CoreWeave Reports Strong Second Quarter 2025 Results Record Second Quarter Revenue Underscores Robust Demand and Strong Execution LIVINGSTON, N.J., – August 12, 2025 – CoreWeave, Inc. (Nasdaq: CRWV), the AI Hyperscaler™, today reported financial results for the second quarter ended June 30, 2025. "Our strong second quarter performance demonstrates continued momentum across every dimension of our business," said Michael Intrator, Co-Founder, Chairman of the Board and Chief Executive Officer, CoreWeave. "We a ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number 1-09453 ARK RESTAURANTS CORP. (Exact name of registrant as specified in its charter) (State or Other Jurisdiction of Incor ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission File Number: 001-41331 AN2 Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 82-0606654 (State or othe ...

Mineralys Therapeutics Reports Second Quarter 2025 Financial Results and Provides Corporate Update Exhibit 99.1 – Presented and published the positive results from both the Launch-HTN and Advance-HTN pivotal trials at scientific meetings and in JAMA and NEJM – – Pre-NDA meeting scheduled to take place in 4Q 2025 – – Explore-CKD Phase 2 trial successfully achieved statistical significance in reduction of systolic BP and UACR, and demonstrated a favorable safety profile – – Explore-OSA Phase 2 trial in OSA pa ...

[Kyverna Therapeutics Business Update and Second Quarter 2025 Financial Results](index=1&type=section&id=Kyverna%20Therapeutics%20Business%20Update%20and%20Second%20Quarter%202025%20Financial%20Results) [Business Highlights and Clinical Pipeline Update](index=1&type=section&id=Business%20Highlights%20and%20Clinical%20Pipeline%20Update) Kyverna executed its Q2 2025 clinical strategy, completing enrollment for the registrational Phase 2 SPS trial and advancing the MG trial to Phase 3, while preparing for KYV-102 IND filing [KYV-101 Program Updates](index=1&type=section&id=KYV-101%20Program%20Updates) KYV-101 achieved full enrollment for the registrational SPS trial, with a BLA target in 1H 2026, and the MG trial progressed to a registrational Phase 3, while LN trials concluded to prioritize neuroimmunology - Completed patient enrollment for the registrational Phase 2 trial (KYSA-8) for Stiff Person Syndrome (SPS) in Q2 2025[4](index=4&type=chunk) - Expanded the Myasthenia Gravis (MG) trial (KYSA-6) to include a registrational Phase 3 portion following a successful end-of-Phase 2 meeting with the FDA[5](index=5&type=chunk) - Concluded enrollment for Lupus Nephritis (LN) trials (KYSA-1 and KYSA-3) to prioritize accelerating late-stage neuroimmunology indications[6](index=6&type=chunk) - Data from investigator-initiated trials (IITs) in Multiple Sclerosis (MS) and Rheumatoid Arthritis (RA) will be presented in Q3 and Q4 2025, respectively, to inform indication expansion strategy[7](index=7&type=chunk)[8](index=8&type=chunk) [Future Pipeline: KYV-102](index=2&type=section&id=Future%20Pipeline%3A%20KYV-102) Kyverna plans to file an IND for KYV-102 in Q4 2025, leveraging a proprietary whole blood, rapid manufacturing process to enhance patient access by eliminating apheresis - The company expects to file an Investigational New Drug (IND) application for KYV-102 in the fourth quarter of 2025[9](index=9&type=chunk) - KYV-102 is produced with a next-generation proprietary whole blood, rapid manufacturing process, which eliminates the need for apheresis and has the potential to broaden patient access[9](index=9&type=chunk) [Corporate Updates](index=2&type=section&id=Corporate%20Updates) Kyverna appointed Marc Grasso as CFO in June 2025 and will host a virtual KOL event on August 28, 2025, to discuss its neuroimmunology CAR T franchise - Appointed Marc Grasso, M.D., as Chief Financial Officer in June 2025, bringing over 25 years of public company and investment banking experience[12](index=12&type=chunk) - A virtual KOL event titled "A Spotlight on Kyverna's Neuroimmunology CAR T Franchise" is scheduled for August 28, 2025[12](index=12&type=chunk) [Anticipated Milestones](index=2&type=section&id=Anticipated%20Milestones) Key upcoming milestones include interim Phase 2 MG data and Phase 3 enrollment by year-end 2025, SPS topline data and BLA filing in 1H 2026, and a KYV-102 IND application in Q4 2025 Anticipated Milestones Table | Program | Milestone | Anticipated Timing | | :--- | :--- | :--- | | **Myasthenia Gravis (MG)** | Report interim Phase 2 data | Q4 2025 | | | Initiate enrollment for registrational Phase 3 trial | By year-end 2025 | | **Stiff Person Syndrome (SPS)** | Report topline registrational Phase 2 data | 1H 2026 | | | BLA filing | 1H 2026 | | **Lupus Nephritis (LN)** | Report Phase 1 data in peer-reviewed publication | 2026 | | **Multiple Sclerosis (MS)** | Report Phase 1 IIT data | Q3 2025 | | **Rheumatoid Arthritis (RA)** | Report Phase 1/2 IIT data | Q4 2025 | | **Future Pipeline (KYV-102)** | File IND application | Q4 2025 | [Second Quarter 2025 Financial Results](index=3&type=section&id=Second%20Quarter%202025%20Financial%20Results) Kyverna reported a Q2 2025 net loss of **$42.1 million** ($0.97 per share) with **$211.7 million** cash, extending its runway into 2027, primarily due to increased R&D expenses [Financial Performance Summary](index=3&type=section&id=Financial%20Performance%20Summary) As of June 30, 2025, Kyverna held **$211.7 million** in cash, providing a runway into 2027, with increased R&D and G&A expenses leading to a **$42.1 million** net loss for Q2 2025 - Cash, cash equivalents, and marketable securities totaled **$211.7 million** as of June 30, 2025, which is expected to provide a cash runway into 2027[14](index=14&type=chunk) Financial Metric (Q2 2025 vs Q2 2024) | Financial Metric | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | R&D Expenses | **$35.8 M** | **$27.3 M** | | G&A Expenses | **$8.6 M** | **$6.1 M** | | Net Loss | **$42.1 M** | **$28.8 M** | | Net Loss per Share | **$0.97** | **$0.67** | [Financial Statements](index=5&type=section&id=Financial%20Statements) Unaudited financial statements show Q2 2025 total operating expenses of **$44.4 million** and a net loss of **$42.1 million**, with total assets of **$226.5 million** and stockholders' equity of **$184.4 million** as of June 30, 2025 Statement of Operations Highlights (Three Months Ended June 30) | (in thousands) | 2025 | 2024 | | :--- | :--- | :--- | | Research and development | **$35,816** | **$27,321** | | General and administrative | **$8,594** | **$6,114** | | **Total operating expenses** | **$44,410** | **$33,435** | | **Net loss** | **$(42,081)** | **$(28,803)** | Condensed Balance Sheet Highlights | (in thousands) | June 30, 2025 | Dec 31, 2024 | | :--- | :--- | :--- | | Cash, cash equivalents, marketable securities | **$211,677** | **$285,979** | | Total assets | **$226,508** | **$304,645** | | Total stockholders' equity | **$184,377** | **$266,587** |

– Cash runway expected to support operations through FDA meeting and regulatory feedback – IRVINE, Calif., August 12, 2025 – AEON Biopharma, Inc. ("AEON" or the "Company") (NYSE: AEON), a biopharmaceutical company seeking an accelerated and full-label U.S. market entry by developing ABP-450 (prabotulinumtoxinA) as a BOTOXÒ (onabotulinumtoxinA) biosimilar, announced its financial results for the second quarter ended June 30, 2025, and provided a business update. "We have made strong progress this quarter tow ...

EX-99.1 2 scwo_ex991.htm PRESS RELEASE EXHIBIT 99.1 374Water Reports Second Quarter 2025 Financial Results Ongoing Deployments and Successful Waste Destruction Demonstrations Showcase AirSCWO Technology Across Municipal, Federal and Industrial Market Verticals DURHAM, NC – August 12, 2025 - 374Water Inc. (NASDAQ: SCWO) ("374Water" or the "Company"), a global leader in waste destruction technology for the municipal, federal, and industrial markets, today reported its financial and operational results for the ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025. or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33852 VirnetX Holding Corporation Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitte ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10–Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ 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: 001–38363 HALL OF FAME RESORT & ENTERTAINMENT COMPANY (Exact name of registrant as specified in its charter) Delawar ...

[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements of Hall of Fame Resort & Entertainment Company and its subsidiaries for the periods ended June 30, 2025, and December 31, 2024, including balance sheets, statements of operations, changes in stockholders' equity, and cash flows, along with comprehensive notes detailing accounting policies, debt, equity, and other commitments [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The Condensed Consolidated Balance Sheets show a decrease in total assets and total equity from December 31, 2024, to June 30, 2025, primarily driven by an increase in notes payable and accumulated deficit, while cash and restricted cash saw an increase Condensed Consolidated Balance Sheets (Unaudited) | Metric | June 30, 2025 (unaudited) | December 31, 2024 | | :-------------------------------- | :------------------------ | :------------------ | | Total assets | $360,497,791 | $366,705,811 | | Total liabilities | $315,671,345 | $294,474,352 | | Total equity | $44,826,446 | $72,231,459 | | Cash | $831,075 | $432,174 | | Restricted cash | $4,410,344 | $4,015,377 | | Notes payable, net | $261,944,445 | $245,747,816 | | Accumulated deficit | $(301,058,485) | $(273,561,929) | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The company reported a net loss attributable to HOFRE stockholders of $(12.16) million for the three months ended June 30, 2025, an improvement from $(15.75) million in the prior year period. For the six months ended June 30, 2025, the net loss was $(27.50) million, also an improvement from $(30.64) million in the prior year, despite a decrease in total revenues for both periods Condensed Consolidated Statements of Operations (Unaudited) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Total revenues | $4,342,269 | $4,699,669 | $7,287,602 | $8,890,984 | | Loss from operations | $(5,718,676) | $(8,389,679) | $(14,091,004) | $(15,481,910) | | Net loss attributable to HOFRE stockholders | $(12,161,606) | $(15,754,982) | $(27,496,556) | $(30,642,570) | | Net loss per share, basic and diluted | $(1.82) | $(2.41) | $(4.11) | $(4.71) | [Condensed Consolidated Statement of Changes in Stockholders' Equity](index=6&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Stockholders'%20Equity) The total stockholders' equity decreased from $72.23 million at January 1, 2025, to $44.83 million at June 30, 2025, primarily due to net losses and preferred stock dividends, partially offset by stock-based compensation Condensed Consolidated Statement of Changes in Stockholders' Equity (Unaudited) | Metric | January 1, 2025 | June 30, 2025 | | :-------------------------------- | :-------------- | :------------ | | Total Stockholders' Equity | $72,231,459 | $44,826,446 | | Net loss | $(27,496,556) | $(27,496,556) | | Preferred stock dividend | $(532,000) | $(532,000) | | Stock-based compensation | $91,543 | $91,543 | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For the six months ended June 30, 2025, the company experienced a net increase in cash and restricted cash of $0.79 million, a significant improvement from a decrease of $5.37 million in the prior year. This was driven by increased cash from financing activities and reduced cash used in investing activities, despite higher cash used in operating activities Condensed Consolidated Statements of Cash Flows (Unaudited) | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------- | :------------------------------- | :------------------------------- | | Net cash used in operating activities | $(6,304,920) | $(5,310,177) | | Net cash used in investing activities | $(122,732) | $(3,777,401) | | Net cash provided by financing activities | $7,221,520 | $3,714,860 | | Net increase (decrease) in cash and restricted cash | $793,868 | $(5,372,718) | | Cash and restricted cash, end of period | $5,241,419 | $6,443,365 | [Notes to the Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) These notes provide detailed information on the company's organization, significant accounting policies, financial instruments, debt, equity, commitments, related-party transactions, and subsequent events, offering crucial context to the condensed consolidated financial statements [Note 1: Organization, Nature of Business, and Liquidity](index=9&type=section&id=Note%201%3A%20Organization%2C%20Nature%20of%20Business%2C%20and%20Liquidity) This note outlines the company's business as a resort and entertainment entity focused on professional football, details a recent merger agreement, and highlights significant liquidity concerns, including recurring losses, substantial debt maturities, and the need for additional financing to continue as a going concern - The Company is a resort and entertainment company leveraging professional football, operating the Hall of Fame Village and DoubleTree by Hilton in Canton, Ohio, with a multi-pronged strategy across destination-based assets, media, and gaming[18](index=18&type=chunk) - On May 7, 2025, the Company entered into a Merger Agreement to be acquired by HOFV Holdings, LLC, with common stock holders receiving **$0.90 per share in cash**[23](index=23&type=chunk)[24](index=24&type=chunk) - The Company has sustained recurring losses, with an accumulated deficit of **$301.1 million** as of June 30, 2025, and faces approximately **$126 million in debt maturities** through June 30, 2026, raising substantial doubt about its ability to continue as a going concern[26](index=26&type=chunk)[31](index=31&type=chunk) [Note 2: Summary of Significant Accounting Policies](index=11&type=section&id=Note%202%3A%20Summary%20of%20Significant%20Accounting%20Policies) This note details the company's accounting policies, including basis of presentation, consolidation, use of estimates, warrant liability, cash and restricted cash, investments, equity method investments, accounts receivable, deferred financing costs, revenue recognition, income taxes, film and media costs, fair value measurement, net loss per common share, and recent accounting standards - The financial statements are unaudited and prepared in accordance with U.S. GAAP for interim financial information, requiring management to make significant estimates and assumptions[33](index=33&type=chunk)[38](index=38&type=chunk) - The Company accounts for warrants not indexed to its own stock as liabilities at fair value, subject to remeasurement at each balance sheet date, with changes recognized in other income (expense)[40](index=40&type=chunk) - Revenue is recognized following ASC 606, based on a five-step model, across various streams including sponsorships, rents, events, hotel operations, and gaming licenses, with recognition occurring when performance obligations are satisfied[58](index=58&type=chunk)[59](index=59&type=chunk)[60](index=60&type=chunk) [Note 3: Property and Equipment](index=20&type=section&id=Note%203%3A%20Property%20and%20Equipment) Property and equipment, net, decreased from $334.71 million at December 31, 2024, to $326.46 million at June 30, 2025, primarily due to accumulated depreciation, while project development costs remained relatively stable Property and Equipment (Unaudited) | Metric | June 30, 2025 | December 31, 2024 | | :--------------------------------------------------- | :------------ | :---------------- | | Property and equipment, net | $326,461,405 | $334,709,643 | | Project development costs | $10,319,809 | $10,404,499 | | Accumulated depreciation | $(96,465,051) | $(87,995,243) | | Depreciation expense (six months) | $8,469,808 | $8,339,941 | | Capitalized project development costs (six months) | $0 | $13,814,619 | - The company incurred **no capitalized project development costs** for the six months ended June 30, 2025, compared to **$13.81 million** in the prior year, indicating a slowdown in new development[97](index=97&type=chunk) [Note 4: Notes Payable, net](index=21&type=section&id=Note%204%3A%20Notes%20Payable%2C%20net) The company's net notes payable increased to $261.94 million as of June 30, 2025, from $245.75 million at December 31, 2024, with significant portions maturing in 2025. Several loan agreements, including those with CHCL, SCF, and IRG, were amended to extend maturity dates to September or December 2025 Notes Payable, Net (Unaudited) | Metric | June 30, 2025 | December 31, 2024 | | :------------------------ | :------------ | :---------------- | | Total Gross Principal Payments | $266,591,513 | $251,364,649 | | Less: Debt discount and deferred financing costs | $(4,647,068) | $(5,616,833) | | Total Net Principal Payments | $261,944,445 | $245,747,816 | | Principal payments due in 2025 (six months) | $123,852,077 | N/A | - The CH Capital 2024 Loan facility amount was repeatedly increased from **$2 million to $15 million** through multiple amendments, with the maturity date extended to **September 30, 2025**, to fund general corporate purposes[111](index=111&type=chunk)[113](index=113&type=chunk)[114](index=114&type=chunk)[115](index=115&type=chunk)[119](index=119&type=chunk)[120](index=120&type=chunk)[121](index=121&type=chunk)[246](index=246&type=chunk) - An omnibus extension was executed on March 31, 2025, extending the maturity date of several IRG-related debt instruments to **September 30, 2025**[127](index=127&type=chunk)[128](index=128&type=chunk) - The SCF Loan maturity date was extended from June 30, 2025, to **December 31, 2025**[124](index=124&type=chunk) [Note 5: Stockholders' Equity](index=27&type=section&id=Note%205%3A%20Stockholders'%20Equity) This note details the company's equity structure, including shares available under incentive plans, restricted stock unit activity, warrant information, and the status of Series A Cumulative Redeemable Preferred Stock, for which the company has missed required quarterly payments Stockholders' Equity Details (Unaudited) | Metric | June 30, 2025 | December 31, 2024 | | :--------------------------------------------------- | :------------ | :---------------- | | Shares available under 2020 Omnibus Incentive Plan | 134,108 | N/A | | Shares available under 2023 Inducement Plan | 62,652 | N/A | | Non-vested RSUs at June 30, 2025 | 13,323 | 203,046 (Jan 1, 2025) | | Stock-based compensation expense (six months) | $91,543 | $372,312 | | Warrants to purchase Common Stock | 3,681,403 | 3,681,403 | | Series A Preferred Stock outstanding | 6,800 shares | 6,800 shares | - The Company has not made its required quarterly payments for the **7.00% Series A Cumulative Redeemable Preferred Stock**, due beginning in the quarter ended December 31, 2024[148](index=148&type=chunk) [Note 6: Sponsorship Revenue and Associated Commitments](index=30&type=section&id=Note%206%3A%20Sponsorship%20Revenue%20and%20Associated%20Commitments) Sponsorship revenues for the three and six months ended June 30, 2025, were $0.64 million and $1.20 million, respectively, with future cash receipts totaling $6.90 million, primarily recognized on a straight-line basis over the agreement terms Sponsorship Revenue and Future Cash Receipts (Unaudited) | Metric | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | | :----------------------------------- | :------------------------------- | :----------------------------- | | Net sponsorship revenue | $636,546 | $1,202,809 | **Scheduled Future Cash to be Received Under Sponsorship Agreements (as of June 30, 2025):** | Year ending December 31, | Amount | | :----------------------- | :------------- | | 2025 (six months) | $817,552 | | 2026 | $2,116,714 | | 2027 | $1,447,390 | | 2028 | $1,257,265 | | 2029 | $1,257,265 | | Thereafter | $0 | | Total | $6,896,186 | [Note 7: Other Commitments](index=30&type=section&id=Note%207%3A%20Other%20Commitments) This note covers various operational commitments, including management agreements for hotel and restaurant operations, sports betting agreements, changes in executive leadership, and the company's delisting from Nasdaq due to non-compliance with listing rules - The management agreement with Shula's Steak Houses was terminated, and the restaurant was rebranded as 'Gridiron Gastropub' under company management as of October 22, 2024[159](index=159&type=chunk) - The Company secured conditional approval for mobile and retail sports betting in Ohio, with the deadline for accepting a retail sports bet extended to **December 31, 2027**[163](index=163&type=chunk)[164](index=164&type=chunk) - Michael Crawford resigned as President, CEO, and Chairman, effective May 18, 2025, receiving a **$300,000 retention bonus** and a consulting agreement. Karl L. Holz was elected non-executive Chairman, and new principal executive and financial officers were appointed[169](index=169&type=chunk)[170](index=170&type=chunk)[174](index=174&type=chunk)[176](index=176&type=chunk) - The Company was delisted from Nasdaq on **June 27, 2025**, due to failure to hold an annual meeting and maintain the minimum bid price, with its common stock now trading on the OTC Markets Pink Sheets[179](index=179&type=chunk)[180](index=180&type=chunk) [Note 8: Contingencies](index=34&type=section&id=Note%208%3A%20Contingencies) The company is subject to occasional legal proceedings and claims in the normal course of business but does not currently have any pending litigation that management believes would have a material adverse effect on its financial condition or operations - The Company does not have any pending litigation that, separately or in the aggregate, would have a material adverse effect on its results of operations, financial condition, or cash flows[184](index=184&type=chunk) [Note 9: Related-Party Transactions](index=34&type=section&id=Note%209%3A%20Related-Party%20Transactions) This note details significant related-party transactions, including non-interest bearing advances from affiliates, an amended global license agreement with PFHOF, a lease agreement with a director's affiliate, and commercial agreements with an equity-method investee, as well as other professional services and indemnity agreements Related-Party Balances (Unaudited) | Affiliate | June 30, 2025 | December 31, 2024 | | :---------------- | :------------ | :---------------- | | Due to IRG Member | $2,946,169 | $2,646,169 | | Due to PFHOF | $301,062 | $264,658 | | Total | $3,247,231 | $2,910,827 | - The Global License Agreement with PFHOF was amended, removing the requirement for annual license fees and waiving the **$600,000 fee for 2024**, in exchange for mutual agreement on license fees/royalties for future projects[192](index=192&type=chunk)[193](index=193&type=chunk) - The Company entered into a ten-year lease agreement for commercial office space with Touchdown Work Place, LLC, an entity managed by Stuart Lichter, a director of the Company[197](index=197&type=chunk) [Note 10: Concentrations](index=37&type=section&id=Note%2010%3A%20Concentrations) The company has significant customer concentrations, with two customers representing a substantial portion of sponsorship revenue and four customers accounting for a large percentage of accounts receivable. Additionally, cash balances are held at third-party financial institutions, potentially exceeding federally insured limits - For the three months ended June 30, 2025, two customers represented approximately **48.9% and 14.6% of sponsorship revenue**. For the six months ended June 30, 2025, two customers represented approximately **50.0% and 14.9% of sponsorship revenue**[206](index=206&type=chunk)[207](index=207&type=chunk) - As of June 30, 2025, four customers represented approximately **19.6%, 10.7%, 10.6%, and 10.3% of the Company's accounts receivable**[210](index=210&type=chunk) - Cash and restricted cash balances at national financial institutions may exceed federally insured limits, posing a risk if these institutions fail[211](index=211&type=chunk) [Note 11: Leases](index=38&type=section&id=Note%2011%3A%20Leases) This note details the company's operating and finance lease arrangements as both a lessee and a lessor, including right-of-use assets, lease liabilities, lease costs, and future minimum lease payments and revenues Lease Assets and Liabilities (Unaudited) | Lease Type | June 30, 2025 (ROU Assets) | June 30, 2025 (Lease Liability) | | :---------------- | :-------------------------- | :------------------------------ | | Operating leases | $7,062,678 | $3,347,078 | | Financing leases | $66,907 | $47,550 | - Operating lease costs for the six months ended June 30, 2025, were **$246,023**, with a weighted-average remaining lease term of **89.3 years** and a discount rate of **10.0%**[218](index=218&type=chunk) - Lease revenue from lessor commitments for the six months ended June 30, 2025, was **$717,012**, with total future minimum lease revenue of **$9.29 million**[224](index=224&type=chunk) [Note 12: Financing Liability](index=41&type=section&id=Note%2012%3A%20Financing%20Liability) The company accounts for a sale-leaseback transaction of its Fan Engagement Zone as a financing arrangement, with a carrying value of $17.80 million as of June 30, 2025. A waterpark ground lease was terminated due to default, leading to potential damages and the landlord retaining rights to collateral including the Tom Benson Hall of Fame Stadium and a 20% interest in ForeverLawn Park - A sale-leaseback of the Fan Engagement Zone is accounted for as a financing transaction, with a carrying value of **$17,800,270** as of June 30, 2025, representing **$367,579,171** in remaining undiscounted payments[228](index=228&type=chunk)[238](index=238&type=chunk) - The waterpark ground lease was terminated on **October 26, 2024**, due to a payment default of approximately **$2.6 million**, entitling the landlord to pursue remedies and collateral, including the Tom Benson Hall of Fame Stadium and a **20% interest in ForeverLawn Park**[229](index=229&type=chunk)[230](index=230&type=chunk)[234](index=234&type=chunk)[236](index=236&type=chunk) - A Lease Restructuring LOI was entered into on **April 17, 2025**, outlining non-binding terms for the waterpark and other properties, and a binding breakage fee of **$1,988,186** if the restructuring does not close by **September 30, 2025**, due to a willful breach by an affiliate of director Stuart Lichter[235](index=235&type=chunk) [Note 13: Subsequent Events](index=43&type=section&id=Note%2013%3A%20Subsequent%20Events) Subsequent to June 30, 2025, the US government enacted the OBBB Act, the company received a notice of default on its Fan Engagement Zone lease which was subsequently cured, and the CHCL loan facility was further increased to $15 million - On **July 4, 2025**, the US government enacted the One Big Beautiful Tax Bill Act (OBBB), and the Company is evaluating its impact on financial statements[240](index=240&type=chunk) - On **July 18, 2025**, the Company received a default notice for unpaid rent on the Fan Engagement Zone lease (**$283,915**), which was cured on **July 23, 2025**, through an advance from CHCL[242](index=242&type=chunk)[243](index=243&type=chunk)[244](index=244&type=chunk) - On **July 24, 2025**, the CHCL loan facility was increased from **$14 million to $15 million** through a Ninth Amendment to the Note and Security Agreement[245](index=245&type=chunk)[246](index=246&type=chunk) [Item 2. Management's discussion and analysis of financial condition and results of operations](index=45&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, operational results, and liquidity, highlighting business strategy, recent developments including delisting and debt amendments, and a detailed comparison of financial performance for the three and six months ended June 30, 2025, versus 2024, emphasizing ongoing liquidity challenges [Business Overview](index=45&type=section&id=Business%20Overview) Hall of Fame Resort & Entertainment Company operates as a resort and entertainment entity, leveraging professional football through its Hall of Fame Village, DoubleTree by Hilton, and diversified revenue streams across destination-based assets, media, and gaming, with ongoing Phase I and Phase II developments and future Phase III expansion plans - The Company is a resort and entertainment company focused on professional football, operating the Hall of Fame Village and DoubleTree by Hilton in Canton, Ohio[249](index=249&type=chunk) - Strategic verticals include destination-based assets (Hall of Fame Village), Hall of Fame Village Media, and Gold Summit Gaming, with Phase I operational and Phase II components developed[249](index=249&type=chunk)[250](index=250&type=chunk)[252](index=252&type=chunk) - The Company holds licenses for physical and online sports betting in Ohio and has an agreement with Betr as its mobile management services provider[251](index=251&type=chunk) [Key Components of the Company's Results of Operations](index=46&type=section&id=Key%20Components%20of%20the%20Company's%20Results%20of%20Operations) The company's revenue streams include sponsorships, rents, events, hotel and restaurant operations, media content, and gaming licenses, with expectations for continued growth. Operating expenses, encompassing event/media production, personnel, maintenance, food & beverage, hotel operations, and depreciation, are anticipated to rise with further development - Revenue is generated from sponsorships, rents, events, exclusive programming, attractions, hotel and restaurant operations, media content, and gaming licenses[253](index=253&type=chunk)[255](index=255&type=chunk) - Operating expenses include event/media production, personnel, campus maintenance, food and beverage costs, hotel operating expenses, and depreciation, expected to increase with asset completion and development[257](index=257&type=chunk) [Recent Developments](index=46&type=section&id=Recent%20Developments) Recent developments include the company's delisting from Nasdaq due to non-compliance with listing rules, multiple amendments to the CH Capital 2024 Loan increasing its facility amount, the resignation of the CEO, omnibus extensions of various debt instruments, and a proposed take-private merger agreement - The Company was delisted from Nasdaq on **June 27, 2025**, due to failure to hold an annual meeting and maintain the minimum bid price, with its common stock now trading on the OTC Markets Pink Sheets[179](index=179&type=chunk)[180](index=180&type=chunk)[259](index=259&type=chunk)[262](index=262&type=chunk) - Multiple amendments (Second through Ninth) to the CH Capital 2024 Loan increased the facility amount from **$2 million to $15 million** for general corporate purposes, with the maturity date extended to **September 30, 2025**[266](index=266&type=chunk)[269](index=269&type=chunk)[270](index=270&type=chunk)[277](index=277&type=chunk)[282](index=282&type=chunk)[283](index=283&type=chunk)[284](index=284&type=chunk)[286](index=286&type=chunk) - Michael Crawford resigned as President, CEO, and Chairman, effective **May 18, 2025**, and entered into a retention and consulting agreement[271](index=271&type=chunk)[272](index=272&type=chunk)[273](index=273&type=chunk) - An Agreement and Plan of Merger was entered into on **May 7, 2025**, for a take-private transaction where common stockholders would receive **$0.90 per share in cash**[279](index=279&type=chunk)[280](index=280&type=chunk) [Results of Operations](index=52&type=section&id=Results%20of%20Operations) The company reported a reduced net loss for both the three and six months ended June 30, 2025, compared to the prior year, driven by decreased operating expenses and interest expense, despite a decline in total revenues [Three Months Ended June 30, 2025 as Compared to the Three Months Ended June 30, 2024](index=53&type=section&id=Three%20Months%20Ended%20June%2030%2C%202025%20as%20Compared%20to%20the%20Three%20Months%20Ended%20June%2030%2C%202024) For the three months ended June 30, 2025, net loss decreased by $3.59 million, primarily due to a $2.98 million reduction in operating expenses and a $0.50 million decrease in interest expense, despite a $0.36 million decline in total revenues Financial Performance for Three Months Ended June 30 (Unaudited) | Metric | 2025 (3 months) | 2024 (3 months) | Change ($) | Change (%) | | :----------------------------------- | :-------------- | :-------------- | :--------- | :--------- | | Total revenues | $4,342,269 | $4,699,669 | $(357,400) | -7.6% | | Operating expenses | $4,220,719 | $7,199,196 | $(2,978,477) | -41.4% | | Hotel operating expenses | $1,604,243 | $1,708,961 | $(104,718) | -6.1% | | Interest expense, net | $(5,978,073) | $(6,475,614) | $497,541 | -7.7% | | Amortization of discount on note payable | $(236,773) | $(1,054,650) | $817,877 | -77.5% | | Net loss attributable to HOFRE stockholders | $(12,161,606) | $(15,754,982) | $3,593,376 | -22.8% | - Sponsorship revenues increased slightly by **1.5%** due to new contracts, while event, rents, restaurant, and other revenues decreased by **15.7%** due to fewer events and lower sales[289](index=289&type=chunk)[290](index=290&type=chunk) [Six Months Ended June 30, 2025 as Compared to the Six Months Ended June 30, 2024](index=55&type=section&id=Six%20Months%20Ended%20June%2030%2C%202025%20as%20Compared%20to%20the%20Six%20Months%20Ended%20June%2030%2C%202024) For the six months ended June 30, 2025, the net loss decreased by $3.15 million, primarily driven by a $3.46 million reduction in operating expenses and a $1.49 million decrease in interest expense, despite a $1.60 million decline in total revenues Financial Performance for Six Months Ended June 30 (Unaudited) | Metric | 2025 (6 months) | 2024 (6 months) | Change ($) | Change (%) | | :----------------------------------- | :-------------- | :-------------- | :--------- | :--------- | | Total revenues | $7,287,602 | $8,890,984 | $(1,603,382) | -18.0% | | Operating expenses | $9,889,854 | $13,349,560 | $(3,459,706) | -25.9% | | Hotel operating expenses | $3,018,944 | $2,683,393 | $335,551 | 12.5% | | Interest expense, net | $(11,502,527) | $(12,997,148) | $1,494,621 | -11.5% | | Amortization of discount on note payable | $(1,385,492) | $(2,009,972) | $624,480 | -31.1% | | Net loss attributable to HOFRE stockholders | $(27,496,556) | $(30,642,570) | $3,146,014 | -10.3% | - Sponsorship revenues decreased by **15.7%** due to the expiration of certain agreements, and event, rents, restaurant, and other revenues decreased by **30.3%** due to fewer large-scale events[303](index=303&type=chunk)[304](index=304&type=chunk) [Liquidity and Capital Resources](index=58&type=section&id=Liquidity%20and%20Capital%20Resources) The company faces significant liquidity challenges, with recurring losses, an accumulated deficit of $301.1 million, and $126 million in debt maturing by June 30, 2026. It relies on debt and equity issuances, including loans from affiliates, and needs additional financing to fund operations and development, raising substantial doubt about its going concern ability - The Company has sustained recurring losses, with an accumulated deficit of **$301.1 million** as of June 30, 2025[316](index=316&type=chunk) - Approximately **$126 million in debt principal payments** are due through June 30, 2026[316](index=316&type=chunk) - The Company's operations are funded principally through debt and equity, including loans from CHCL and other affiliates, and it requires additional financing to fund development and working capital, raising substantial doubt about its ability to continue as a going concern[316](index=316&type=chunk)[317](index=317&type=chunk)[318](index=318&type=chunk) [Cash Flows](index=58&type=section&id=Cash%20Flows) For the six months ended June 30, 2025, net cash used in operating activities increased to $6.3 million, while net cash used in investing activities significantly decreased to $0.1 million. Net cash provided by financing activities increased to $7.2 million, resulting in a net increase in cash and restricted cash of $0.79 million Cash Flow Summary (Unaudited) | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------- | :------------------------------- | :------------------------------- | | Operating Activities | $(6,304,920) | $(5,310,177) | | Investing Activities | $(122,732) | $(3,777,401) | | Financing Activities | $7,221,520 | $3,714,860 | | Net increase (decrease) in cash and restricted cash | $793,868 | $(5,372,718) | [Off-Balance Sheet Arrangements](index=59&type=section&id=Off-Balance%20Sheet%20Arrangements) As of June 30, 2025, the company did not have any off-balance sheet arrangements - The Company did not have any off-balance sheet arrangements as of June 30, 2025[323](index=323&type=chunk) [Critical Accounting Policies and Significant Judgments and Estimates](index=59&type=section&id=Critical%20Accounting%20Policies%20and%20Significant%20Judgments%20and%20Estimates) The preparation of the condensed consolidated financial statements requires management to make estimates and assumptions in accordance with U.S. GAAP, which are detailed in Note 2 to the financial statements - The financial statements are prepared in accordance with U.S. GAAP, requiring management to make estimates and assumptions that affect reported amounts[324](index=324&type=chunk) - Significant accounting policies and estimates are further detailed in Note 2 to the Unaudited Condensed Consolidated Financial Statements[325](index=325&type=chunk) [Item 3. Quantitative and qualitative disclosures about market risk](index=60&type=section&id=Item%203.%20Quantitative%20and%20qualitative%20disclosures%20about%20market%20risk) This item is not applicable for the reporting period - Item 3, Quantitative and qualitative disclosures about market risk, is not applicable[326](index=326&type=chunk) [Item 4. Controls and procedures](index=60&type=section&id=Item%204.%20Controls%20and%20procedures) The company's disclosure controls and procedures were deemed ineffective as of June 30, 2025, due to previously disclosed material weaknesses in internal control over financial reporting related to the review and analysis of financial information and non-routine transactions. Remediation efforts are ongoing, but their full effectiveness is yet to be determined - As of **June 30, 2025**, the Company's disclosure controls and procedures were not effective at the reasonable assurance level due to material weaknesses in internal control over financial reporting[329](index=329&type=chunk) - Material weaknesses were identified in the precise and timely review and analysis of information for financial statements and disclosures, and in controls over non-routine transactions[328](index=328&type=chunk) - Remediation plans are being implemented, but it is not yet determined if these steps will fully remediate the material weaknesses[328](index=328&type=chunk)[330](index=330&type=chunk) [PART II. OTHER INFORMATION](index=61&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal proceedings](index=61&type=section&id=Item%201.%20Legal%20proceedings) The company is subject to occasional legal proceedings and claims in the normal course of business but does not have any pending litigation that management believes would have a material adverse effect on its financial condition or operations - The Company does not have any pending litigation that, separately or in the aggregate, would have a material adverse effect on its results of operations, financial condition, or cash flows[332](index=332&type=chunk) [Item 1A. Risk factors](index=61&type=section&id=Item%201A.%20Risk%20factors) There have been no material changes to the company's risk factors since its Annual Report on Form 10-K for the year ended December 31, 2024 - No material changes to risk factors have occurred since the Annual Report on Form 10-K for the year ended December 31, 2024[333](index=333&type=chunk) [Item 2. Unregistered sales of equity securities and use of proceeds](index=61&type=section&id=Item%202.%20Unregistered%20sales%20of%20equity%20securities%20and%20use%20of%20proceeds) There were no unregistered sales of equity securities or use of proceeds to report for this period - There were no unregistered sales of equity securities and use of proceeds to report[334](index=334&type=chunk) [Item 3. Defaults upon senior securities](index=61&type=section&id=Item%203.%20Defaults%20upon%20senior%20securities) There were no defaults upon senior securities to report for this period - There were no defaults upon senior securities to report[335](index=335&type=chunk) [Item 4. Mine safety disclosures](index=61&type=section&id=Item%204.%20Mine%20safety%20disclosures) This item is not applicable for the reporting period - Item 4, Mine safety disclosures, is not applicable[336](index=336&type=chunk) [Item 5. Other information](index=61&type=section&id=Item%205.%20Other%20information) There is no other information to report for this period - There is no other information to report[337](index=337&type=chunk) [Item 6. Exhibits](index=62&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including the Agreement and Plan of Merger, various amendments to note and security agreements, a voting agreement, and certifications - Key exhibits include the Agreement and Plan of Merger (**May 7, 2025**), multiple amendments to the Note & Security Agreement with CH Capital Lending, LLC, and the First Amendment to Business Loan Agreement with Stark Community Foundation[338](index=338&type=chunk) [SIGNATURES](index=63&type=section&id=SIGNATURES) The report is duly signed on behalf of the registrant by the Executive Vice President of Business Administration (Interim Principal Executive Officer), Senior Vice President of Finance (Interim Principal Financial Officer), and Vice President of Accounting/Corporate Controller (Principal Accounting Officer) as of August 12, 2025 - The report is signed by Lisa Gould (Executive Vice President of Business Administration, Interim Principal Executive Officer), Eric Hess (Senior Vice President of Finance, Interim Principal Financial Officer), and John Van Buiten (Vice President of Accounting/Corporate Controller, Principal Accounting Officer) on **August 12, 2025**[341](index=341&type=chunk)