20Legal%20Proceedings) Management expects no material adverse effect from ongoing legal proceedings on the company's financial condition - The company refers to Note 7 of the financial statements for discussion of legal proceedings, stating that management believes the resolution of pending actions will not have a material adverse effect[55](index=55&type=chunk)[124](index=124&type=chunk) [Risk Factors](index=31&type=section&id=Item%201A.%20Risk%20Factors) No material changes to significant risk factors since the Annual Report on Form 10-K for December 31, 2024 - No material changes in significant risk factors have occurred since the company's Annual Report on Form 10-K for the year ended **December 31, 2024**[125](index=125&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=31&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities or use of proceeds reported during the period - None[126](index=126&type=chunk) [Exhibits](index=32&type=section&id=Item%206.%20Exhibits) Key exhibits include the Equipment Purchase Agreement with GTC, Inc. and related financing documents - Key exhibits filed include the Equipment Purchase Agreement with GTC, Inc. dated **August 8, 2025**, and related financing documents[130](index=130&type=chunk)