Financial Performance - Full-year net sales for SPAR Group, Inc. reached $136 million, representing a 3.3% increase compared to 2024[2] - The company reported a GAAP net loss of $24.6 million, or $1.04 per diluted share, compared to a net loss of $3.2 million, or $0.13 per diluted share, in 2024[12] - Adjusted EBITDA loss was $8.6 million, a decline from a positive adjusted EBITDA of $5.6 million in the previous year[12] - Net revenues for the three months ended December 31, 2025, were $22,017 thousand, a decrease of 33.3% compared to $33,043 thousand for the same period in 2024[20] - Gross profit for the twelve months ended December 31, 2025, was $21,693 thousand, down 35.4% from $33,597 thousand in 2024[20] - The company reported a net loss of $24,626 thousand for the twelve months ended December 31, 2025, compared to a net loss of $2,687 thousand in 2024[26] - SPAR Group, Inc. reported a net loss of $16.323 million for Q4 2025, compared to a net loss of $5.704 million in Q4 2024, indicating a significant increase in losses[28] - Adjusted net loss attributable to SPAR Group, Inc. was $9.339 million for Q4 2025, up from $1.181 million in Q4 2024, reflecting a worsening financial position[28] - Consolidated EBITDA for Q4 2025 was $(13.060) million, compared to $(5.308) million in Q4 2024, showing a decline in operational performance[30] - Adjusted EBITDA attributable to SPAR Group, Inc. for the twelve months ended December 31, 2025, was $(8.562) million, down from $5.616 million in the previous year[30] Cost Management - Consolidated gross margin declined to 15.9% of sales from 20.5% in the prior year, primarily due to the service mix in the U.S.[12] - SPAR Group aims to reduce SG&A expenses to below $6.5 million per quarter, targeting a medium-term goal of 15% or below[5] - Restructuring costs and severance recognized in 2025 amounted to $4.8 million, compared to zero in the prior year[12] - The company incurred restructuring costs and severance of $4,765 thousand for the twelve months ended December 31, 2025[20] - The company incurred $747,000 in restructuring costs and severance in Q4 2025, contributing to the overall losses reported[30] Liquidity and Capital Structure - The company maintained positive working capital of $14.7 million as of December 31, 2025, with $3.3 million in cash and cash equivalents[9] - SPAR Group completed a $4 million private debt raise in early 2026 to enhance liquidity and support future growth initiatives[6] - Total current assets decreased to $31,436 thousand as of December 31, 2025, from $45,996 thousand as of December 31, 2024[24] - Total liabilities increased to $43,437 thousand as of December 31, 2025, compared to $32,125 thousand in 2024[24] - Cash and cash equivalents at the end of the year were $3,262 thousand, down from $18,221 thousand at the beginning of the year[26] - Interest expense for the twelve months ended December 31, 2025, was $2,415 thousand, compared to $2,191 thousand in 2024[20] - The company’s total interest expense increased to $694,000 in Q4 2025 from $544,000 in Q4 2024, reflecting higher borrowing costs[30] Business Development and Strategy - The company is focusing on higher margin core merchandising work and tech-enabled services to improve gross margin rates in 2026[4] - SPAR Group's business development pipeline shows promise with recent customer wins, supported by strategic RetailTech partnerships[4] - The company reported a significant decrease in net revenues from international operations, with South Africa contributing $0 thousand in 2025 compared to $8,277 thousand in 2024[22] Shareholder Impact - Basic loss per common share attributable to SPAR Group, Inc. from continuing operations was $(1.04) for the year ended December 31, 2025, compared to $(0.09) in 2024[20] - Diluted loss per share attributable to SPAR Group, Inc. was $(0.68) for Q4 2025, compared to $(0.24) for Q4 2024, indicating a decline in shareholder value[28] - The company reported a deferred tax valuation allowance of $5.722 million for Q4 2025, which may impact future tax liabilities[28] - SPAR Group, Inc. experienced a loss from continuing operations of $16.323 million for Q4 2025, compared to a loss of $6.155 million in Q4 2024[30]

Exhibit 99.1 Elauwit Connection, Inc. Announces 154% Increase in Full Year 2025 Revenue Recurring Service Revenue Increases 151% New Sales Organization Producing Immediate Traction Activated, Contracted and Billed Units All Continue to Increase COLUMBIA, SC, March 31, 2026 – Elauwit Connection, Inc. (NASDAQ: ELWT) ("Elauwit," the "Company," "we," or "our"), a national managed services provider of turnkey broadband and property-wide WiFi networks serving multifamily, student housing, and senior living commun ...

Revenue Growth - 1847 Holdings reported a 207% increase in revenue for 2025, reaching $48.3 million, compared to $15.7 million in 2024[3] - CMD generated $40.5 million in revenue for 2025, reflecting a 32% year-over-year growth on a pro forma basis[1] - Gross profit increased to $23.9 million in 2025, up 208% from $7.8 million in 2024[2] Profitability Improvement - The company achieved a net income of $66.5 million in 2025, a significant turnaround from a net loss of $106.8 million in 2024[3] - Total Adjusted EBITDA for the company was reported at $9.8 million for 2025, compared to a loss of $3.3 million in 2024[3] - CMD's Adjusted EBITDA rose to $14.3 million in 2025, an 84% increase from $7.7 million in the previous year[1] - Operating income improved to $4.0 million in 2025, compared to a loss of $12.0 million in 2024, marking a $16.0 million improvement[3] Strategic Initiatives - CMD has a record bid pipeline exceeding $160 million, providing strong visibility into future revenue opportunities[4] - The company is exploring strategic alternatives for CMD, including potential refinancing or sale, to enhance shareholder value[4] - 1847 Holdings is actively repositioning its subsidiaries to capture new opportunities in e-commerce logistics and high-growth construction markets[4] Investor Relations - Crescendo Communications, LLC is the contact for investor relations inquiries[21]

Financial Performance and Losses - The net loss attributable to common stockholders for the year ended December 31, 2025, was $22.4 million, with an accumulated deficit of $268.1 million[73]. - The company expects to incur additional losses while growing and expanding its business, which could negatively impact the market price of its common stock[73]. - The company may need to raise additional funds in the future to grow its business, which could result in dilution to existing stockholders if raised through equity[74]. Regulatory and Compliance Risks - As of December 31, 2025, the company's internal control over financial reporting was not effective, raising concerns about the reliability of financial reports[76]. - The company is subject to regulatory scrutiny regarding conflicts of interest, which could damage its reputation and business[112]. - The Company is subject to extensive securities regulation, and failure to comply could result in monetary penalties or sanctions that adversely affect its financial condition[142]. - Increased regulatory scrutiny in the financial services industry has raised the risk of financial liability and reputational harm due to adverse regulatory actions[147]. - New regulations, such as Regulation Best Interest, impose additional compliance costs and may limit revenue opportunities for the Company[150]. - The company may incur significant costs related to compliance with evolving laws and regulations, which could impact its business operations[151]. - The company is not in compliance with Section 404 of the Sarbanes-Oxley Act as of December 31, 2025, which could materially affect its business[155]. - The company incurs significant costs related to maintaining effective internal controls over financial reporting, which are subject to regulatory scrutiny[155]. Market and Economic Conditions - The performance in the financial services industry is heavily influenced by economic conditions, which are unpredictable and beyond the company's control[77]. - Changes in economic and political conditions, including tariffs and trade policies, could adversely affect global economic conditions and the stability of financial markets[81]. - Market fluctuations and global economic conditions may materially affect the company's results of operations, particularly in its Capital Markets business segment[113]. Competition and Industry Challenges - The financial services industry remains highly competitive, and the company faces challenges due to its relatively small size compared to larger firms, which have greater capital and technology resources[89]. - High turnover in the financial services industry increases competition for skilled professionals, potentially impacting the company's ability to retain key employees and maintain client relationships[102]. - The company faces significant competition for personnel, which may adversely affect its ability to manage growth effectively[106]. - The company's fixed income business is currently concentrated in investment grade products, potentially limiting growth opportunities compared to competitors offering non-traditional products[89]. Business Strategy and Growth - The company anticipates that its investment banking revenue will be directly related to the volume and value of transactions, which may decrease in unfavorable market conditions[84]. - The company may consider strategic acquisitions or joint ventures, which could result in unforeseen expenses and disrupt ongoing business[82]. - The company plans to expand into new investment strategies and geographic markets, which may introduce additional risks and uncertainties[98]. - The organic growth strategy focuses on achieving scale and profitability, but there is no assurance that new strategies and products will be successful[99]. - The company may pursue growth through acquisitions and strategic partnerships, which could involve various risks including integration challenges and regulatory approvals[100]. Operational and Technological Risks - The company may face increased operational, legal, and regulatory risks due to the adoption of artificial intelligence, which could disrupt business models and investment strategies[93]. - Regulatory scrutiny regarding artificial intelligence is increasing, with potential compliance obligations that could adversely affect the company's operations and strategies[96]. - The company may face operational risks due to reliance on complex technology and human error, which could adversely affect its business[124]. - Rapid technological changes in the financial services industry require the Company to adapt its technology systems to meet client needs and regulatory demands[136]. - The Company relies heavily on communications and information systems, and any failure or breach could adversely affect customer relationships and financial results[127]. - Cybersecurity incidents among financial services firms are increasing, although the Company has not yet experienced material losses from such breaches[130]. - The Company faces significant costs in maintaining its infrastructure to resist cybersecurity attacks, including regular briefings for senior management on preparedness[135]. Financial Position and Stock Performance - The common stock has experienced significant volatility, with a closing share price ranging from a high of $13.00 to a low of $1.03 from January 1, 2025, to December 31, 2025[161]. - Approximately 68.5% of the outstanding common stock is controlled by executive officers, directors, and advisory board members, potentially influencing significant corporate decisions[169]. - The company declared special cash dividends of $0.32, $0.22, and $0.432 per share on February 11, August 22, and December 11, 2025, respectively, but future dividends are not guaranteed[170]. - The common stock may be delisted from Nasdaq if continued listing standards are not met, which could adversely affect stock price and liquidity[160]. - Changes in tax laws in key jurisdictions could significantly increase the effective tax rate, adversely affecting cash flow and financial condition[156]. - The company’s common stock is thinly traded, which may limit stockholders' ability to sell shares at desired prices[162]. - The company is exposed to credit risk related to third parties, which could adversely affect its revenue and ability to borrow[119]. - The company may incur substantial costs in defending against claims related to employee misconduct, which could harm its reputation[109]. - The company is dependent on its senior executives, and the loss of their services could materially affect its operations[107]. - Liquidity is essential for the company's operations, and its ability to raise funding could be impaired by negative perceptions or market disruptions[121].

Revenue Performance - Full Year 2025 revenue reached a record $62.1 million, a 19% increase from $52.3 million in 2024[7] - Fourth Quarter 2025 revenue was $12.5 million, slightly down from $12.6 million in the same period of 2024[7] - Product revenue for Q4 2025 reached $12.425 billion, slightly up from $12.411 billion in Q4 2024, while total net revenue for the year increased to $62.064 billion from $52.347 billion in 2024, representing a year-over-year growth of 18.5%[23] Profitability - Gross profit for the full year 2025 was $16.1 million, with a gross margin of 26%, down from 31% in 2024[7] - The company reported a gross profit of $3.4 million in Q4 2025, compared to $2.8 million in Q4 2024[7] - Gross profit for Q4 2025 was $3.434 billion, compared to $2.766 billion in Q4 2024, indicating a significant increase of 24.1%[23] - Net income for the full year 2025 was $1.8 million, a decrease from $4.2 million in 2024[7] - Net income in Q4 2025 was approximately $0.2 million, compared to a net loss of approximately $0.6 million in Q4 2024[7] - Net income for Q4 2025 was $163 million, a recovery from a net loss of $558 million in Q4 2024, while the total net income for the year was $1.790 billion compared to $4.235 billion in 2024[23] Expenses - Research and development expenses for Q4 2025 totaled $1.035 billion, a decrease from $1.091 billion in Q4 2024, while total R&D expenses for the year rose to $4.090 billion from $3.837 billion in 2024[23] - Selling, general and administrative expenses for Q4 2025 were $2.213 billion, up from $1.898 billion in Q4 2024, reflecting an increase of 16.6%[23] - Interest expense for Q4 2025 was $328 million, up from $108 million in Q4 2024, indicating increased borrowing costs[23] Strategic Initiatives - The company launched a strategic initiative called Transform & Transcend to enhance operational execution and market position[3] - Solésence appointed Yoolie Park as Vice President of Brand Partnerships to strengthen commercialization strategy[7] - The company acquired 20 new brand partners in facial skincare and color cosmetics[7] - Expanded patent protection with 16 new U.S. and foreign patents, including for the Kleair™ technology[7] Other Financial Metrics - Adjusted EBITDA for Q4 2025 was $918 million, a significant increase from $26 million in Q4 2024, while the annual adjusted EBITDA decreased to $4.193 billion from $6.558 billion in 2024[23] - The company reported a provision for income taxes of $(317) million in Q4 2025, compared to a provision of $227 million in Q4 2024[23] - Other revenue for the year was $270 million, down from $457 million in 2024, indicating a decline in ancillary revenue streams[23] - The company’s cost of revenue for Q4 2025 was $9.049 billion, a decrease from $9.801 billion in Q4 2024, leading to improved gross margins[23]

Financial Results - MiNK Therapeutics, Inc. reported its financial results for the quarter and year ended December 31, 2025[6]. - A press release detailing the financial results was issued on March 31, 2026[6]. - The financial results include key metrics that will be detailed in Exhibit 99.1[6]. - The report does not provide specific financial figures or performance metrics in the available content[6]. Company Classification and Compliance - The company is classified as an emerging growth company under the Securities Act of 1933[5]. - The report is intended to be furnished and not deemed "filed" under the Securities Exchange Act of 1934[7]. - The filing is part of the company's compliance with the Securities Exchange Act of 1934[10]. Company Information - The company is headquartered at 149 Fifth Avenue, Suite 500, New York, New York[2]. - Jennifer S. Buell, Ph.D., serves as the Chief Executive Officer of the company[11]. - The company trades on The Nasdaq Stock Market under the symbol INKT[5].

Financial Performance - IMUNON reported a net loss of $14.5 million, or $6.83 per share, for the year ended December 31, 2025, compared to a net loss of $18.6 million, or $16.94 per share, for 2024[16]. - Net loss for 2025 was $14,495,000, compared to a net loss of $18,620,000 in 2024, indicating an improvement of 22.0%[29]. - Basic and diluted net loss per common share improved to $6.83 in 2025 from $16.94 in 2024[29]. Operating Expenses - Operating expenses decreased by 23% to $14.7 million in 2025, down from the previous year[16]. - Total operating expenses for the year ended December 31, 2025, were $14,651,000, a decrease of 23.0% from $19,132,000 in 2024[29]. - Research and development (R&D) expenses were $7.8 million for 2025, a 33% decrease compared to 2024, primarily due to lower costs associated with the OVATION 2 Study[17]. - Research and development expenses decreased to $7,781,000 in 2025 from $11,639,000 in 2024, representing a reduction of 33.0%[29]. Cash and Assets - Cash and cash equivalents as of December 31, 2025, were $8.8 million, with net cash used for operating activities at $13.9 million for the full year[20]. - Cash and cash equivalents increased to $8,781,000 as of December 31, 2025, up from $5,873,000 in 2024, reflecting a growth of 49.0%[31]. - Total assets rose to $12,288,000 in 2025, compared to $9,717,000 in 2024, marking an increase of 26.0%[31]. - Total liabilities decreased slightly to $5,226,000 in 2025 from $5,473,000 in 2024, a reduction of 4.5%[31]. - Stockholders' equity increased to $7,062,000 in 2025, up from $4,244,000 in 2024, representing a growth of 66.0%[31]. Clinical Developments - IMUNON achieved a median overall survival improvement of 14.7 months (45.1 vs. 30.4 months) in women treated with IMNN-001 compared to standard of care (SoC) chemotherapy alone[5]. - Women receiving IMNN-001 with SoC chemotherapy plus PARP inhibitors achieved a median overall survival increase of 24.2 months (65.6 vs. 41.4 months) compared to SoC alone[5]. - IMUNON's Phase 3 OVATION 3 Study for IMNN-001 is progressing ahead of plan, supported by strong interest from the medical community[2]. Strategic Actions - The company announced a strategic reorganization on February 5, 2026, to reduce operating expenses while focusing on the Phase 3 OVATION 3 clinical trial[14]. - IMUNON completed a $7.0 million registered direct offering, selling shares at a combined purchase price of $3.61[15]. - The company is advancing its PlaCCine DNA vaccine technology, with proof-of-concept data demonstrating safety and immunogenicity in human participants[12]. Investment Income - Investment income, net, decreased to $156,000 in 2025 from $512,000 in 2024, a decline of 69.5%[29].

Financial Performance - AquaBounty has incurred cumulative net losses of approximately $388 million from incorporation to December 31, 2025, and expects to incur additional losses in future periods[45]. - For the year ended December 31, 2025, the company reported a net loss of $18.5 million, a decrease of 88% compared to a net loss of $149.2 million in 2024[115]. - The loss from discontinued operations significantly decreased to $16.3 million in 2025 from $137.8 million in 2024, mainly due to the sale of the Indiana Farm and Canadian Farms[121]. - The company recorded impairment charges totaling $129.8 million for the years 2024 and 2025, with $14.4 million in 2025 and $115.4 million in 2024 attributed to discontinued operations[29][28]. - The company recorded an impairment charge of $26.3 million against the remaining Ohio Equipment Assets during its impairment analysis[96]. - The company incurred a net loss of $18.49 million for the year ended December 31, 2025, compared to a net loss of $149.19 million for the previous year, indicating a significant reduction in losses[189]. - The company has an accumulated deficit of $388 million and only $501 thousand in cash on its consolidated balance sheet as of December 31, 2025[102][122][130]. Liquidity and Cash Flow - As of December 31, 2025, AquaBounty had only $501 thousand in cash and cash equivalents, raising substantial doubt about its ability to continue as a going concern[46]. - Net cash used in operating activities was $8.7 million in 2025, a 37% improvement from $13.9 million in 2024[125]. - The company generated $7.1 million from asset sales in 2025, compared to $10.5 million in 2024[123][128]. - The company reported a loan forgiveness of $2.01 million in 2025, contributing positively to other income[184]. - The company’s cash and cash equivalents at the end of the period increased to $501,295 from $230,362 at the beginning of the period[189]. - The company plans to continue utilizing asset sales and debt/equity issuances to fund operations and improve liquidity[132]. Asset Management and Sales - Construction of the Ohio Farm Project was halted in June 2023 after spending roughly $145 million, with total estimated costs to complete now projected between $485 million and $495 million[38][39]. - The company sold its Indiana Farm for $22.5 million in July 2024 and its Canadian Farms, including Corporate IP, for an undisclosed amount in March 2025[25][27]. - The company is considering a potential sale of the Ohio Farm Project, which has received a non-binding Letter of Interest[32][40]. - The fair value of the Ohio Farm Project assets held for sale is recorded at expected net proceeds of $9.6 million[112]. - The company generated cumulative gross proceeds of $5.0 million from the sale of certain Ohio Equipment Assets and $2.1 million from the sale of its Canadian subsidiary during 2025[197]. Strategic Initiatives - The company has engaged an investment bank to explore funding and strategic alternatives, including potential joint ventures or other strategic transactions[47]. - The company is actively working with an investment bank to identify optimal paths for realizing the potential of its remaining assets, particularly the Ohio Farm Project[193]. - The company is currently working with an investment bank to explore funding and strategic alternatives for its remaining assets, particularly the Ohio Farm Project[94]. Risks and Compliance - The company is exposed to risks from security breaches and cyber-attacks, which could lead to significant financial and reputational damage[51]. - There are risks associated with issuing additional equity securities, which could dilute current stockholders' ownership and voting power[53]. - The company has periods of negative stockholders' equity, which could further jeopardize compliance with Nasdaq listing standards[63]. - The company received a notice from Nasdaq regarding non-compliance with minimum bid price requirements, with a compliance period until January 12, 2026[64]. - The company has recognized that if it cannot generate additional funds in a timely manner, it may exhaust its resources and be unable to maintain planned operations, risking significant losses for shareholders[134]. Operational Changes - The company has significantly reduced its headcount and ongoing operating costs following the exit from fish rearing operations[102]. - General and administrative expenses decreased by $5.0 million to $4.0 million in 2025, primarily due to reductions in personnel costs and legal fees[118]. - The company paused construction of its 10,000 metric ton Ohio Farm Project in June 2023 due to rising costs and inflation, which impaired its ability to pursue municipal bond financing[94]. Market Context - The aquaculture industry was valued at $296 billion in 2022, with salmon farming accounting for $22 billion[33]. - Global fish consumption is growing faster than all other animal protein foods, driven by population growth and increased demand for protein sources[34]. - Aquaculture production must nearly double by 2050 to meet the rising demand for fish protein, as traditional fisheries cannot satisfy this demand[35].

Revenue Performance - Fourth quarter 2025 net revenue was $140.7 million, representing growth of approximately 9.1% compared to the fourth quarter of 2024[3]. - Full year 2025 net revenue was $468.7 million, a decline of 3.9% compared to the full year 2024, primarily due to e-commerce headwinds[7]. - Revenues for the three months ended December 31, 2025, were $140.688 million, an increase of 9.3% from $128.975 million in the same period of 2024[25]. - For 2026, the company expects full year revenue to be in the range of $500 to $520 million and adjusted EBITDA in the range of $20 to $30 million[12]. Profitability Metrics - Adjusted EBITDA for the fourth quarter was $8.8 million, an improvement from $2.9 million last year, driven primarily by revenue growth and disciplined cost management[6]. - Full year adjusted EBITDA was $1.9 million, a significant improvement from $(20.8) million last year[10]. - Adjusted EBITDA for the year ended December 31, 2025, was $1.945 million, compared to an adjusted EBITDA loss of $20.825 million in 2024[31]. Gross Profit and Margin - Gross margin for the fourth quarter was 41.9%, compared to 42.9% in the prior-year period, reflecting sourcing initiatives and profitable inventory liquidation[4]. - Full year gross profit increased to $188.6 million, with a gross margin of 40.2%, up 310 basis points from last year[8]. - Gross profit for the year ended December 31, 2025, was $188.559 million, compared to $181.132 million in 2024, reflecting a gross margin improvement[25]. - Adjusted gross profit for the year ended December 31, 2025, was $189.554 million, with an adjusted gross profit margin of 40.4%[33]. Operating Expenses - Operating expenses for the fourth quarter were $61.2 million, down 2.9% from $63.0 million in the prior year quarter[5]. - Total operating expenses decreased to $231.588 million for the year ended December 31, 2025, down from $273.315 million in 2024, indicating a reduction of 15.3%[25]. - Adjusted operating expenses for the year ended December 31, 2025, were $212.926 million, down from $253.342 million in 2024, reflecting a 16% reduction[34]. Net Loss and Earnings Per Share - The company reported a net loss of $3.2 million for the fourth quarter, an improvement from a net loss of $(8.5) million in the prior year[6]. - The net loss for the year ended December 31, 2025, was $51.511 million, a significant improvement from a net loss of $98.098 million in 2024[27]. - The company reported a basic net loss per share of $0.48 for the year ended December 31, 2025, improving from a loss of $0.91 per share in 2024[25]. - For the three months ended December 31, 2025, the net loss attributable to Purple Innovation, Inc. was $3.226 million, compared to a net loss of $8.511 million for the same period in 2024, representing a 62% improvement[35]. - The adjusted net loss for the year ended December 31, 2025, was $34.339 million, a decrease from $55.079 million in 2024, indicating a 37% reduction year-over-year[38]. - The adjusted net loss per diluted share for the three months ended December 31, 2025, was $0.02, compared to $0.11 for the same period in 2024, reflecting an 82% improvement[37]. - The adjusted net loss per diluted share for the year ended December 31, 2025, was $0.32, down from $0.51 in 2024, marking a 37% decrease[38]. Cash and Financing - As of December 31, 2025, the company had cash and cash equivalents of $24.3 million, down from $29.0 million as of December 31, 2024[11]. - Cash flows from operating activities resulted in a net cash used of $33.830 million for the year ended December 31, 2025, compared to $17.850 million in 2024[27]. - The company raised $39 million from related party loans during the year ended December 31, 2025, compared to $61 million in 2024[27]. Other Financial Metrics - The total adjusted income tax benefit for the year ended December 31, 2025, was $12.002 million, compared to $19.252 million in 2024, showing a 37% decline[38]. - The revenue reduction due to SGI Contract for the year ended December 31, 2025, was $2.508 million, with no such reduction reported in 2024[35]. - The change in fair value of warrant liabilities for the year ended December 31, 2025, was a loss of $17.202 million, compared to a loss of $3.504 million in 2024, indicating a significant increase in losses[35]. - Restructuring related charges for the year ended December 31, 2025, amounted to $12.382 million, down from $35.415 million in 2024, representing a 65% decrease[35]. - Strategic alternative costs for the year ended December 31, 2025, were $7.275 million, with no such costs reported in 2024[35]. - The estimated effective tax rate for the three and twelve months ended December 31, 2025, was 25.9%[37].

Technology and Efficiency - AirJoule technology can produce pure distilled water at an energy requirement of less than 160 Wh/L, making it up to 4x more efficient than refrigerant-based systems and up to 8x more efficient than desiccant-based systems[41]. - The AirJoule Core system can generate up to 250 liters of pure distilled water per day, delivering up to 80% energy savings and 60% lower total cost of ownership compared to traditional desiccant-based systems[42]. - The AirJoule Prime system is designed for industrial-scale production, expected to deliver over 2,000 liters of water per day using low-grade waste heat[22]. - AirJoule technology can utilize low-grade waste heat, which is estimated to account for 50% of industrial energy input lost as waste heat, significantly improving efficiency[22]. - AirJoule technology significantly reduces energy requirements for dehumidification compared to conventional systems, potentially yielding substantial operating expense savings for customers[77]. - AirJoule's superior moisture removal capability is expected to significantly reduce power consumption in HVAC systems, addressing the pressure on building owners to improve energy efficiency[213]. Market Potential and Strategic Partnerships - The total addressable market for AirJoule's technology is estimated to be approximately $450 billion, targeting water, dehumidified air, and cooling demands[37]. - The company plans to leverage strategic partnerships to accelerate market penetration and scale manufacturing capabilities, enhancing its competitive position[39]. - The company entered into a joint venture with GE Vernova, forming AirJoule, LLC, with each party holding a 50% interest to develop water capture technology[46]. - The company signed a memorandum of understanding with Nexus Data Centers in June 2025 to integrate AirJoule technology into data center designs[58]. - Strategic partnerships with GE Vernova, Carrier Global, and TenX Investment are expected to accelerate market penetration and scale manufacturing capabilities[214]. Regulatory and Compliance Challenges - The company aims to achieve potable water certification with the Texas Commission on Environmental Quality, a key regulatory milestone for municipal and industrial applications[24]. - The company is subject to regulatory risks, including the need for various permits and compliance with environmental laws, which could increase operating costs[138]. - The regulatory environment is becoming more stringent, with potential new standards affecting operations, particularly regarding the Clean Water Act and the National Pollutant Discharge Elimination System permits[143]. - Future implementation of proposed rules redefining Waters of the United States (WOTUS) remains uncertain, which could impact operational compliance and costs[143]. Financial Performance and Projections - The company incurred a net loss of $215.7 million for the year ended December 31, 2024, and a loss of $9.0 million for the year ended December 31, 2025[87]. - The company expects to commence commercial sales of AirJoule systems in 2026, supported by partnerships including a joint venture with GE Vernova and an exclusive distribution agreement with TenX Investment in the Middle East[71]. - The company anticipates stable demand for its products across targeted industries, including data centers and advanced manufacturing, despite potential seasonal variations in moisture levels[81]. - The company may require additional financing to fund ongoing operations and achieve business objectives, as its ability to continue as a going concern depends on financial support and capital raising efforts[97]. Operational and Production Risks - The company may face challenges in scaling production and delivery capabilities, which could adversely impact commercialization of AirJoule systems[128]. - The company relies on sole-source suppliers for key components, such as MTMOF1, which is currently manufactured solely by BASF, posing risks to production and costs[124]. - The actual operating costs of manufacturing and commercializing AirJoule systems may exceed initial estimates due to various factors, which could adversely affect financing ability and profitability[103]. - The company has identified risks related to the adequacy of its disaster recovery and business continuity plans, which could impact operations during significant disruptions[159]. Intellectual Property and Competitive Landscape - The company is focused on optimizing AirJoule systems and protecting intellectual property, with several master patents and applications filed in relevant markets[73]. - The company relies on non-disclosure agreements to protect its intellectual property, facing risks related to the adequacy of patent protections[74]. - Patent applications may not result in issued patents, which could adversely affect the company's ability to protect its technology and maintain a competitive edge[160]. - The company faces significant competition from established firms with greater resources and market presence, which could negatively impact its ability to compete effectively[104]. Environmental, Social, and Governance (ESG) Considerations - The company is subject to increasing scrutiny regarding ESG matters, which could lead to reputational harm and impact assessments by ESG-focused investors[113]. - The company may face reputational damage due to penalties from Water Purchase Agreements, which could divert financial resources and inhibit growth opportunities[96]. Shareholder and Corporate Governance - The company holds approximately 52% of its outstanding common stock among executive officers and directors, allowing them significant control over corporate decisions[171]. - Anti-takeover provisions in the company's governing documents could make acquisitions more difficult and limit stockholder influence over management changes[176]. - The company does not intend to pay dividends on its common stock for the foreseeable future, focusing instead on funding business development and growth[174]. Funding and Investment Activities - The company issued 588,235 shares of Class A common stock at a purchase price of $8.50 per share, generating gross proceeds of $5.0 million from a PIPE investment[199]. - The company has the right to sell up to $30 million of shares of Class A common stock under an Equity Line Purchase Agreement, with 755,946 shares sold generating approximately $3.0 million in proceeds[204].