Part I - Financial Information This section covers ChargePoint's unaudited financial statements and management's discussion of financial condition and operations [Item 1. Condensed Consolidated Financial Statements (Unaudited)](index=5&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements%20%28Unaudited%29) This section presents ChargePoint's unaudited financial statements, including balance sheets, operations, equity, cash flows, and detailed notes [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20as%20of%20July%2031%2C%202025%20and%20January%2031%2C%202025%20%28unaudited%29) This statement details ChargePoint's assets, liabilities, and equity as of July 31, 2025, and January 31, 2025 Condensed Consolidated Balance Sheet Summary (in thousands) | Metric | July 31, 2025 (in thousands) | January 31, 2025 (in thousands) | Change (in thousands) | Percentage Change | | :-------------------------------- | :----------------------------- | :------------------------------ | :-------------------- | :---------------- | | **Assets** | | | | | | Cash and cash equivalents | $194,123 | $224,571 | $(30,448) | -13.56% | | Accounts receivable, net | $96,014 | $95,906 | $108 | 0.11% | | Inventories | $212,407 | $209,262 | $3,145 | 1.50% | | Total current assets | $533,425 | $566,574 | $(33,149) | -5.85% | | Goodwill | $222,155 | $207,540 | $14,615 | 7.04% | | Total assets | $870,254 | $898,175 | $(27,921) | -3.11% | | **Liabilities & Equity** | | | | | | Accounts payable | $72,470 | $64,050 | $8,420 | 13.15% | | Deferred revenue (current) | $115,096 | $105,017 | $10,079 | 9.60% | | Total current liabilities | $319,977 | $293,746 | $26,231 | 8.93% | | Debt, noncurrent | $309,414 | $297,092 | $12,322 | 4.15% | | Total liabilities | $799,539 | $760,704 | $38,835 | 5.10% | | Total stockholders' equity | $70,715 | $137,471 | $(66,756) | -48.56% | | Accumulated deficit | $(2,014,738) | $(1,891,438) | $(123,300) | 6.52% | - Total assets decreased by **3.11%** from January 31, 2025, to July 31, 2025, primarily driven by a decrease in cash and cash equivalents[15](index=15&type=chunk) - Total liabilities increased by **5.10%**, with noncurrent debt increasing by **4.15%**[15](index=15&type=chunk) - Total stockholders' equity decreased significantly by **48.56%**, and the accumulated deficit grew by **6.52%** to **$2,014.7 million**[15](index=15&type=chunk)[33](index=33&type=chunk) [Condensed Consolidated Statements of Operations](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20for%20the%20Three%20and%20Six%20Months%20Ended%20July%2031%2C%202025%20and%202024%20%28unaudited%29) This statement outlines ChargePoint's revenues, costs, and net loss for the three and six months ended July 31, 2025 and 2024 Condensed Consolidated Statements of Operations Summary (in thousands) | Metric | Three months ended July 31, 2025 (in thousands) | Three months ended July 31, 2024 (in thousands) | Change (in thousands) | YoY Change | Six Months Ended July 31, 2025 (in thousands) | Six Months Ended July 31, 2024 (in thousands) | Change (in thousands) | YoY Change | | :-------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------- | :--------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------- | :--------- | | **Revenue** | | | | | | | | | | Networked Charging Systems | $50,421 | $64,146 | $(13,725) | -21.4% | $102,480 | $129,520 | $(27,040) | -20.9% | | Subscriptions | $39,896 | $36,191 | $3,705 | 10.2% | $77,916 | $69,636 | $8,280 | 11.9% | | Other | $8,273 | $8,202 | $71 | 0.9% | $15,834 | $16,426 | $(592) | -3.6% | | Total revenue | $98,590 | $108,539 | $(9,949) | -9.2% | $196,230 | $215,582 | $(19,352) | -9.0% | | **Gross Profit** | $30,728 | $25,585 | $5,143 | 20.1% | $58,714 | $49,195 | $9,519 | 19.3% | | **Operating Expenses** | | | | | | | | | | Research and development | $36,479 | $36,510 | $(31) | -0.1% | $69,989 | $72,562 | $(2,573) | -3.5% | | Sales and marketing | $25,033 | $36,699 | $(11,666) | -31.8% | $51,225 | $71,698 | $(20,473) | -28.6% | | General and administrative | $28,193 | $15,122 | $13,071 | 86.4% | $50,317 | $34,819 | $15,498 | 44.5% | | **Net Loss** | $(66,179) | $(68,874) | $2,695 | -3.9% | $(123,300) | $(140,673) | $17,373 | -12.4% | | **Net loss per share - Basic and Diluted** | $(2.85) | $(3.22) | $0.37 | -11.5% | $(5.34) | $(6.61) | $1.27 | -19.2% | - Total revenue decreased by **9.2%** for the three months and **9.0%** for the six months ended July 31, 2025, primarily due to a significant decline in Networked Charging Systems revenue[17](index=17&type=chunk) - Subscriptions revenue showed positive growth, increasing by **10.2%** for the three months and **11.9%** for the six months, partially offsetting the decline in systems revenue[17](index=17&type=chunk) - Despite the revenue decrease, gross profit increased by **20.1%** for the three months and **19.3%** for the six months, indicating improved margins[17](index=17&type=chunk) - Net loss improved (decreased) by **3.9%** for the three months and **12.4%** for the six months, leading to an improvement in basic and diluted net loss per share[17](index=17&type=chunk) [Condensed Consolidated Statements of Comprehensive Loss](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss%20for%20the%20Three%20and%20Six%20Months%20Ended%20July%2031%2C%202025%20and%202024%20%28unaudited%29) This statement presents ChargePoint's net loss and other comprehensive income or loss for the periods presented Condensed Consolidated Statements of Comprehensive Loss Summary (in thousands) | Metric | Three months ended July 31, 2025 (in thousands) | Three months ended July 31, 2024 (in thousands) | Six Months Ended July 31, 2025 (in thousands) | Six Months Ended July 31, 2024 (in thousands) | | :-------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Net loss | $(66,179) | $(68,874) | $(123,300) | $(140,673) | | Foreign currency translation adjustment | $1,206 | $2,047 | $21,318 | $(27) | | Other comprehensive income (loss) | $1,206 | $2,047 | $21,318 | $(27) | | Comprehensive loss | $(64,973) | $(66,827) | $(101,982) | $(140,700) | - The comprehensive loss for the six months ended July 31, 2025, significantly improved to **$(101.98 million)** from **$(140.70 million)** in the prior year, largely due to a positive foreign currency translation adjustment of **$21.32 million**[20](index=20&type=chunk) [Condensed Consolidated Statements of Stockholders' Equity](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity%20for%20the%20Three%20and%20Six%20Months%20Ended%20July%2031%2C%202025%20and%202024%20%28unaudited%29) This statement details changes in ChargePoint's stockholders' equity, including common stock and accumulated deficit Condensed Consolidated Statements of Stockholders' Equity Summary (in thousands) | Metric | January 31, 2025 (in thousands) | July 31, 2025 (in thousands) | Change (in thousands) | | :-------------------------- | :------------------------------ | :--------------------------- | :-------------------- | | Common Stock (Shares) | 22,805,115 | 23,357,878 | 552,763 | | Additional Paid-In Capital | $2,054,340 | $2,089,566 | $35,226 | | Accumulated Other Comprehensive Loss | $(25,433) | $(4,115) | $21,318 | | Accumulated Deficit | $(1,891,438) | $(2,014,738) | $(123,300) | | Total Stockholders' Equity | $137,471 | $70,715 | $(66,756) | - Total stockholders' equity decreased by **$66.76 million** from January 31, 2025, to July 31, 2025, primarily due to the net loss of **$(123.30 million)**, partially offset by additional paid-in capital from stock plans and other comprehensive income[23](index=23&type=chunk) - The number of common shares issued and outstanding increased from **22,805,115** to **23,357,878**, reflecting issuances under stock plans and ESPP purchases[23](index=23&type=chunk) - A **1-for-20 reverse stock split** became effective on July 28, 2025, retroactively adjusting all share and per-share data[23](index=23&type=chunk)[38](index=38&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20for%20the%20Six%20Months%20Ended%20July%2031%2C%202025%20and%202024%20%28unaudited%29) This statement summarizes ChargePoint's cash flows from operating, investing, and financing activities for the six months ended July 31, 2025 and 2024 Condensed Consolidated Statements of Cash Flows Summary (in thousands) | Cash Flow Activity | Six Months Ended July 31, 2025 (in thousands) | Six Months Ended July 31, 2024 (in thousands) | Change (in thousands) | YoY Change | | :--------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------- | :--------- | | Net cash used in operating activities | $(39,120) | $(113,706) | $74,586 | -65.6% | | Net cash used in investing activities | $(2,358) | $(7,301) | $4,943 | -67.7% | | Net cash provided by financing activities | $8,089 | $6,926 | $1,163 | 16.8% | | Net decrease in cash, cash equivalents, and restricted cash | $(30,448) | $(114,147) | $83,699 | -73.3% | - Net cash used in operating activities significantly decreased by **65.6%** to **$(39.12 million)** for the six months ended July 31, 2025, compared to the prior year, primarily due to a lower net loss and favorable changes in operating assets and liabilities[25](index=25&type=chunk)[222](index=222&type=chunk)[223](index=223&type=chunk) - Net cash used in investing activities decreased by **67.7%**, mainly due to lower purchases of property and equipment[25](index=25&type=chunk)[224](index=224&type=chunk)[225](index=225&type=chunk) - Net cash provided by financing activities increased by **16.8%**, driven by proceeds from common stock issuance under employee equity plans and changes in driver funds[25](index=25&type=chunk)[226](index=226&type=chunk)[227](index=227&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements%20%28unaudited%29) This section provides detailed explanations of ChargePoint's accounting policies, financial items, and other significant financial information [1. Description of Business and Basis of Presentation](index=13&type=section&id=1.%20Description%20of%20Business%20and%20Basis%20of%20Presentation) This note describes ChargePoint's core business, financial condition, and the basis for preparing its financial statements - ChargePoint designs, develops, and markets networked EV charging system infrastructure and cloud-based software services (ChargePoint Platform) for managing charging systems and enabling EV charging sessions[30](index=30&type=chunk) - The Company has incurred net operating losses and negative cash flows from operations since inception, with an accumulated deficit of **$2,014.7 million** as of July 31, 2025[33](index=33&type=chunk) - A **1-for-20 reverse stock split** became effective on July 28, 2025, retroactively adjusting all share and per-share data[38](index=38&type=chunk) [2. Summary of Significant Accounting Policies](index=14&type=section&id=2.%20Summary%20of%20Significant%20Accounting%20Policies) This note outlines key accounting principles used in ChargePoint's financial statements, including revenue recognition and segment reporting - Revenue from Networked Charging Systems is recognized upon shipment, while subscriptions revenue (ChargePoint Platform, Assure, CPaaS) is recognized over time on a straight-line basis[61](index=61&type=chunk)[65](index=65&type=chunk) - One customer accounted for **11%** of total accounts receivable, net, as of July 31, 2025, and **11%** of total revenue for the three months ended July 31, 2025[45](index=45&type=chunk) - The Company operates as one operating segment, with the CEO using consolidated net income or loss to measure performance[47](index=47&type=chunk) [3. Goodwill and Intangible Assets](index=19&type=section&id=3.%20Goodwill%20and%20Intangible%20Assets) This note details the composition and changes in ChargePoint's goodwill and other intangible assets, including amortization Goodwill and Intangible Assets Summary (in thousands) | Metric | January 31, 2025 (in thousands) | July 31, 2025 (in thousands) | Change (in thousands) | | :-------------------- | :------------------------------ | :--------------------------- | :-------------------- | | Goodwill | $207,540 | $222,155 | $14,615 | | Customer relationships (net) | $58,353 | $58,378 | $25 | | Developed technology (net) | $7,822 | $6,752 | $(1,070) | | Total Intangible Assets (net) | $66,175 | $65,130 | $(1,045) | - Goodwill increased by **$14.6 million** from January 31, 2025, to July 31, 2025, primarily due to foreign exchange fluctuations[73](index=73&type=chunk) Amortization Expense (in thousands) | Amortization Expense | Three Months Ended July 31, 2025 (in thousands) | Three Months Ended July 31, 2024 (in thousands) | Six Months Ended July 31, 2025 (in thousands) | Six Months Ended July 31, 2024 (in thousands) | | :------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Amortization expense | $3,178 | $3,028 | $6,219 | $6,051 | [4. Composition of Certain Financial Statement Items](index=20&type=section&id=4.%20Composition%20of%20Certain%20Financial%20Statement%20Items) This note breaks down specific financial statement items like inventories, prepaid expenses, property and equipment, and deferred revenue Selected Financial Statement Items (in thousands) | Item | July 31, 2025 (in thousands) | January 31, 2025 (in thousands) | Change (in thousands) | | :-------------------------------- | :----------------------------- | :------------------------------ | :-------------------- | | Inventories | $212,407 | $209,262 | $3,145 | | Prepaid expense and other current assets | $30,481 | $36,435 | $(5,954) | | Property and equipment, net | $29,713 | $35,361 | $(5,648) | | Accrued and other current liabilities | $132,411 | $124,679 | $7,732 | | Deferred revenue | $250,297 | $239,215 | $11,082 | Revenue by Geography (in thousands) | Revenue by Geography | Three Months Ended July 31, 2025 (in thousands) | Three Months Ended July 31, 2024 (in thousands) | Six Months Ended July 31, 2025 (in thousands) | Six Months Ended July 31, 2024 (in thousands) | | :------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | United States | $76,846 | $76,818 | $151,720 | $155,633 | | Rest of World | $21,744 | $31,721 | $44,510 | $59,949 | | Total revenue | $98,590 | $108,539 | $196,230 | $215,582 | - Revenue from the Rest of World decreased significantly by **31.4%** for the three months and **25.8%** for the six months ended July 31, 2025, while U.S. revenue remained relatively stable[81](index=81&type=chunk) - Remaining performance obligations totaled **$264.8 million** as of July 31, 2025, with **46%** expected to be recognized over the next twelve months[85](index=85&type=chunk) [5. Restructuring](index=22&type=section&id=5.%20Restructuring) This note describes ChargePoint's restructuring activities, including workforce reductions and associated costs and liabilities - The September 2024 Reorganization resulted in a reduction of approximately **249 employees** (**15%** of global workforce) and incurred **$9.8 million** in employee severance and related costs in Q3 fiscal year 2025[87](index=87&type=chunk) - The January 2024 Reorganization involved a **12%** workforce reduction (**223 employees**) and incurred **$9.9 million** in severance and **$2.7 million** in facility exit costs in Q4 fiscal year 2024[89](index=89&type=chunk) - As of July 31, 2025, restructuring liabilities related to the September 2024 Reorganization were fully disbursed, while **$1.1 million** remained for the January 2024 Reorganization and **$0.2 million** for the September 2023 Reorganization[88](index=88&type=chunk)[90](index=90&type=chunk)[93](index=93&type=chunk) [6. Debt](index=23&type=section&id=6.%20Debt) This note details ChargePoint's debt obligations, including convertible notes and revolving credit facilities, with terms and fair values Debt Instruments Summary (in thousands) | Debt Instrument | July 31, 2025 (in thousands) | January 31, 2025 (in thousands) | Change (in thousands) | | :-------------------- | :----------------------------- | :------------------------------ | :-------------------- | | 2028 Convertible Notes (Gross) | $326,042 | $312,750 | $13,292 | | 2028 Convertible Notes (Carrying Amount) | $309,414 | $297,092 | $12,322 | | Estimated fair value (Level 2) | $251,000 | $233,000 | $18,000 | - The gross amount of 2028 Convertible Notes increased by **$13.3 million** due to the election of PIK Interest during the six months ended July 31, 2025[94](index=94&type=chunk)[108](index=108&type=chunk) - The 2028 Convertible Notes have an effective interest rate of approximately **10.0%** as of July 31, 2025[110](index=110&type=chunk) - The Company has a **$150.0 million** 2027 Revolving Credit Facility, with no borrowings or letters of credit outstanding as of July 31, 2025[112](index=112&type=chunk)[117](index=117&type=chunk) [7. Commitments and Contingencies](index=27&type=section&id=7.%20Commitments%20and%20Contingencies) This note discloses ChargePoint's legal proceedings, including class action and derivative lawsuits, and its operating lease liabilities - The Company is involved in class action litigation alleging violations of federal securities laws and premature revenue recognition, with a Second Amended Complaint filed on July 22, 2025[121](index=121&type=chunk) - Derivative actions have been filed against the Board of Directors and former officers, alleging breach of fiduciary duties, currently stayed pending resolution of the class action[122](index=122&type=chunk) - The Company has non-cancellable operating lease liabilities totaling **$18.1 million** as of July 31, 2025, with **$4.9 million** due in the current portion[131](index=131&type=chunk) [8. Common Stock](index=29&type=section&id=8.%20Common%20Stock) This note provides information on ChargePoint's common stock, including shares outstanding and ATM facility termination - As of July 31, 2025, there were **23,357,878 shares** of Common Stock issued and outstanding[132](index=132&type=chunk) - The 2022 At-the-Market (ATM) Facility, which permitted sales of up to **$500.0 million** of Common Stock, was terminated on July 11, 2025, and the associated Shelf Registration Statement expired on July 12, 2025[133](index=133&type=chunk)[134](index=134&type=chunk) [9. Common Stock Warrants](index=29&type=section&id=9.%20Common%20Stock%20Warrants) This note details the number of common stock warrants outstanding and any related activity during the reporting periods - As of July 31, 2025, there were **1,724,971 warrants** outstanding, classified as equity, with no warrant activity during the six months ended July 31, 2025 and 2024[135](index=135&type=chunk) [10. Equity Plans and Stock-based Compensation](index=30&type=section&id=10.%20Equity%20Plans%20and%20Stock-based%20Compensation) This note outlines ChargePoint's equity compensation plans and the associated stock-based compensation expense Stock-based Compensation Expense (in thousands) | Expense Category | Three Months Ended July 31, 2025 (in thousands) | Three Months Ended July 31, 2024 (in thousands) | Six Months Ended July 31, 2025 (in thousands) | Six Months Ended July 31, 2024 (in thousands) | | :-------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Cost of revenue | $1,251 | $1,526 | $2,474 | $2,610 | | Research and development | $9,174 | $10,731 | $17,788 | $19,033 | | Sales and marketing | $2,876 | $4,463 | $5,955 | $9,905 | | General and administrative | $4,915 | $2,049 | $9,862 | $8,820 | | Total stock-based compensation expense | $18,216 | $18,769 | $36,079 | $40,368 | - Total stock-based compensation expense decreased by **3.0%** for the three months and **10.6%** for the six months ended July 31, 2025, compared to the prior year[137](index=137&type=chunk) - As of July 31, 2025, unrecognized stock-based compensation expense was **$76.1 million**, expected to be recognized over a weighted-average period of **2.1 years**[137](index=137&type=chunk) [11. Income Taxes](index=31&type=section&id=11.%20Income%20Taxes) This note provides details on ChargePoint's income tax provisions, effective tax rates, and deferred tax assets and liabilities - The effective income tax rate was **(1.8)%** for the three months and **(1.5)%** for the six months ended July 31, 2025[147](index=147&type=chunk) - The Company maintains a full valuation allowance on its net domestic deferred tax assets, as it is more likely than not that these assets will not be realized[148](index=148&type=chunk) - The estimated impact of the One Big Beautiful Bill Act (OBBBA) has been reflected in the tax provision but is not expected to materially impact the effective tax rate due to the valuation allowance position[149](index=149&type=chunk) [12. Basic and Diluted Net Loss per Share](index=32&type=section&id=12.%20Basic%20and%20Diluted%20Net%20Loss%20per%20Share) This note presents the calculation of basic and diluted net loss per share, including weighted average common shares outstanding Basic and Diluted Net Loss per Share Summary | Metric | Three months ended July 31, 2025 | Three months ended July 31, 2024 | Six Months Ended July 31, 2025 | Six Months Ended July 31, 2024 | | :--------------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | :------------------------------- | | Net loss | $(66,179) | $(68,874) | $(123,300) | $(140,673) | | Weighted average common shares outstanding | 23,196,534 | 21,376,634 | 23,076,430 | 21,271,738 | | Net loss per share - Basic and Diluted | $(2.85) | $(3.22) | $(5.34) | $(6.61) | - Net loss per share improved to **$(2.85)** for the three months and **$(5.34)** for the six months ended July 31, 2025, compared to **$(3.22)** and **$(6.61)** respectively in the prior year[150](index=150&type=chunk) - Potentially dilutive common share equivalents, including convertible notes, options, RSUs, warrants, and ESPP shares, were excluded from diluted EPS calculation due to their anti-dilutive effect[150](index=150&type=chunk) [13. Subsequent Event](index=33&type=section&id=13.%20Subsequent%20Event) This note discloses significant events after the reporting period, including new capital raising initiatives - On September 8, 2025, ChargePoint entered into a new At-the-Market (ATM) sales agreement (2025 ATM Facility) to sell up to **$150 million** of Common Stock[151](index=151&type=chunk) - A new registration statement on Form S-3 will be filed to facilitate offers of up to **$400 million** of various securities, including Common Stock[151](index=151&type=chunk) [Item 2. 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) This section provides management's perspective on ChargePoint's financial condition, operational results, liquidity, and capital resources [Overview](index=34&type=section&id=Overview) This overview introduces ChargePoint's business model, history of operating losses, and the impact of a recent reverse stock split - ChargePoint designs, develops, and markets networked EV charging system infrastructure and cloud-based services, targeting commercial, fleet, and residential verticals[154](index=154&type=chunk)[156](index=156&type=chunk) - The Company has incurred net operating losses and negative cash flows from operations since its inception in 2007, with an accumulated deficit of **$2,014.7 million** as of July 31, 2025[157](index=157&type=chunk) - A **1-for-20 reverse stock split** was effected on July 28, 2025, retroactively adjusting all share and per share amounts[158](index=158&type=chunk) [Key Factors Affecting Operating Results](index=35&type=section&id=Key%20Factors%20Affecting%20Operating%20Results) This section discusses factors influencing ChargePoint's performance, including EV adoption, market competition, and government incentives - Revenue growth is tied to EV adoption, which is volatile and influenced by macroeconomic factors like interest rates, inflation, and geopolitical events[159](index=159&type=chunk)[160](index=160&type=chunk) - Intense competition in the EV charging market, including a shift towards disaggregated hardware and software solutions, poses a risk to market share[163](index=163&type=chunk) - Government incentives for EVs and charging infrastructure are crucial, but the 'One Big Beautiful Bill Act' ended certain tax credits, potentially reducing demand[166](index=166&type=chunk)[167](index=167&type=chunk) [Results of Operations and Its Components](index=37&type=section&id=Results%20of%20Operations%20and%20Its%20Components) This section analyzes ChargePoint's revenue, cost of revenue, gross profit, and operating expenses for the reported periods Revenue by Category (in thousands) | Revenue Category | Three Months Ended July 31, 2025 (in thousands) | Three Months Ended July 31, 2024 (in thousands) | YoY Change | Six Months Ended July 31, 2025 (in thousands) | Six Months Ended July 31, 2024 (in thousands) | YoY Change | | :-------------------------- | :-------------------------------------------- | :-------------------------------------------- | :--------- | :-------------------------------------------- | :-------------------------------------------- | :--------- | | Networked Charging Systems | $50,421 | $64,146 | -21.4% | $102,480 | $129,520 | -20.9% | | Subscriptions | $39,896 | $36,191 | 10.2% | $77,916 | $69,636 | 11.9% | | Other | $8,273 | $8,202 | 0.9% | $15,834 | $16,426 | -3.6% | | Total Revenue | $98,590 | $108,539 | -9.2% | $196,230 | $215,582 | -9.0% | - Networked Charging Systems revenue decreased by over **20%** for both the three and six-month periods due to lower volume[173](index=173&type=chunk) - Subscriptions revenue increased by over **10%** for both periods, driven by growth in ChargePoint Platform and Assure subscriptions[174](index=174&type=chunk) Cost of Revenue and Gross Profit (in thousands) | Expense Category | Three Months Ended July 31, 2025 (in thousands) | Three Months Ended July 31, 2024 (in thousands) | YoY Change | Six Months Ended July 31, 2025 (in thousands) | Six Months Ended July 31, 2024 (in thousands) | YoY Change | | :-------------------------- | :-------------------------------------------- | :-------------------------------------------- | :--------- | :-------------------------------------------- | :-------------------------------------------- | :--------- | | Cost of Networked Charging Systems Revenue | $46,492 | $59,234 | -21.5% | $95,130 | $120,300 | -20.9% | | Cost of Subscriptions Revenue | $15,534 | $18,558 | -16.3% | $30,900 | $36,300 | -14.9% | | Cost of Other Revenue | $5,836 | $5,162 | 13.1% | $11,486 | $9,787 | 17.4% | | Gross Profit | $30,728 | $25,585 | 20.1% | $58,714 | $49,195 | 19.3% | | Gross Margin | 31.2% | 23.6% | 7.6 pp | 29.9% | 22.8% | 7.1 pp | - Gross profit and gross margin increased significantly, primarily due to higher subscription revenue as a percentage of total revenue and improved subscription margins[185](index=185&type=chunk) Operating Expenses (in thousands) | Operating Expense | Three Months Ended July 31, 2025 (in thousands) | Three Months Ended July 31, 2024 (in thousands) | YoY Change | Six Months Ended July 31, 2025 (in thousands) | Six Months Ended July 31, 2024 (in thousands) | YoY Change | | :-------------------------- | :-------------------------------------------- | :-------------------------------------------- | :--------- | :-------------------------------------------- | :-------------------------------------------- | :--------- | | Research and development | $36,479 | $36,510 | -0.1% | $69,989 | $72,562 | -3.5% | | Sales and marketing | $25,033 | $36,699 | -31.8% | $51,225 | $71,698 | -28.6% | | General and administrative | $28,193 | $15,122 | 86.4% | $50,317 | $34,819 | 44.5% | - Sales and marketing expenses decreased substantially (**31.8%** for 3 months, **28.6%** for 6 months) due to personnel reductions, lower stock-based compensation, and reduced bad debt and marketing expenses[191](index=191&type=chunk)[192](index=192&type=chunk) - General and administrative expenses increased significantly (**86.4%** for 3 months, **44.5%** for 6 months) due to non-recurring operating expenses and higher stock-based compensation[195](index=195&type=chunk)[196](index=196&type=chunk) [Liquidity and Capital Resources](index=44&type=section&id=Liquidity%20and%20Capital%20Resources) This section examines ChargePoint's ability to meet financial obligations, including cash position, debt, and future capital raising plans - ChargePoint's primary liquidity sources are cash and cash equivalents, sales to customers, and debt financing[206](index=206&type=chunk) - As of July 31, 2025, cash and cash equivalents and restricted cash totaled **$194.5 million**, down from **$225.0 million** on January 31, 2025[208](index=208&type=chunk) - The Company believes its current cash and sales will satisfy working capital and capital requirements for at least the next twelve months[208](index=208&type=chunk) - The 2028 Convertible Notes have a principal amount of **$300.0 million** (amended in Oct 2023) and the 2027 Revolving Credit Facility provides up to **$150.0 million**, with no outstanding borrowings as of July 31, 2025[209](index=209&type=chunk)[212](index=212&type=chunk)[213](index=213&type=chunk) - A new 2025 ATM Facility for up to **$150.0 million** and a new **$400.0 million** S-3 Shelf Registration Statement are planned to raise additional capital[215](index=215&type=chunk) [Critical Accounting Policies and Estimates](index=47&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) This section highlights ChargePoint's significant accounting policies and estimates that require management's judgment - There have been no material changes to critical accounting policies and estimates compared to those disclosed in the Annual Report on Form 10-K for the year ended January 31, 2025[230](index=230&type=chunk) [Recent Accounting Pronouncements](index=47&type=section&id=Recent%20Accounting%20Pronouncements) This section discusses recently issued accounting standards updates and their potential impact on ChargePoint's financial statements - The Company is assessing the impact of recently issued ASUs, including ASU No. 2023-09 (Income Tax Disclosures), ASU No. 2024-03 (Disaggregation of Income Statement Expenses), ASU 2024-04 (Induced Conversions of Convertible Debt Instruments), and ASU 2025-05 (Measurement of Credit Losses for Accounts Receivable and Contract Assets)[68](index=68&type=chunk)[69](index=69&type=chunk)[70](index=70&type=chunk)[71](index=71&type=chunk)[231](index=231&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) This section discusses ChargePoint's exposure to interest rate and foreign currency risks and its strategies for managing them - ChargePoint is exposed to interest rate risk on its cash and cash equivalents, which are primarily invested in money market funds, with a focus on capital preservation and liquidity[232](index=232&type=chunk) - The Company faces foreign currency risk from revenue and operating expenses denominated in currencies other than the U.S. dollar, primarily the Euro, British Pound, Canadian Dollar, and Indian Rupee[233](index=233&type=chunk)[374](index=374&type=chunk) - ChargePoint does not currently use financial instruments to hedge foreign currency exchange risk but may consider doing so if international operations become more significant[235](index=235&type=chunk)[374](index=374&type=chunk) [Item 4. Controls and Procedures](index=48&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms the effectiveness of ChargePoint's disclosure controls and reports no material changes in internal control over financial reporting - ChargePoint's disclosure controls and procedures were evaluated and deemed effective at the reasonable assurance level as of July 31, 2025[237](index=237&type=chunk) - There have been no changes in internal control over financial reporting during the quarter ended July 31, 2025, that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting[238](index=238&type=chunk) Part II - Other Information This section provides additional information, including legal proceedings, risk factors, and other required disclosures [Item 1. Legal Proceedings](index=49&type=section&id=Item%201.%20Legal%20Proceedings) This section refers to Note 7 for details on legal proceedings, including class action and derivative lawsuits, and the Company's defense stance - The Company is involved in class action lawsuits alleging violations of federal securities laws and premature revenue recognition[121](index=121&type=chunk)[241](index=241&type=chunk) - Derivative actions have also been filed against the Board and former officers, alleging breach of fiduciary duties[122](index=122&type=chunk)[241](index=241&type=chunk) - ChargePoint intends to vigorously defend these lawsuits and is currently unable to predict the outcome or estimate the potential loss[124](index=124&type=chunk) [Item 1A. Risk Factors](index=49&type=section&id=Item%201A.%20Risk%20Factors) This section details various risks that could adversely affect ChargePoint's business, financial condition, and operating results [Summary of Principal Risks Associated with ChargePoint's Business](index=49&type=section&id=Summary%20of%20Principal%20Risks%20Associated%20with%20ChargePoint's%20Business) This summary highlights ChargePoint's key business risks, including its early-stage market, history of losses, and growth management challenges - ChargePoint operates in an early-stage EV market, has a history of losses and negative cash flows, and expects significant expenses and continuing losses[244](index=244&type=chunk) - Success is highly dependent on continued EV adoption and the ability to manage growth effectively amidst intense competition and supply chain disruptions[244](index=244&type=chunk) - Risks include inability to anticipate market demand, reliance on third-party channel partners, adverse economic conditions, and potential cyber-attacks or security incidents[244](index=244&type=chunk) [Risks Related to ChargePoint's Business](index=52&type=section&id=Risks%20Related%20to%20ChargePoint's%20Business) This section details risks specific to ChargePoint's operations, such as ongoing losses, competition, supply chain reliance, and international expansion - ChargePoint has a history of net losses and negative cash flows, with an accumulated deficit of **$2,014.7 million** as of July 31, 2025, and expects this to continue[247](index=247&type=chunk) - Failure to effectively manage growth in the rapidly evolving EV mobility industry, including improving operational and financial controls, could adversely affect business performance[248](index=248&type=chunk)[249](index=249&type=chunk) - The Company faces intense competition from various players in the EV charging market, including manufacturers of non-networked systems, software providers, and auto OEMs, which could lead to market share decrease[254](index=254&type=chunk)[257](index=257&type=chunk) - Reliance on a limited number of suppliers and contract manufacturers for charging stations increases risks of supply interruptions, increased costs, and delays[273](index=273&type=chunk)[274](index=274&type=chunk) - International expansion, particularly in Europe, exposes ChargePoint to additional tax, compliance, market, and operational risks[285](index=285&type=chunk) [Risks Related to the EV Market](index=66&type=section&id=Risks%20Related%20to%20the%20EV%20Market) This section outlines risks from the evolving EV market, including dependence on EV adoption, government incentives, and technological changes - ChargePoint's future growth is highly dependent on the continuing adoption of EVs, which is a rapidly evolving and volatile market influenced by consumer perceptions, competition, and macroeconomic factors[309](index=309&type=chunk) - The reduction or elimination of government rebates, tax credits, and other financial incentives for EVs and charging stations could significantly reduce demand and adversely impact financial results[313](index=313&type=chunk)[315](index=315&type=chunk) - Rapid technological changes in EV and battery technologies, along with evolving industry standards (e.g., NACS), require continuous product development and innovation, which could incur substantial costs and risk market acceptance delays[318](index=318&type=chunk)[319](index=319&type=chunk)[334](index=334&type=chunk) [Risks Related to ChargePoint's Technology, Intellectual Property and Infrastructure](index=68&type=section&id=Risks%20Related%20to%20ChargePoint's%20Technology%2C%20Intellectual%20Property%20and%20Infrastructure) This section addresses risks concerning ChargePoint's technology, including IP protection, product defects, open-source software, and cybersecurity - Failure to adequately protect its core technology and intellectual property through patents, trade secrets, and contractual agreements could result in competitors copying products and a decrease in revenue[322](index=322&type=chunk) - ChargePoint may need to defend against intellectual property infringement claims, which can be time-consuming and expensive, potentially leading to substantial damages or redesigns[328](index=328&type=chunk)[330](index=330&type=chunk) - Undetected defects, errors, or bugs in hardware or software could damage reputation, reduce market adoption, and expose the Company to product liability claims[335](index=335&type=chunk)[337](index=337&type=chunk) - Reliance on open-source software may pose risks, including potential requirements to disclose proprietary source code or face litigation[340](index=340&type=chunk)[341](index=341&type=chunk)[342](index=342&type=chunk) - Cyber-attacks, service disruptions, or security incidents affecting ChargePoint's IT systems or third-party data centers could lead to data breaches, service interruptions, and reputational damage[292](index=292&type=chunk)[293](index=293&type=chunk)[296](index=296&type=chunk)[347](index=347&type=chunk) [Customer-Related Risks](index=73&type=section&id=Customer-Related%20Risks) This section covers risks associated with ChargePoint's customer base, such as data privacy, support quality, and subscription renewal rates - Inability to leverage customer data in all geographic locations, particularly due to data privacy regulations like GDPR, could negatively impact research and development efforts[349](index=349&type=chunk) - Failure to maintain high-quality customer support, including for its Assure warranty program and international operations, could adversely affect reputation, business, and financial results[350](index=350&type=chunk)[351](index=351&type=chunk) - ChargePoint's business depends on customers renewing their subscription services; a decline in renewals or failure to add more stations would adversely affect operating results[354](index=354&type=chunk)[355](index=355&type=chunk) [Financial, Tax and Accounting-Related Risks](index=74&type=section&id=Financial%2C%20Tax%20and%20Accounting-Related%20Risks) This section details financial risks, including internal control weaknesses, quarterly fluctuations, tax law changes, and foreign currency volatility - ChargePoint previously identified and remediated material weaknesses in internal control over financial reporting, but future weaknesses could lead to material misstatements or failure to meet reporting obligations[357](index=357&type=chunk)[358](index=358&type=chunk)[359](index=359&type=chunk) - Financial condition and operating results are likely to fluctuate quarterly due to factors like sales timing, service costs, new product introductions, and economic conditions[360](index=360&type=chunk)[362](index=362&type=chunk) - Changes to U.S. tax laws (e.g., Tax Cuts and Jobs Act of 2017) or exposure to additional income tax liabilities, especially with international expansion, could adversely affect profitability[363](index=363&type=chunk)[364](index=364&type=chunk)[366](index=366&type=chunk) - The ability to utilize net operating loss and tax credit carryforwards is conditioned on attaining profitability and generating taxable income, and may be limited by ownership changes under Section 382 and 383 of the Code[369](index=369&type=chunk)[370](index=370&type=chunk)[371](index=371&type=chunk) - Foreign currency exchange rate fluctuations, particularly with the British Pound, Euro, Canadian Dollar, and Indian Rupee, could materially and adversely affect results of operations[373](index=373&type=chunk)[374](index=374&type=chunk) [Risks Related to Legal Matters and Regulations](index=78&type=section&id=Risks%20Related%20to%20Legal%20Matters%20and%20Regulations) This section outlines legal and regulatory risks, encompassing litigation, data protection laws, ESG compliance, and environmental health and safety - ChargePoint is subject to various types of litigation, including product liability, consumer protection, and intellectual property claims, which may exceed insurance coverage and harm its reputation[376](index=376&type=chunk) - Privacy concerns and evolving data protection laws (e.g., GDPR, CCPA) could limit service adoption, lead to regulatory investigations, and incur significant fines or liabilities[377](index=377&type=chunk)[378](index=378&type=chunk)[380](index=380&type=chunk) - Increasing sustainability and ESG regulations (e.g., California's Climate Corporate Data Accountability Act, EU's Corporate Sustainability Reporting Directive) will incur significant compliance costs and could damage brand reputation if not met[382](index=382&type=chunk)[383](index=383&type=chunk)[384](index=384&type=chunk) - Compliance with anti-corruption (FCPA, Anti-Bribery Act) and export control laws is critical; violations could lead to substantial fines, penalties, and reputational harm[385](index=385&type=chunk)[386](index=386&type=chunk) - Existing and future environmental health and safety laws could increase compliance and operating costs, with failure to comply potentially resulting in substantial fines[387](index=387&type=chunk)[388](index=388&type=chunk) [Risks Related to Ownership of ChargePoint's Securities](index=81&type=section&id=Risks%20Related%20to%20Ownership%20of%20ChargePoint's%20Securities) This section addresses risks for investors, including potential stock dilution, debt covenants, lack of dividends, stock price volatility, and reverse stock split impact - Future sales of Common Stock, including through the 2025 ATM Facility or conversions of the 2028 Convertible Notes, could dilute existing stockholders' ownership and reduce stock price[390](index=390&type=chunk)[391](index=391&type=chunk)[392](index=392&type=chunk) - The 2027 Revolving Credit Facility imposes restrictive covenants that may limit business flexibility and access to capital, with potential for acceleration of debt upon default[393](index=393&type=chunk)[394](index=394&type=chunk) - ChargePoint has never paid cash dividends and does not anticipate doing so in the foreseeable future, making capital appreciation the sole source of gain for stockholders[399](index=399&type=chunk) - The price of ChargePoint's Common Stock is subject to wide fluctuations due to operating results, market conditions, and other factors, potentially leading to substantial losses for purchasers[401](index=401&type=chunk) - The recent **1-for-20 reverse stock split**, while addressing NYSE listing requirements, could adversely affect market price and liquidity, and potentially have an antitakeover effect[414](index=414&type=chunk)[415](index=415&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=89&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section states no unregistered sales of equity securities or issuer purchases occurred during the reporting period - No unregistered sales of equity securities occurred during the period[424](index=424&type=chunk) - No issuer purchases of equity securities occurred during the period[425](index=425&type=chunk) [Item 3. Defaults Upon Senior Securities](index=89&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section indicates that there were no defaults upon senior securities during the reporting period - Not applicable, indicating no defaults upon senior securities[426](index=426&type=chunk) [Item 4. Mine Safety Disclosures](index=89&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section states that mine safety disclosures are not applicable to ChargePoint's operations - Not applicable, indicating no mine safety disclosures[427](index=427&type=chunk) [Item 5. Other Information](index=89&type=section&id=Item%205.%20Other%20Information) This section reports on securities trading plans for executive officers and directors, noting no new adoptions, modifications, or terminations - None of ChargePoint's directors or executive officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the three months ended July 31, 2025[428](index=428&type=chunk) [Item 6. Exhibits](index=90&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed as part of the Form 10-Q, including certifications, XBRL documents, and corporate governance documents - Exhibits include certifications from the CEO and CFO (31.1+, 31.2+, 32.1**, 32.2**), the Certificate of Amendment to Second Amended and Restated Certificate of Incorporation (3.1), and Inline XBRL documents (101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, 101.PRE, 104.0)[431](index=431&type=chunk)

Exhibit 99.1 FOR IMMEDIATE RELEASE Casey's General Stores, Inc. One SE Convenience Blvd Ankeny, IA 50021 Casey's Announces First Quarter Results Ankeny, IA, September 8, 2025 - Casey's General Stores, Inc. ("Casey's" or the "Company") (Nasdaq: CASY) one of the leading convenience store chains in the United States, today announced financial results for the three months ended July 31, 2025. Earnings | | | | Three Months Ended July 31, | | | --- | --- | --- | --- | --- | | | | 2025 | | 2024 | | Net income (in ...

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 July 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-34700 CASEY'S GENERAL STORES, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Iowa 42-0935283 (I.R.S. Employer Id ...

[FORWARD LOOKING STATEMENTS](index=3&type=section&id=FORWARD%20LOOKING%20STATEMENTS) - Forward-looking statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements[10](index=10&type=chunk) - Risks related to our business include reliance on one main product, supply limitations, market price fluctuations, increasing competition, international business risks (e.g., Mexican and Peruvian conditions), inflationary pressures, supply chain disruptions, and inherent farming risks[16](index=16&type=chunk) - Risks related to our common stock include market volatility, concentration of control, significant costs of being a public company, and failure to maintain proper internal control over financial reporting[16](index=16&type=chunk) - Risks related to restrictive covenants under our credit facility could affect funding flexibility and lead to debt acceleration if non-compliance occurs[16](index=16&type=chunk) [PART I - FINANCIAL INFORMATION](index=5&type=section&id=PART%20I-%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) This section presents the Company's unaudited condensed consolidated financial statements, prepared under U.S. GAAP, and related notes - Unaudited interim condensed consolidated financial statements are presented in accordance with U.S. GAAP and include consolidated domestic and international subsidiaries and VIEs[31](index=31&type=chunk) - All adjustments, of a normal recurring nature, considered necessary for a fair statement have been included[31](index=31&type=chunk) - Interim results of operations are not necessarily indicative of future results[31](index=31&type=chunk) [Condensed Consolidated Balance Sheets (Unaudited)](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20(Unaudited)) Condensed Consolidated Balance Sheets (Unaudited) - Key Figures | Metric | July 31, 2025 (Millions) | October 31, 2024 (Millions) | Change (Millions) | % Change | | :--------------------------------- | :----------------------- | :------------------------ | :---------------- | :------- | | Total current assets | $284.7 | $279.0 | $5.7 | 2.0% | | Total assets | $1,002.4 | $971.5 | $30.9 | 3.2% | | Total current liabilities | $139.9 | $149.1 | $(9.2) | -6.2% | | Total liabilities | $401.9 | $394.4 | $7.5 | 1.9% | | Total equity | $600.5 | $577.1 | $23.4 | 4.1% | - Cash and cash equivalents decreased from **$58.0 million** to **$43.7 million**[21](index=21&type=chunk) - Long-term debt, net of current portion, increased from **$110.7 million** to **$128.5 million**[21](index=21&type=chunk) [Condensed Consolidated Statements of Income (Unaudited)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income%20(Unaudited)) Condensed Consolidated Statements of Income (Unaudited) - Key Figures | Metric (Millions) | 3 Months Ended July 31, 2025 | 3 Months Ended July 31, 2024 | YoY Change (Millions) | YoY % Change | 9 Months Ended July 31, 2025 | 9 Months Ended July 31, 2024 | YoY Change (Millions) | YoY % Change | | :---------------- | :--------------------------- | :--------------------------- | :-------------------- | :----------- | :--------------------------- | :--------------------------- | :-------------------- | :----------- | | Net sales | $357.7 | $324.0 | $33.7 | 10.4% | $1,072.2 | $880.3 | $191.9 | 21.8% | | Gross profit | $45.1 | $37.0 | $8.1 | 21.9% | $105.0 | $96.7 | $8.3 | 8.6% | | Operating income | $21.0 | $16.8 | $4.2 | 25.0% | $37.2 | $37.1 | $0.1 | 0.3% | | Net income | $14.5 | $12.1 | $2.4 | 19.8% | $23.7 | $21.1 | $2.6 | 12.3% | | Basic EPS | $0.21 | $0.17 | $0.04 | 23.5% | $0.31 | $0.27 | $0.04 | 14.8% | | Diluted EPS | $0.21 | $0.17 | $0.04 | 23.5% | $0.30 | $0.27 | $0.03 | 11.1% | - Gross profit as a percentage of sales increased from **11%** to **13%** for the three months ended July 31, 2025[23](index=23&type=chunk) - Selling, general and administrative expenses increased by **$3.9 million (19%)** for the three months and **$8.2 million (14%)** for the nine months ended July 31, 2025[23](index=23&type=chunk) [Condensed Consolidated Statements of Comprehensive Income (Unaudited)](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income%20(Unaudited)) Condensed Consolidated Statements of Comprehensive Income (Unaudited) - Key Figures | Metric (Millions) | 3 Months Ended July 31, 2025 | 3 Months Ended July 31, 2024 | 9 Months Ended July 31, 2025 | 9 Months Ended July 31, 2024 | | :------------------------------------------ | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net income | $14.5 | $12.1 | $23.7 | $21.1 | | Foreign currency translation adjustments | $0.0 | $0.1 | $0.5 | $0.6 | | Total comprehensive income, net of tax | $14.5 | $12.2 | $24.5 | $21.7 | | Comprehensive income attributable to Mission Produce | $14.7 | $12.5 | $22.5 | $20.0 | - Foreign currency translation adjustments were **$0.5 million** for the nine months ended July 31, 2025, down from **$0.6 million** in the prior year[24](index=24&type=chunk) [Condensed Consolidated Statements of Changes in Equity (Unaudited)](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Equity%20(Unaudited)) Condensed Consolidated Statements of Changes in Equity (Unaudited) - Key Figures | Metric (Millions) | July 31, 2025 | October 31, 2024 | | :------------------------ | :------------ | :--------------- | | Common stock | $0.1 | $0.1 | | Additional paid-in capital| $244.1 | $239.7 | | Retained earnings | $323.9 | $307.7 | | Mission Produce shareholders' equity | $568.7 | $547.3 | | Noncontrolling interest | $31.8 | $29.8 | | Total equity | $600.5 | $577.1 | - Total equity increased by **$23.4 million** from October 31, 2024, to July 31, 2025[26](index=26&type=chunk) - The Company purchased and retired **$5.5 million** of common stock during the nine months ended July 31, 2025[27](index=27&type=chunk) [Condensed Consolidated Statements of Cash Flows (Unaudited)](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) Condensed Consolidated Statements of Cash Flows (Unaudited) - Key Figures | Activity (Millions) | 9 Months Ended July 31, 2025 | 9 Months Ended July 31, 2024 | YoY Change (Millions) | | :------------------ | :--------------------------- | :--------------------------- | :-------------------- | | Operating Activities| $21.4 | $55.4 | $(34.0) | | Investing Activities| $(40.0) | $(26.0) | $(14.0) | | Financing Activities| $5.8 | $(22.9) | $28.7 | | Net (decrease) increase in cash, cash equivalents and restricted cash | $(12.7) | $6.7 | $(19.4) | | Cash, cash equivalents and restricted cash, end of period | $46.6 | $49.9 | $(3.3) | - Net cash provided by operating activities decreased by **$34.0 million**, primarily due to higher working capital requirements[27](index=27&type=chunk)[124](index=124&type=chunk) - Net cash used in investing activities increased by **$14.0 million**, driven by higher purchases of property, plant and equipment[27](index=27&type=chunk)[125](index=125&type=chunk) - Net cash provided by financing activities was **$5.8 million**, a significant improvement from **$22.9 million used** in the prior year, due to increased borrowings on revolving credit facility[27](index=27&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) [1. General](index=11&type=section&id=1.%20General) - Mission Produce, Inc. is a global leader in the avocado industry, specializing in farming, packaging, marketing, and distribution of avocados and other fruits[30](index=30&type=chunk) - The Company operates in three segments: Marketing & Distribution, International Farming, and Blueberries[30](index=30&type=chunk) - The FASB issued several ASUs (**2025-05**, **2024-03**, **2023-09**, **2023-07**) related to credit losses, expense disaggregation, income tax disclosures, and segment reporting, which the Company is currently evaluating for impact[32](index=32&type=chunk)[33](index=33&type=chunk)[34](index=34&type=chunk)[35](index=35&type=chunk) [2. Inventory](index=12&type=section&id=2.%20Inventory) Inventory Composition (Millions) | Category | July 31, 2025 | October 31, 2024 | | :------------------ | :------------ | :--------------- | | Finished goods | $51.8 | $45.1 | | Crop growing costs | $30.9 | $27.1 | | Packaging and supplies | $20.7 | $19.0 | | **Total Inventory** | **$103.4** | **$91.2** | - Total inventory increased by **$12.2 million** from October 31, 2024, to July 31, 2025[36](index=36&type=chunk) [3. Goodwill](index=12&type=section&id=3.%20Goodwill) Goodwill by Segment (Millions) | Segment | July 31, 2025 | October 31, 2024 | | :------------------ | :------------ | :--------------- | | International Farming | $26.9 | $26.9 | | Blueberries | $12.5 | $12.5 | | **Total Goodwill** | **$39.4** | **$39.4** | - Goodwill is net of accumulated impairment losses of **$49.5 million**, attributable to the International Farming segment[37](index=37&type=chunk) - Goodwill is tested for impairment annually in the fourth quarter or when circumstances indicate potential impairment[37](index=37&type=chunk) [4. Details of Certain Account Balances](index=12&type=section&id=4.%20Details%20of%20Certain%20Account%20Balances) Accrued Expenses (Millions) | Category | July 31, 2025 | October 31, 2024 | | :---------------- | :------------ | :--------------- | | Employee-related | $20.3 | $22.1 | | Freight | $5.0 | $5.8 | | Outside fruit purchase | $3.9 | $4.7 | | Other | $9.4 | $7.3 | | **Total Accrued Expenses** | **$38.6** | **$39.9** | Other Long-Term Liabilities (Millions) | Category | July 31, 2025 | October 31, 2024 | | :------------------------ | :------------ | :--------------- |\n| Uncertain tax positions | $19.5 | $17.9 |\n| Employee-related | $2.6 | $2.2 |\n| Trade payables to noncontrolling interest holders | $1.7 | $3.5 |\n| Other | $1.7 | $2.4 |\n| **Total Other Long-Term Liabilities** | **$25.5** | **$26.0** | Other (Expense) Income, Net (Millions) | Category | 3 Months Ended July 31, 2025 | 3 Months Ended July 31, 2024 | 9 Months Ended July 31, 2025 | 9 Months Ended July 31, 2024 | | :-------------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Gains (losses) on derivative financial instruments | $0.1 | $(0.1) | $0.0 | $(0.1) | | Foreign currency transaction (loss) gain | $(1.2) | $1.2 | $(1.4) | $(0.1) | | Interest income | $0.2 | $0.4 | $1.4 | $1.7 | | Other | $0.1 | $(0.2) | $0.1 | $(0.2) | | **Other (expense) income, net** | **$(0.8)** | **$1.3** | **$0.1** | **$1.3** | - Other (expense) income, net, shifted from income to expense for the three months and decreased for the nine months ended July 31, 2025, primarily due to foreign currency transaction losses[40](index=40&type=chunk)[104](index=104&type=chunk) [5. Variable Interest Entity](index=13&type=section&id=5.%20Variable%20Interest%20Entity) Variable Interest Entity Balances (Millions) | Category | July 31, 2025 | October 31, 2024 | | :------------------ | :------------ | :--------------- | | Current assets | $35.0 | $40.7 | | Long-term assets | $81.2 | $74.2 | | Current liabilities | $21.6 | $22.0 | | Long-term liabilities | $25.5 | $27.9 | - Assets of the blueberry joint-venture VIE can only be used to settle its own liabilities[42](index=42&type=chunk) [6. Debt](index=13&type=section&id=6.%20Debt) Long-Term Debt Under Credit Facility (Millions) | Debt Type | July 31, 2025 | October 31, 2024 | Interest Rate (July 31, 2025) | | :------------------ | :------------ | :--------------- | :---------------------------- | | Revolving line of credit | $40.0 | $20.0 | 5.94% | | Senior term loan (A-1) | $43.2 | $45.0

```markdown [PART I – FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20%E2%80%93%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements.](index=4&type=section&id=Item%201.%20Financial%20Statements.) This section presents the unaudited condensed consolidated financial statements for Mama's Creations, Inc., including balance sheets, statements of operations, changes in stockholders' equity, and cash flows, along with detailed notes explaining accounting policies, asset breakdowns, liabilities, equity, and recent accounting pronouncements [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section provides a snapshot of the company's financial position at specific dates, detailing assets, liabilities, and stockholders' equity | Metric (in thousands) | July 31, 2025 | January 31, 2025 | | :-------------------- | :------------ | :--------------- | | Total Assets | $51,236 | $47,062 | | Total Liabilities | $21,649 | $22,166 | | Total Stockholders' Equity | $29,587 | $24,896 | | Cash and cash equivalents | $9,384 | $7,150 | | Inventories, net | $6,433 | $4,817 | | Accounts payable and accrued expenses | $11,128 | $12,052 | - Total Assets increased by **$4.174 million (8.87%)** from January 31, 2025, to July 31, 2025, primarily driven by increases in cash and cash equivalents, inventories, and operating lease right-of-use assets[11](index=11&type=chunk) - Total Stockholders' Equity increased by **$4.691 million (18.84%)** from January 31, 2025, to July 31, 2025, mainly due to retained earnings growth and additional paid-in capital[11](index=11&type=chunk) [Condensed Consolidated Statements of Operations](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section outlines the company's financial performance over specific periods, presenting net sales, gross profit, income from operations, and net income | Metric (in thousands) | Three Months Ended July 31, 2025 | Three Months Ended July 31, 2024 | Six Months Ended July 31, 2025 | Six Months Ended July 31, 2024 | | :-------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net sales | $35,203 | $28,382 | $70,458 | $58,220 | | Gross profit | $8,771 | $6,879 | $17,955 | $14,342 | | Income from operations | $1,700 | $1,612 | $3,278 | $2,385 | | Net income | $1,277 | $1,148 | $2,514 | $1,701 | | Net income per common share – diluted | $0.03 | $0.03 | $0.06 | $0.04 | - Net sales increased by **24.0%** for the three months ended July 31, 2025, and by **21.0%** for the six months ended July 31, 2025, compared to the respective prior periods[14](index=14&type=chunk) - Net income increased by **11.2%** for the three months ended July 31, 2025, and by **47.8%** for the six months ended July 31, 2025, year-over-year[14](index=14&type=chunk) [Condensed Consolidated Statements of Changes in Stockholders' Equity](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity) This section details the changes in the company's equity accounts over specific periods, including additional paid-in capital and retained earnings | Metric (in thousands) | Balance, February 1, 2025 | Balance, July 31, 2025 | Balance, February 1, 2024 | Balance, July 31, 2024 | | :-------------------- | :------------------------ | :--------------------- | :------------------------ | :--------------------- | | Additional Paid-In Capital | $24,882 | $27,059 | $23,278 | $24,293 | | Retained Earnings | $164 | $2,678 | $(3,547) | $(1,846) | | Total Stockholders' Equity | $24,896 | $29,587 | $19,581 | $22,297 | - Stockholders' Equity increased by **$4.691 million** from February 1, 2025, to July 31, 2025, primarily due to net income of $2.514 million and stock-based compensation[16](index=16&type=chunk)[18](index=18&type=chunk) - Retained earnings significantly increased from **$164 thousand** at February 1, 2025, to **$2.678 million** at July 31, 2025, reflecting the company's profitability[16](index=16&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section reports the cash generated and used by the company across operating, investing, and financing activities over specific periods | Metric (in thousands) | Six Months Ended July 31, 2025 | Six Months Ended July 31, 2024 | | :-------------------- | :----------------------------- | :----------------------------- | | Net Cash Provided by Operating Activities | $4,334 | $1,234 | | Net Cash Used in Investing Activities | $(1,053) | $(2,740) | | Net Cash Used in Financing Activities | $(1,047) | $(2,128) | | Net Increase (Decrease) in Cash | $2,234 | $(3,634) | | Cash and cash equivalents at end of period | $9,384 | $7,388 | - Net cash provided by operating activities increased significantly to **$4.334 million** for the six months ended July 31, 2025, from $1.234 million in the prior year, indicating improved operational cash generation[22](index=22&type=chunk) - Net cash used in investing activities decreased to **$1.053 million** for the six months ended July 31, 2025, from $2.740 million in the prior year, primarily due to lower purchases of fixed assets[22](index=22&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=13&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements [Note 1 - Nature of Operations and Basis of Presentation](index=13&type=section&id=Note%201%20-%20Nature%20of%20Operations%20and%20Basis%20of%20Presentation) This note describes the company's business, its fiscal year, and the foundational principles used in preparing the financial statements - Mama's Creations, Inc. (formerly MamaMancini's Holdings, Inc.) is a Nevada corporation with a fiscal year-end of January 31, operating as a marketer, manufacturer, and distributor of fresh deli prepared foods[24](index=24&type=chunk)[117](index=117&type=chunk) - The company diversifies its product line with ready-to-heat meals, pasta/rice bowls, bulk deli, and packaged refrigerated protein products, many approved as 'all-natural' by the USDA[25](index=25&type=chunk) - The company completed the acquisition of the remaining **76% interest** in Chef Inspirational Foods, LLC (CIF) on June 28, 2023, for approximately **$3.7 million**, with the final payment of **$1.5 million** in common stock made as of June 30, 2025[27](index=27&type=chunk) [Note 2 - Summary of Significant Accounting Policies](index=13&type=section&id=Note%202%20-%20Summary%20of%20Significant%20Accounting%20Policies) This note outlines the key accounting principles and methods applied in the preparation of the condensed consolidated financial statements - The financial statements are prepared in accordance with U.S. GAAP for interim information, with all intercompany accounts and transactions eliminated in consolidation[28](index=28&type=chunk) - Revenue is recognized when performance obligations are satisfied, typically upon product shipment or delivery, with trade incentives and promotions recorded as a reduction to the transaction price[50](index=50&type=chunk)[51](index=51&type=chunk)[52](index=52&type=chunk) Gross Sales and Trade Incentives (in thousands) | Metric | Three Months Ended July 31, 2025 | Three Months Ended July 31, 2024 | Six Months Ended July 31, 2025 | Six Months Ended July 31, 2024 | | :-------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Gross Sales | $36,003 | $28,704 | $73,507 | $59,102 | | Less: Trade Incentives and Promotions | $800 | $322 | $3,049 | $882 | | Net Sales | $35,203 | $28,382 | $70,458 | $58,220 | - The company adopted ASU 2023-07 (Segment Reporting) during the fiscal year ended January 31, 2025, leading to enhanced segment reporting disclosures without impacting financial results[67](index=67&type=chunk) [Note 3 – Property Plant and Equipment, Net:](index=21&type=section&id=Note%203%20%E2%80%93%20Property%20Plant%20and%20Equipment,%20Net:) This note provides a breakdown of the company's property, plant, and equipment, net of accumulated depreciation Property, Plant and Equipment, Net (in thousands) | Category | July 31, 2025 | January 31, 2025 | | :-------------------- | :------------ | :--------------- | | Machinery and Equipment | $8,747 | $7,982 | | Furniture and Fixtures | $242 | $242 | | Leasehold Improvements | $6,015 | $5,875 | | Less: Accumulated Depreciation | $5,627 | $4,712 | | Total | $9,377 | $9,387 | - Depreciation expense for the six months ended July 31, 2025, was approximately **$1.137 million**, a significant increase from $606 thousand in the prior year, reflecting increased asset base[72](index=72&type=chunk) [Note 4 – Intangible Assets, Net](index=21&type=section&id=Note%204%20%E2%80%93%20Intangible%20Assets,%20Net) This note details the company's intangible assets, including customer relationships and tradenames, along with their amortization Intangible Assets, Net (in thousands) | Category | July 31, 2025 Net Carrying Amount | January 31, 2025 Net Carrying Amount | | :-------------------- | :-------------------------------- | :----------------------------------- | | Customer relationships | $2,685 | $3,436 | | Tradename and trademarks | $0 | $0 | | Total | $2,685 | $3,436 | - Amortization expense for intangible assets was approximately **$751 thousand** for the six months ended July 31, 2025, slightly lower than $768 thousand in the prior year[74](index=74&type=chunk) Estimated Aggregate Amortization Expense (in thousands) | Fiscal Year | Estimated Expense | | :---------- | :---------------- | | 2026 (Remaining) | $762 | | 2027 | $1,464 | | 2028 | $459 | | Total | $2,685 | [Note 5 – Accounts Payable and Accrued Expenses](index=22&type=section&id=Note%205%20%E2%80%93%20Accounts%20Payable%20and%20Accrued%20Expenses) This note presents a detailed breakdown of the company's accounts payable and various accrued expenses Accounts Payable and Accrued Expenses (in thousands) | Category | July 31, 2025 | January 31, 2025 | | :-------------------- | :------------ | :--------------- | | Trade accounts payable | $8,105 | $9,051 | | Accrued promotions | $451 | $485 | | Accrued employee compensation | $1,165 | $1,391 | | Accrued commissions and royalties | $965 | $686 | | Other accrued expenses | $369 | $439 | | Accrued income taxes | $73 | $0 | | Total | $11,128 | $12,052 | - Total accounts payable and accrued expenses decreased by **$924 thousand** from January 31, 2025, to July 31, 2025, primarily due to a reduction in trade accounts payable and accrued employee compensation[76](index=76&type=chunk) [Note 6 – Related Party Transactions](index=22&type=section&id=Note%206%20%E2%80%93%20Related%20Party%20Transactions) This note discloses transactions and balances with parties considered to be related to the company - The outstanding balance of promissory notes to related parties remained at **$750 thousand** as of July 31, 2025, with annual principal payments of $750 thousand due on each anniversary of the December 2021 closing[77](index=77&type=chunk) - Interest expense on related party promissory notes decreased to **$13 thousand** for the six months ended July 31, 2025, from $26 thousand in the prior year, reflecting a lower outstanding balance[77](index=77&type=chunk) - The Company leases a production and distribution facility from a related party, with rent expense of approximately **$168 thousand** for the six months ended July 31, 2025[78](index=78&type=chunk)[79](index=79&type=chunk) [Note 7 – Loan and Security Agreements](index=23&type=section&id=Note%207%20%E2%80%93%20Loan%20and%20Security%20Agreements) This note describes the company's various loan and security agreements, including lines of credit and term notes - The Company has a working capital line of credit with M&T Bank for a maximum of **$5.5 million**, maturing November 30, 2027, with no outstanding balance as of July 31, 2025[80](index=80&type=chunk) - The T&L Note with M&T Bank had an outstanding balance of approximately **$2.0 million** as of July 31, 2025, down from $2.9 million at January 31, 2025, with interest expense decreasing to $87 thousand for the six months ended July 31, 2025[81](index=81&type=chunk) [Note 8 – Concentrations](index=23&type=section&id=Note%208%20%E2%80%93%20Concentrations) This note highlights significant concentrations of revenue and receivables with key customers - For the three months ended July 31, 2025, one customer accounted for approximately **53% of gross revenue**, indicating significant customer concentration[82](index=82&type=chunk) - For the six months ended July 31, 2025, two customers accounted for approximately **44% and 17% of gross revenue**, respectively[82](index=82&type=chunk) - As of July 31, 2025, two customers represented approximately **25% and 19% of total gross outstanding receivables**[83](index=83&type=chunk) [Note 9 – Stockholders' Equity](index=23&type=section&id=Note%209%20%E2%80%93%20Stockholders'%20Equity) This note provides details on the components of stockholders' equity, including restricted stock units and stock-based compensation Restricted Stock Units Activity | Metric | Restricted Stock Units | Weighted Average Grant Date Fair Value | | :-------------------------------- | :--------------------- | :------------------------------------- | | Non-vested RSUs - February 1, 2025 | 367,557 | $2.85 | | Granted | 236,604 | $7.39 | | Vested | (19,175) | $7.32 | | Forfeited | (12,386) | $6.86 | | Outstanding – July 31, 2025 | 572,600 | $4.49 | - Stock-based compensation expense for restricted stock units was approximately **$334 thousand** for the six months ended July 31, 2025, with **$2.2 million** unrecognized compensation remaining[85](index=85&type=chunk) - The Company granted PSUs with a target payout of **94,200 shares** to its CEO during the six months ended July 31, 2025, valued at approximately **$600 thousand**, with related compensation expense of **$130 thousand** recognized[89](index=89&type=chunk)[90](index=90&type=chunk) [Note 10 - Commitments and Contingencies](index=25&type=section&id=Note%2010%20-%20Commitments%20and%20Contingencies) This note outlines the company's contractual commitments and potential contingent liabilities - The Company has a License Agreement requiring a minimum annual royalty payment of **$125,000** to maintain exclusivity, with royalty expenses of **$483 thousand** for the six months ended July 31, 2025[94](index=94&type=chunk)[95](index=95&type=chunk) - The Company entered into purchase commitments for **six million eighty thousand pounds of chicken** (one-year term) and **two million sixteen thousand pounds of beef** (six-month term) at fixed prices[96](index=96&type=chunk) [Note 11 –Leases](index=25&type=section&id=Note%2011%20%E2%80%93Leases) This note details the company's lease arrangements, including right-of-use assets and lease liabilities - Effective February 1, 2025, the Company amended and extended its lease for 25 Branca Road, East Rutherford, NJ, recognizing a right-of-use (ROU) asset and corresponding lease liability of approximately **$4.2 million**[98](index=98&type=chunk) Maturities of Lease Liabilities (in thousands) | Fiscal Year | Finance Leases | Operating Leases | Total Maturities of Lease Liabilities | | :---------- | :------------- | :--------------- | :------------------------------------ | | 2026 remaining | $203 | $735 | $938 | | 2027 | $406 | $1,512 | $1,918 | | 2028 | $398 | $1,591 | $1,989 | | 2029 | $302 | $1,635 | $1,937 | | 2030 | $179 | $1,486 | $1,665 | | Thereafter | $117 | $519 | $636 | | Total undiscounted future lease payments | $1,605 | $7,478 | $9,083 | [Note 12 - Income Tax Provision](index=26&type=section&id=Note%2012%20-%20Income%20Tax%20Provision) This note explains the company's income tax expense, effective tax rates, and deferred tax assets - The Company's effective tax rate for the three and six months ended July 31, 2025, was **22.4% and 20.5%**, respectively, with differences from the statutory rate primarily related to state taxes[101](index=101&type=chunk) - A net deferred tax asset of approximately **$516 thousand** was recognized as of July 31, 2025, an increase from $258 thousand at January 31, 2025, with no valuation allowance[101](index=101&type=chunk)[102](index=102&type=chunk) - The Company is currently assessing the impact of the recently signed One Big Beautiful Bill Act (OBBBA) on its financial statements, which extends key provisions of the 2017 Tax Cuts and Jobs Act[105](index=105&type=chunk) [Note 13 - Segment Information](index=27&type=section&id=Note%2013%20-%20Segment%20Information) This note clarifies that the company operates as a single segment and provides geographical asset information - The Company is managed as a single operating segment, with the Chief Executive Officer reviewing financial information on an aggregate basis for resource allocation and performance assessment[106](index=106&type=chunk) - All of the Company's assets are maintained in the United States[106](index=106&type=chunk) [Note 14 - Subsequent Events](index=28&type=section&id=Note%2014%20-%20Subsequent%20Events) This note discloses significant events that occurred after the balance sheet date, including new financing and acquisitions - On August 28, 2025, the Company entered into an Amended and Restated Loan and Security Agreement with M&T Bank, establishing a senior secured credit facility including a **$1.9 million term loan**, a **$5.5 million revolving credit facility**, and a **$20 million non-revolving line of credit (PA Line)**[110](index=110&type=chunk) - An initial draw of **$19.0 million** was made on the PA Line on August 28, 2025, to finance the acquisition of Crown I Enterprises Inc. and related expenses[111](index=111&type=chunk) - On September 2, 2025, the Company completed the acquisition of substantially all assets of Crown I Enterprises Inc. for **$17.5 million in cash**, and closed a private placement of **2,666,667 shares of common stock** at **$7.50 per share**, generating **$20.0 million in gross proceeds**[113](index=113&type=chunk)[114](index=114&type=chunk)[115](index=115&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.](index=30&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 performance and condition, highlighting key operational results, recent acquisitions, liquidity, and capital resources [Overview](index=30&type=section&id=Overview) This section provides a general description of the company's business and strategic objectives - Mama's Creations, Inc. is a leading marketer, manufacturer, and distributor of fresh deli prepared foods, available in over **10,000 stores nationally**[117](index=117&type=chunk) - The company aims to be a one-stop-shop deli solutions platform, leveraging vertical integration and diverse brands to meet evolving consumer demands[117](index=117&type=chunk) [Acquisition of Crown 1 Business](index=30&type=section&id=Acquisition%20of%20Crown%201%20Business) This section details the recent acquisition of Crown I Enterprises Inc. and its expected impact on the company - On September 2, 2025, the Company acquired substantially all assets of Crown I Enterprises Inc., a manufacturer of value-added proteins and ready-to-eat meals, for **$17.5 million in cash**[118](index=118&type=chunk) - The acquisition is expected to be accretive, increase sales, broaden customer reach, and add a USDA-certified production facility with incremental grill capacity and approximately **200 employees**[119](index=119&type=chunk) [CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS](index=31&type=section&id=CAUTIONARY%20NOTE%20REGARDING%20FORWARD-LOOKING%20STATEMENTS) This section warns readers about the inherent uncertainties and risks associated with forward-looking information presented in the report - The report contains forward-looking statements subject to substantial risks and uncertainties, which could cause actual results to differ materially from projections[122](index=122&type=chunk) - Key risk factors include liquidity adequacy, reliance on limited customers, pricing pressures, economic conditions, competition, regulatory changes, supply chain disruptions, and integration expenses from acquisitions[123](index=123&type=chunk)[124](index=124&type=chunk) [Results of Operations for the Three Months Ended July 31, 2025 and 2024](index=32&type=section&id=Results%20of%20Operations%20for%20the%20Three%20Months%20Ended%20July%2031,%202025%20and%202024) This section analyzes the company's financial performance for the three-month period, comparing current results to the prior year | Metric (in thousands) | July 31, 2025 | July 31, 2024 | Change (%) | | :-------------------- | :------------ | :------------ | :--------- | | Net sales | $35,203 | $28,382 | 24.0% | | Costs of sales | $26,432 | $21,503 | 23.0% | | Gross Profit | $8,771 | $6,879 | 27.5% | | Operating Expenses | $7,071 | $5,267 | 34.2% | | Net Income | $1,277 | $1,148 | 11.2% | - Net sales increased by **24%** due to volume gains from successful trade and marketing promotions, new product introductions, and new customers[126](index=126&type=chunk) - Gross profit margin improved from **24% to 25%** year-over-year, driven by labor and procurement efficiency and improved fixed overhead absorption, despite higher commodity prices[127](index=127&type=chunk)[128](index=128&type=chunk) - Operating expenses increased by **$1.8 million**, primarily due to higher payroll (**$1.1 million**), advertising (**$305 thousand**), and freight-related expenses (**$206 thousand**)[128](index=128&type=chunk)[130](index=130&type=chunk) [Results of Operations for the Six Months Ended July 31, 2025 and 2024](index=33&type=section&id=Results%20of%20Operations%20for%20the%20Six%20Months%20Ended%20July%2031,%202025%20and%202024) This section analyzes the company's financial performance for the six-month period, comparing current results to the prior year | Metric (in thousands) | July 31, 2025 | July 31, 2024 | Change (%) | | :-------------------- | :------------ | :------------ | :--------- | | Net Sales | $70,458 | $58,220 | 21.0% | | Costs of Sales | $52,503 | $43,878 | 20.0% | | Gross Profit | $17,955 | $14,342 | 25.2% | | Operating Expenses | $14,677 | $11,957 | 22.7% | | Net Income | $2,514 | $1,701 | 47.8% | - Net sales increased by **21%** to **$70.5 million**, driven by new products, successful promotions, and entry into new customer accounts[132](index=132&type=chunk) - Gross profit margin remained consistent at **25%**, with efficiencies offsetting higher commodity costs and promotional activities[133](index=133&type=chunk)[134](index=134&type=chunk) - Operating expenses increased by **$2.7 million**, primarily due to higher payroll (**$1.6 million**), advertising (**$706 thousand**), and commission/royalty expenses (**$582 thousand**), partially offset by a decrease in professional fees due to a prior-year director settlement[135](index=135&type=chunk)[136](index=136&type=chunk) [Liquidity and Capital Resources](index=34&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's ability to generate and manage cash flow, its financial position, and sources of funding Working Capital (in thousands) | Metric | July 31, 2025 | January 31, 2025 | Change | | :---------------- | :------------ | :--------------- | :----- | | Current Assets | $23,438 | $21,877 | $1,561 | | Current Liabilities | $14,836 | $17,025 | $(2,189) | | Working Capital | $8,602 | $4,852 | $3,750 | - Working capital increased by **$3.75 million** to **$8.6 million** as of July 31, 2025, primarily due to increased cash and inventories, and decreased accounts payable and related party promissory notes[138](index=138&type=chunk) - Net cash provided by operating activities significantly increased to **$4.3 million** for the six months ended July 31, 2025, from $1.2 million in the prior year[139](index=139&type=chunk)[140](index=140&type=chunk) - The Company secured a new credit facility with M&T Bank, including a **$20 million non-revolving line of credit**, and completed a **$20 million private placement of common stock** to finance acquisitions and general corporate purposes[147](index=147&type=chunk)[148](index=148&type=chunk)[150](index=150&type=chunk) [Critical Accounting Estimates and Policies](index=36&type=section&id=Critical%20Accounting%20Estimates%20and%20Policies) This section highlights the accounting policies that require significant judgment and estimation by management - There were no significant changes in critical accounting estimates from those discussed in the annual report on Form 10-K for the most recent completed fiscal year[153](index=153&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk.](index=36&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) This section outlines the company's exposure to market risks, specifically interest rate risk and commodity price risk, and the strategies employed to manage these exposures [Interest Rate Risk](index=36&type=section&id=Interest%20Rate%20Risk) This section describes the company's exposure to fluctuations in interest rates on its variable-rate debt - The Company is exposed to interest rate risk on its T&L Note and Credit Agreement, which bear variable rates based on SOFR plus a spread[154](index=154&type=chunk) - A **1% change** in the effective interest rate on the T&L Note would result in an approximate **$23 thousand** pre-tax interest expense fluctuation annually[154](index=154&type=chunk) [Commodity Price Risk](index=36&type=section&id=Commodity%20Price%20Risk) This section discusses the company's vulnerability to changes in the prices of raw materials and its mitigation strategies - The Company faces commodity price volatility for raw materials, which are subject to market supply and demand factors[155](index=155&type=chunk) - To mitigate risk, the Company enters into fixed-price purchase commitments for certain commodities, and a **1.0% increase** in commodity prices would negatively impact costs of sales by approximately **$812 thousand** annually[155](index=155&type=chunk) [Item 4. Controls and Procedures.](index=36&type=section&id=Item%204.%20Controls%20and%20Procedures.) This section details the effectiveness of the company's disclosure controls and procedures and outlines the ongoing remediation efforts for previously identified material weaknesses in internal control over financial reporting [Disclosure Controls and Procedures](index=36&type=section&id=Disclosure%20Controls%20and%20Procedures) This section assesses the effectiveness of the company's controls designed to ensure timely and accurate financial reporting - As of July 31, 2025, management, including the CEO and CFO, concluded that the Company's disclosure controls and procedures were effective at a reasonable assurance level[157](index=157&type=chunk) - Disclosure controls are designed to ensure timely recording, processing, summarizing, and reporting of information required under the Securities Exchange Act of 1934[156](index=156&type=chunk) [Remediation of Material Weakness in Internal Control Over Financial Reporting](index=37&type=section&id=Remediation%20of%20Material%20Weakness%20in%20Internal%20Control%20Over%20Financial%20Reporting) This section describes the company's actions to address identified deficiencies in its internal controls over financial reporting - Material weaknesses were identified in internal control over financial reporting related to inadequate segregation of duties, insufficient support for transaction authorization, and inadequate documentation of review procedures[159](index=159&type=chunk) - Remediation actions are being implemented during the fiscal year ending January 31, 2026, including enhancing organizational structure, improving documentary support for transactions, and evaluating personnel roles[161](index=161&type=chunk)[164](index=164&type=chunk) - Management believes these actions will strengthen internal controls and remediate identified material weaknesses by January 31, 2026, though no guarantee is provided[162](index=162&type=chunk) [Changes in Internal Control over Financial Reporting](index=37&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) This section reports any material changes in the company's internal control over financial reporting during the period - Except for the remediation efforts described, there were no other changes in internal control over financial reporting during the most recently completed fiscal quarter that materially affected or are reasonably likely to materially affect internal control over financial reporting[163](index=163&type=chunk) [PART II – OTHER INFORMATION](index=38&type=section&id=PART%20II%20%E2%80%93%20OTHER%20INFORMATION) [Item 1. Legal Proceedings.](index=38&type=section&id=Item%201.%20Legal%20Proceedings.) This section states that the company is not currently involved in any litigation that is expected to have a material effect on its financial condition or results of operations - The Company is not currently involved in any litigation that is believed to have a material effect on its financial condition or results of operations[166](index=166&type=chunk) [Item 1A. Risk Factors.](index=38&type=section&id=Item%201A.%20Risk%20Factors.) This section updates the risk factors, specifically addressing the broad discretion in using private placement proceeds, potential market price decline due to the Crown I acquisition, and significant penalties for failing to register resale of certain common stock shares - Management has broad discretion in using the net proceeds from the Private Placement, which may not yield a favorable return[168](index=168&type=chunk) - The market price of common stock may decline if investors react negatively to the Crown I acquisition, if the acquisition's benefits are not met, or if integration is slower than anticipated[169](index=169&type=chunk)[174](index=174&type=chunk) - The Company faces significant penalties if required registration statements for the resale of common stock from the Private Placement are not timely effective or maintained[169](index=169&type=chunk)[170](index=170&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.](index=38&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) This section notes that the terms of the Company's T&L Note with M&T Bank restrict the issuance of cash dividends - The Company's T&L Note with M&T Bank restricts the issuance of cash dividends[171](index=171&type=chunk) [Item 3. Defaults Upon Senior Securities.](index=38&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities.) This section states that there are no defaults upon senior securities - There are no defaults upon senior securities[172](index=172&type=chunk) [Item 4. Mine Safety Disclosures.](index=38&type=section&id=Item%204.%20Mine%20Safety%20Disclosures.) This section indicates that mine safety disclosures are not applicable to the company - Mine safety disclosures are not applicable to the Company[173](index=173&type=chunk) [Item 5. Other Information.](index=39&type=section&id=Item%205.%20Other%20Information.) This section details the Rule 10b5-1 trading plan adopted by the CEO for automatic sale of shares to cover tax obligations related to RSU vesting, and confirms no other such arrangements by directors or executive officers - The CEO, Adam Michaels, entered into a Rule 10b5-1 trading arrangement on June 24, 2024, to automatically sell shares to satisfy withholding obligations upon RSU vesting[175](index=175&type=chunk) - The CEO's trading arrangement was supplemented on July 17, 2025, to include up to **120,620 shares** underlying equity compensation awards received after June 24, 2024[175](index=175&type=chunk) - No other directors or executive officers adopted, modified, or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the three months ended July 31, 2025[176](index=176&type=chunk) [Item 6. Exhibits.](index=40&type=section&id=Item%206.%20Exhibits.) This section lists all exhibits filed with the Form 10-Q, including various agreements, corporate documents, certifications, and financial statements in iXBRL format - Key exhibits include the Asset Purchase Agreement for Crown I, Amended and Restated Loan and Security Agreement with M&T Bank, and the Securities Purchase Agreement for the Private Placement[178](index=178&type=chunk) - Certifications from the Principal Executive Officer and Principal Financial Officer pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 are filed[178](index=178&type=chunk) - Financial statements and related disclosures are provided in inline eXtensible Business Reporting Language (iXBRL) format[178](index=178&type=chunk) [Signatures](index=42&type=section&id=Signatures) This section contains the official signatures of the Chief Executive Officer and Chief Financial Officer, certifying the report on behalf of Mama's Creations, Inc. - The report is signed by Adam L. Michaels, Chief Executive Officer, and Anthony Gruber, Chief Financial Officer, on September 8, 2025[183](index=183&type=chunk) ```

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended: July 31, 2025 OR o 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: 001-40597 Mama's Creations, Inc. (Exact name of Registrant as specified in its charter) (State or other jurisdiction of incorporation) (IRS E ...

[Fiscal Third Quarter 2025 Financial Overview](index=1&type=section&id=Fiscal%20Third%20Quarter%202025%20Financial%20Overview) Mission Produce achieved record Q3 FY2025 revenue and gross profit, driven by effective Peruvian production and operational excellence [CEO Message](index=1&type=section&id=CEO%20Message) - The commercial team effectively programmed owned Peruvian production to strategically deliver fruit into multiple global regions, ensuring supply consistency and **strong financial performance**[3](index=3&type=chunk) - The vertically integrated model, combining a year-round sourcing network, owned production, global marketing, distribution, and value-add services, drives category leadership and global consumption[3](index=3&type=chunk) - Generated **$34 million of operating cash flow** during the third quarter, with expectations to build on this in Q4 as owned-crop inventory is sold[3](index=3&type=chunk) [Key Financial Highlights](index=1&type=section&id=Key%20Financial%20Highlights) Fiscal Third Quarter 2025 Key Financial Highlights | Metric | Q3 FY2025 (Millions) | Q3 FY2024 (Millions) | YoY Change | | :----- | :------------------- | :------------------- | :--------- | | Total Revenue | $357.7 | $324.0 | +10% | | Net Income | $14.7 | $12.4 | +18.5% | | Diluted EPS | $0.21 | $0.17 | +23.5% | | Adjusted Net Income | $18.2 | $16.7 | +8.9% | | Adjusted Diluted EPS | $0.26 | $0.23 | +13.0% | | Adjusted EBITDA | $32.6 | $31.5 | +3% | [Consolidated Financial Review](index=1&type=section&id=Fiscal%20Third%20Quarter%202025%20Consolidated%20Financial%20Review) Mission Produce reported a 10% revenue increase and 22% gross profit increase for Q3 FY2025, driven by higher avocado volume [Revenue and Gross Profit Analysis](index=1&type=section&id=Revenue%20and%20Gross%20Profit%20Analysis) Revenue and Gross Profit (Q3 FY2025 vs Q3 FY2024) | Metric | Q3 FY2025 (Millions) | Q3 FY2024 (Millions) | YoY Change | | :----- | :------------------- | :------------------- | :--------- | | Total Revenue | $357.7 | $324.0 | +10% | | Gross Profit | $45.1 | $37.0 | +22% | | Gross Profit Percentage | 12.6% | 11.4% | +120 bps | - Revenue increase was primarily driven by a **10% increase in avocado volume sold** in the Marketing & Distribution segment, partially offset by a **5% decrease in average per-unit avocado sales prices**[4](index=4&type=chunk) - Gross profit increase was driven by the International Farming segment due to significantly higher avocado production and increased yields[5](index=5&type=chunk) [Operating Expenses and Net Income](index=1&type=section&id=Operating%20Expenses%20and%20Net%20Income) Operating Expenses and Net Income (Q3 FY2025 vs Q3 FY2024) | Metric | Q3 FY2025 (Millions) | Q3 FY2024 (Millions) | YoY Change | | :----- | :------------------- | :------------------- | :--------- | | SG&A Expense | $24.1 | $20.2 | +19% | | Net Income | $14.7 | $12.4 | +18.5% | | Diluted EPS | $0.21 | $0.17 | +23.5% | - Selling, general and administrative (SG&A) expense increased primarily due to higher employee-related costs, including incentive and performance-based stock compensation, and higher statutory profit sharing in the International Farming segment[6](index=6&type=chunk) [Adjusted Financial Metrics](index=2&type=section&id=Adjusted%20Financial%20Metrics) Adjusted Financial Metrics (Q3 FY2025 vs Q3 FY2024) | Metric | Q3 FY2025 (Millions) | Q3 FY2024 (Millions) | YoY Change | | :----- | :------------------- | :------------------- | :--------- | | Adjusted Net Income | $18.2 | $16.7 | +8.9% | | Adjusted Diluted EPS | $0.26 | $0.23 | +13.0% | | Adjusted EBITDA | $32.6 | $31.5 | +3% | - Adjusted net income growth was driven by increased operating income, a **$0.8 million reduction in interest expense**, and a **$0.3 million increase in equity method income**[9](index=9&type=chunk) - Adjusted EBITDA increased primarily due to higher avocado production in the International Farming segment[10](index=10&type=chunk) [Business Segment Performance](index=2&type=section&id=Fiscal%20Third%20Quarter%20Business%20Segment%20Performance) Marketing & Distribution net sales rose 7% but adjusted EBITDA declined, while International Farming and Blueberries segments showed strong growth [Marketing & Distribution](index=2&type=section&id=Marketing%20%26%20Distribution) Marketing & Distribution Segment Performance (Q3 FY2025 vs Q3 FY2024) | Metric | Q3 FY2025 (Millions) | Q3 FY2024 (Millions) | YoY Change | | :----- | :------------------- | :------------------- | :--------- | | Net Sales | $344.1 | $321.3 | +7% | | Segment Adjusted EBITDA | $20.0 | $26.8 | -25.4% | - Segment adjusted EBITDA decline reflects the normalization of per-unit avocado gross margin, which had significantly exceeded historical averages in the prior year[12](index=12&type=chunk) [International Farming](index=2&type=section&id=International%20Farming) International Farming Segment Performance (Q3 FY2025 vs Q3 FY2024) | Metric | Q3 FY2025 (Millions) | Q3 FY2024 (Millions) | YoY Change | | :----- | :------------------- | :------------------- | :--------- | | Total Sales | $49.0 | $27.4 | +79% | | Segment Adjusted EBITDA | $12.1 | $4.6 | +163% | - Increases were driven by higher yield from owned avocado orchards and increased volume of avocado packing and cooling services provided to third parties[14](index=14&type=chunk) - Affiliated sales are concentrated in the second half of the fiscal year, aligning with the Peruvian avocado harvest season (April-September)[13](index=13&type=chunk) [Blueberries](index=2&type=section&id=Blueberries) Blueberries Segment Performance (Q3 FY2025 vs Q3 FY2024) | Metric | Q3 FY2025 (Millions) | Q3 FY2024 (Millions) | YoY Change | | :----- | :------------------- | :------------------- | :--------- | | Net Sales | $4.5 | $1.6 | +181% | | Segment Adjusted EBITDA | $0.5 | $0.1 | +400% | - Net sales increase primarily due to higher volume produced on farms and higher average per-unit sales price[15](index=15&type=chunk) - Sales in the Blueberries segment are traditionally concentrated in the first and fourth quarters, aligning with the Peruvian blueberry harvest season[15](index=15&type=chunk) [Balance Sheet and Cash Flow](index=2&type=section&id=Balance%20Sheet%20and%20Cash%20Flow) Cash and cash equivalents decreased, operating cash flow declined due to higher working capital, and capital expenditures rose [Balance Sheet Overview](index=2&type=section&id=Balance%20Sheet%20Overview) Cash and Cash Equivalents | Metric | July 31, 2025 (Millions) | October 31, 2024 (Millions) | Change | | :----- | :----------------------- | :-------------------------- | :----- | | Cash and cash equivalents | $43.7 | $58.0 | -$14.3 | [Cash Flow Activities](index=2&type=section&id=Cash%20Flow%20Activities) Cash Flow Summary (9 Months Ended July 31) | Metric | 2025 (Millions) | 2024 (Millions) | Change | | :----- | :-------------- | :-------------- | :----- | | Net cash provided by operating activities | $21.4 | $55.4 | -$34.0 | | Capital expenditures | $39.8 | $25.3 | +$14.5 | - Higher working capital requirements in the current year were due to significantly higher avocado production and harvest timing in the International Farming segment, leading to increased inventory and lower payable balances[19](index=19&type=chunk) - Capital expenditures were primarily for pre-production orchard maintenance, land improvements, packhouse construction in Guatemala, and land development/blueberry plant cultivation in Peru[20](index=20&type=chunk) [Outlook for Fiscal Year 2025 Fourth Quarter](index=3&type=section&id=Outlook) Q4 FY2025 anticipates higher avocado volumes with lower pricing, increased blueberry volumes, and capital expenditures of $50-$55 million - Avocado industry volumes are expected to be approximately **15% higher in Q4 FY2025 YoY**, due to ample Peruvian product and a larger new Mexican crop[27](index=27&type=chunk) - Exported production from Mission's owned farms in Peru is expected to range between **105 million to 110 million pounds** for the 2025 harvest season (up from 43 million pounds in 2024)[27](index=27&type=chunk) - Avocado pricing is expected to be lower by approximately **20-25% YoY in Q4 FY2025**, correlated with higher available volumes[27](index=27&type=chunk) - Peruvian blueberry harvest will ramp up in Q4, with meaningful volume increases from owned farms likely offset by lower average sales prices[27](index=27&type=chunk) - Total capital expenditures for fiscal 2025 are expected to remain in the range of **$50 to $55 million**[27](index=27&type=chunk) [Non-GAAP Financial Measures](index=3&type=section&id=Non-GAAP%20Financial%20Measures) This section defines adjusted net income and adjusted EBITDA, non-GAAP measures used by management to analyze business results [Definition of Adjusted Net Income](index=3&type=section&id=Definition%20of%20Adjusted%20Net%20Income) - Adjusted net income (loss) is net income (loss) attributable to Mission Produce, adjusted for stock-based compensation, unrealized gains/losses on derivatives, foreign currency gains/losses, farming costs for nonproductive orchards, deferred ERP costs, transaction costs, amortization of inventory adjustments and intangible assets from business combinations, and other special, non-recurring, or one-time distortive items, including tax effects and noncontrolling interest impacts[24](index=24&type=chunk) [Definition of Adjusted EBITDA](index=3&type=section&id=Definition%20of%20Adjusted%20EBITDA) - Adjusted EBITDA is net income (loss) before interest, taxes, depreciation, amortization, stock-based compensation, other income/expense, and equity method income/loss, further adjusted for asset impairment/disposals, farming costs for nonproductive orchards, deferred ERP costs, transaction costs, and other special, non-recurring, or one-time items, including noncontrolling interest impacts[25](index=25&type=chunk) - Effective Q4 2024, the reconciliation of adjusted EBITDA includes a subtotal for non-GAAP adjustments before the noncontrolling interest adjustment, called 'adjusted EBITDA before adjustment for noncontrolling interest,' to better align with management's review sequence[25](index=25&type=chunk) [About Mission Produce, Inc.](index=3&type=section&id=About%20Mission%20Produce%2C%20Inc.) Mission Produce is a global leader in sourcing, producing, and distributing fresh Hass avocados and mangos globally - Mission Produce is a global leader in sourcing, producing, and distributing fresh Hass avocados and mangos to retail, wholesale, and foodservice customers in over **25 countries**[1](index=1&type=chunk)[27](index=27&type=chunk) - The company is vertically integrated, owning five state-of-the-art packing facilities across the U.S., Mexico, Peru, and Guatemala, and sourcing from **20+ premium growing regions** for year-round supply[28](index=28&type=chunk) - Mission's global distribution network includes strategically positioned forward distribution centers offering value-added services like ripening, bagging, custom packing, and logistical management[28](index=28&type=chunk) [Forward-Looking Statements & Contacts](index=4&type=section&id=Forward-Looking%20Statements%20%26%20Contacts) This section provides a standard disclaimer for forward-looking statements, outlining risks and uncertainties, and lists contacts [Forward-Looking Statements](index=4&type=section&id=Forward-Looking%20Statements) - The press release contains forward-looking statements involving known and unknown risks and uncertainties, as defined by federal securities laws[29](index=29&type=chunk) - Actual results could differ materially due to factors such as reliance on one main product, supply limitations, market price fluctuations, increasing competition, international business risks, inflationary pressures, and inherent farming risks including climate change[29](index=29&type=chunk) [Contacts](index=4&type=section&id=Contacts) - Investor Relations: Jeff Sonnek, ICR, 646-277-1263, jeff.sonnek@icrinc.com[30](index=30&type=chunk) - Media: Jenna Aguilera, Marketing Content and Communications Manager, Mission Produce, Inc., press@missionproduce.com[30](index=30&type=chunk) [Financial Statements (Unaudited)](index=5&type=section&id=Financial%20Statements%20(Unaudited)) This section presents the unaudited condensed consolidated financial statements for Mission Produce [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheets (Unaudited) | (In millions) | July 31, 2025 | October 31, 2024 | | :------------ | :------------ | :--------------- | | Total Assets | $1,002.4 | $971.5 | | Total Liabilities | $401.9 | $394.4 | | Total Equity | $600.5 | $577.1 | | Cash and cash equivalents | $43.7 | $58.0 | | Inventory | $103.4 | $91.2 | | Long-term debt, net of current portion | $128.5 | $110.7 | [Condensed Consolidated Statements of Income](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Condensed Consolidated Statements of Income (Unaudited) | (In millions, except per share amounts) | Three Months Ended July 31, 2025 | Three Months Ended July 31, 2024 | Nine Months Ended July 31, 2025 | Nine Months Ended July 31, 2024 | | :------------------------------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net sales | $357.7 | $324.0 | $1,072.2 | $880.3 | | Gross profit | $45.1 | $37.0 | $105.0 | $96.7 | | Operating income | $21.0 | $16.8 | $37.2 | $37.1 | | Net income attributable to Mission Produce | $14.7 | $12.4 | $21.7 | $19.4 | | Diluted EPS | $0.21 | $0.17 | $0.30 | $0.27 | [Condensed Consolidated Statements of Cash Flow](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flow) Condensed Consolidated Statements of Cash Flow (Unaudited) | (In millions) | Nine Months Ended July 31, 2025 | Nine Months Ended July 31, 2024 | | :------------ | :------------------------------ | :------------------------------ | | Net cash provided by operating activities | $21.4 | $55.4 | | Net cash used in investing activities | $(40.0) | $(26.0) | | Net cash provided by (used in) financing activities | $5.8 | $(22.9) | | Net (decrease) increase in cash, cash equivalents and restricted cash | $(12.7) | $6.7 | | Cash, cash equivalents and restricted cash, end of period | $46.6 | $49.9 | [Reconciliation of Non-GAAP Financial Measures to GAAP (Unaudited)](index=10&type=section&id=Reconciliation%20of%20Non-GAAP%20Financial%20Measures%20to%20GAAP%20(Unaudited)) This section provides detailed reconciliations of non-GAAP financial measures, Adjusted Net Income and Adjusted EBITDA, to their GAAP equivalents [Adjusted Net Income Reconciliation](index=10&type=section&id=Adjusted%20Net%20Income%20Reconciliation) Adjusted Net Income Reconciliation (Unaudited) | (In millions, except per share amounts) | Three Months Ended July 31, 2025 | Three Months Ended July 31, 2024 | Nine Months Ended July 31, 2025 | Nine Months Ended July 31, 2024 | | :------------------------------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net income attributable to Mission Produce | $14.7 | $12.4 | $21.7 | $19.4 | | Stock-based compensation | $1.7 | $1.5 | $5.6 | $4.5 | | Foreign currency transaction (gain) loss | $1.2 | $(1.2) | $1.4 | $0.1 | | Mission Produce adjusted net income | $18.2 | $16.7 | $34.0 | $33.2 | | Mission Produce adjusted net income per diluted share | $0.26 | $0.23 | $0.48 | $0.47 | [Adjusted EBITDA Reconciliation](index=11&type=section&id=Adjusted%20EBITDA%20Reconciliation) Adjusted EBITDA Reconciliation (Unaudited) | (In millions) | Three Months Ended July 31, 2025 | Three Months Ended July 31, 2024 | Nine Months Ended July 31, 2025 | Nine Months Ended July 31, 2024 | | :------------ | :------------------------------- | :------------------------------- | :------------------------------ | :------------------------------ | | Net income | $14.5 | $12.1 | $23.7 | $21.1 | | Interest expense | $2.4 | $3.2 | $7.1 | $9.9 | | Provision for income taxes | $5.3 | $4.5 | $10.2 | $10.0 | | Depreciation and amortization | $8.4 | $8.9 | $24.1 | $27.5 | | Stock-based compensation | $1.7 | $1.5 | $5.6 | $4.5 | | Total adjusted EBITDA | $32.6 | $31.5 | $69.4 | $70.9 | [Other Information (Unaudited)](index=12&type=section&id=Other%20Information%20(Unaudited)) This section provides supplementary unaudited financial data, including segment sales, avocado sales volume and pricing, and total net sales [Segment Sales](index=12&type=section&id=Segment%20Sales) Segment Sales (Unaudited) | (In millions) | Marketing & Distribution (Q3 2025) | International Farming (Q3 2025) | Blueberries (Q3 2025) | Total (Q3 2025) | Marketing & Distribution (Q3 2024) | International Farming (Q3 2024) | Blueberries (Q3 2024) | Total (Q3 2024) | | :------------ | :--------------------------------- | :------------------------------ | :-------------------- | :-------------- | :--------------------------------- | :------------------------------ | :-------------------- | :-------------- | | Third party sales | $344.1 | $9.1 | $4.5 | $357.7 | $321.3 | $1.1 | $1.6 | $324.0 | | Affiliated sales | — | $39.9 | — | $39.9 | — | $26.3 | — | $26.3 | | Total segment sales | $344.1 | $49.0 | $4.5 | $397.6 | $321.3 | $27.4 | $1.6 | $350.3 | | Intercompany eliminations | — | $(39.9) | — | $(39.9) | — | $(26.3) | — | $(26.3) | | Total net sales | $344.1 | $9.1 | $4.5 | $357.7 | $321.3 | $1.1 | $1.6 | $324.0 | [Avocado Sales](index=12&type=section&id=Avocado%20Sales) Avocado Sales (Unaudited) | Metric | 3 Months Ended July 31, 2025 | 3 Months Ended July 31, 2024 | 9 Months Ended July 31, 2025 | 9 Months Ended July 31, 2024 | | :----- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Pounds of avocados sold (millions) | 183.5 | 166.1 | 509.8 | 486.2 | | Average sales price per pound | $1.74 | $1.84 | $1.83 | $1.62 | [Sales by Type](index=12&type=section&id=Sales%20by%20Type) Sales by Type (Unaudited) | (In millions) | 3 Months Ended July 31, 2025 | 3 Months Ended July 31, 2024 | 9 Months Ended July 31, 2025 | 9 Months Ended July 31, 2024 | | :------------ | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Avocado | $327.0 | $306.9 | $938.8 | $786.7 | | Other | $30.7 | $17.1 | $133.4 | $93.6 | | Total net sales | $357.7 | $324.0 | $1,072.2 | $880.3 |

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 July 31, 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: 001-38056 YEXT, INC. (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organiz ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 1, 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: 001-37867 Dell Technologies Inc. (Exact name of registrant as specified in its charter) (State or other jurisdictio ...

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 001-35272 MIDLAND STATES BANCORP, INC. (Exact name of registrant as specified in its charter) (State of other jurisdic ...